Starr, Dershowitz, Ray: Trump Leans on High-Wattage Lawyers for Impeachment

Ken Starr

President Trump has added some high-wattage lawyers to round out his defense team for the Senate impeachment trial, including Ken Starr, a Fox news commentator whose special counsel investigations led to President Bill Clinton’s impeachment, and Harvard Law professor emeritus Alan Dershowitz.

NPR reports that the team will be led by White House counsel Pat Cipollone and Jay Sekulow, a private attorney who represented Trump in the Russia investigation.

Read the NPR article.

 

 




Former U.S. Congressman Sentenced to 26 Months for Insider Trading

Reuters reports that Chris Collins, a former U.S. congressman from New York who was an early backer of President Donald Trump, was sentenced to 26 months in prison and fined $200,000 on Friday after pleading guilty to taking part in an insider trading scheme.

Collins, who resigned from Congress after being found guilty, was convicted of trading on insider information while a board member and 16.8% stakeholder of Australian biotechnology company Innate Immunotherapeutics Ltd.

Reuters’ Jonathan Allen explains Collins’ crime:

“After learning from an email sent by Innate Immunotherapeutics’ chief executive that an experimental multiple sclerosis drug had failed a clinical trial, Collins relayed the news to his son, enabling the son to sell shares before the news became public and eroded their value.”

Read the Reuters article.

 

 




RumbergerKirk Secures TCPA Fax Victory Before FCC

The Consumer and Governmental Affairs Bureau of the Federal Communications Commission (FCC) has ruled faxes sent to “online fax services” are not faxes to “telephone fax machines,” a major victory declaring online fax services outside the scope of statutory provisions within the Telephone Consumer Protection Act of 1991 (TCPA) and the Junk Fax Protection Act of 2005.

In its petition for this declaratory ruling, Amerifactors Financial Group, LLC is represented by RumbergerKirk attorneys Douglas B. Brown and Samantha Duke, along with Steven A. Augustino of Kelley Drye.

A release from the firm outlined the case:

“With the evolution of modern business communications at the forefront of its decision, the FCC’s declaration provides much needed clarification for businesses and consumers who rely on the security of online fax services for sensitive communications that cannot be transmitted by email or other means. Furthermore, the ruling distinguishes online fax services as ‘a cloud-based service consisting of a fax server or similar device’ that allows users to access ‘faxes’ the same way as email and asserts Amerifactors’ arguments that online faxes do not result in the harm that Congress sought to avoid in the TCPA and, among other arguments, ‘would be a first step toward curbing abusive litigation practices.’

“The FCC concludes ‘in short, online fax services differ in critical ways from the traditional faxes sent to telephone facsimile machines Congress addressed in the TCPA’ and refutes commenters suggesting ‘other inconveniences necessitate that all computers and devices being sent faxes be deemed telephone facsimile machines.’ In doing so, the FCC further underscores the ‘more general harms that such commenters point to – such as time spent monitoring unwanted faxes stored by online fax services – are more general harms that go beyond the specific harms Congress identified in enacting the TCPA.’

“This decision of the Bureau has broad implications to all TCPA-fax class actions. First, according to the Hobbs Act, federal district courts are bound to follow the FCC’s rules, regulations, and orders relating to the TCPA. Thus, this declaratory ruling is now the law of the land when it comes to this issue in all district courts in the country.

“Second, this ruling now makes the method by which the fax was received key to determining whether any particular unsolicited facsimile violates the TCPA. This individualized determination will most certainly complicate any attempt to certify a TCPA-fax class action as the question of whether the facsimile was sent to an online fax service will predominate over any common issue.”

 

 




Tightening Up Contracts in a Hardening Insurance Market

Jason Reeves and Helen Campbell of Zelle LLP offer some advice on commercial property insurance contracts in the firm’s Articles.

“Over the past decade, as commercial property insurance rates softened, so too have terms and conditions. In some instances, attempts to broaden coverage have also had the effect of diluting the clarity and consistency of manuscript forms. The role that underwriters’ contract wordings managers once played in tidying up such issues was weakened when the new imperative was to sign up to a policy wording as presented or risk not having an offered line taken up.” they write.

“The market is changing. As the property market continues to show signs of hardening,” he offers some fixes underwriters should consider.

Read the article.




Sidley Adds Antitrust/Competition Partner Vincent Brophy in London and Brussels

Vincent Brophy has joined Sidley Austin LLP as a partner in its global Antitrust/Competition practice.

Brophy will be based in London and split his time between the firm’s London and Brussels offices. He joins Sidley from Cadwalader, Wickersham & Taft LLP.

Brophy works in EU antitrust and competition matters. The firm said he is an adviser and litigator, defending clients in high-stakes matters in front of European competition authorities, notably the European Commission and UK Competition and Markets Authority, as well as in antitrust litigation. He counsels clients in the financial services sector, manufacturing and other industry sectors on high-profile mergers and antitrust investigations, cartel matters, regulations related to joint ventures and other EU regulatory matters.

Brophy is fluent and works in both English and French.

 

 




Barnes & Thornburg Adds Misty Holcomb in Atlanta Office

Barnes & Thornburg has added Misty Holcomb as director of state government affairs-Georgia in its Atlanta office. Holcomb is the newest member of the firm’s Government Services and Finance Department, which was joined by veteran government relations professional Zachary Johnson earlier this year.

In a release, the firm said Holcomb’s main practice areas include healthcare and the entertainment industry. She works in legislative, regulatory and public affairs matters. Holcomb also advocates for the entertainment industry, with a particular focus on the film and video game industries and Georgia’s entertainment tax incentive. In addition, she counsels healthcare clients regarding issues relating to independent physicians and medical records.

Holcomb previously worked in public affairs and as a legislative liaison with the Georgia Association of Health Plans, the Georgia Department of Corrections, the Georgia State Senate Press Office, and the Governor’s Floor Leader’s Office and in communications with the Office of the Lieutenant Governor and the Georgia General Assembly.

Holcomb is active in Atlanta’s philanthropic and entertainment community, and works with the Georgia Studio & Infrastructure Alliance and is a sustainer member of Junior League of Atlanta and a former board adviser for the TAG Digital Media & Entertainment Society. She is also an actor with People Store Talent Agency and enjoys performing with Sketchworks Theatre Inc.

She earned her A.B.J. in broadcast news journalism from the University of Georgia.

 

 




2019 Bad Guys in Energy

Gray Reed partner Charles Sartain takes a look back at some of 2019’s malefactors in the energy business in a post in the firm’s Energy & the Law blog.

“To our bad guys, 2019 was a year flush with hope and opportunity; it ended with recidivism, more misery from Venezuela, a charlatan, an Okie who pulled a multi-million dollar fast-one on Chesapeake and, as in years past, a peek into the darker side of the human condition,” he writes.

The post describes six cases of fraud, conspiracy, money laundering, and outright theft.

Read the article.

 

 




Bradley Elevates 19 Attorneys to Partner

Bradley Arant Boult Cummings LLP is pleased to announce that 19 firm attorneys have been elevated to partner, effective Jan. 1. The new partners are Anne Knox Averitt, Simon Turner Bailey, Brandon Bundren, Hillary Campbell, Anna Craft, Ann Phelps Hill, Bart J. Kempf, J. Riley Key, Ryan T. Kinder, Jonathan R. Kolodziej, Sarah K. Laird, Matthew K. Lilly, Andrew J. Narod, Jake Neu, Scarlett Singleton Nokes, Ryan P. Robichaux, John P. Rodgers, Erin D. Saltaformaggio, and J. Christopher Selman.

Averitt is a member of the Labor and Employment Practice Group. She has extensive experience in labor and employment matters and commercial litigation, representing clients of all sizes – from Fortune 500 companies to family-owned businesses – in industries that include retail, automotive, natural resources, manufacturing, healthcare, non-profit, communications, construction, and financial services. She also handles cases before arbitrators, administrative law judges, and federal and state court judges. In addition, she represents school boards in all aspects of their operations, including employment issues, special education issues, and due process hearings. She received her J.D. from Harvard Law School and her Bachelor of Arts (summa cum laude) from Duke University.

Campbell is a member of the Litigation Practice Group. She represents clients in a broad range of litigation matters, including products liability litigation, trucking negligence, contract disputes, business torts, and general commercial litigation. A significant portion of her practice is devoted to representing manufacturers of products ranging from tires to medical devices to consumer products in products liability litigation. She received her J.D. (magna cum laude) from the University of Georgia School of Law and her Bachelor of Arts (cum laude) from the University of Georgia.

Craft is a member of the Litigation and Banking and Financial Services practice groups. She advises financial services companies on a variety of complex compliance and regulatory matters. Her practice has focused on the negotiation and implementation of consent judgments with various regulators and the proactive implementation of changes to business practices that are required as a result of new statutes and regulations. She received her J.D. from the University of Virginia School of Law. She also holds a Bachelor of Science and Bachelor of Arts (both summa cum laude) from the University of Alabama.

Hill is a member of the Litigation Practice Group. She focuses her practice on business and complex litigation. She has handled matters in trial and appellate courts throughout Alabama and across the country. She has been successful in representing private and publicly held corporations in all phases of high-stakes and complex litigation. In addition, she has litigated a broad range of class action cases. She received her J.D. (magna cum laude) from the University of Alabama School of Law and her Bachelor of Science (magna cum laude) from Vanderbilt University.

Key is a member of the Banking and Financial Services Practice Group. His practice focuses on counseling financial services clients facing regulatory and enforcement challenges in the mortgage, auto finance, debt collection, small dollar lending, and payments (credit cards, debit cards, prepaid cards, mobile payments, and cryptocurrencies) industries. He focuses a substantial portion of his practice on assisting financial institutions as they prepare for and work through Consumer Financial Protection Bureau and other federal and state-specific supervisory examinations. He received his J.D. (summa cum laude) from the University of Alabama School of Law and his Bachelor of Arts (cum laude) from the University of Alabama.

Kolodziej is a member of the Banking and Financial Services Practice Group. He represents all types of consumer financial service providers in regulatory compliance, examination and enforcement matters. His clients have included bank and non-bank mortgage servicers, mortgage originators, debt collectors, depository institutions, credit card issuers, small dollar lenders, reverse mortgage companies, investment firms, and various industry trade associations. He received his J.D. from the University of Alabama School of Law and his Bachelor of Arts (cum laude) from Villanova University.

Robichaux is a member of the Government Affairs Practice Group. He focuses his practice on political advocacy and compliance, representing clients before the executive and legislative branches of government in Washington, D.C.; Montgomery, Ala.; and other states. His work in these areas includes representation of businesses, trade associations, political action committees, nonprofits, government contractors, and other individuals and entities that are involved in the political process. He previously worked as a political analyst in the U.S. Senate and the British Parliament and served as a legislative aide for former U.S. Sen. Jeff Sessions. He received his J.D. from the University of Alabama School of Law and his Bachelor of Arts from Catholic University of America.

Selman is a member of the Construction Practice Group. He represents clients in a variety of industries, such as construction, government contracting, energy, and real estate. His construction practice involves the representation of owners, EPC contractors, general contractors, subcontractors and suppliers in a variety of issues and projects, both public and private. He also has experience advising and managing large commercial project disputes, particularly in the power-generation industry. His diverse general litigation practice primarily involves real estate disputes. He received his J.D. (cum laude) from the University of South Carolina School of Law and his Bachelor of Science (cum laude) from Auburn University.

Lilly is a member of the Construction Practice Group. He represents contractors, subcontractors, and developers in public and private construction projects focusing on risk mitigation and dispute avoidance throughout the construction process. His practice focuses primarily on clients involved in renewable energy projects and utility-scale solar construction projects, in particular. He received his J.D. from the University of Notre Dame Law School and his Bachelor of Arts from the University of Notre Dame.

Kinder is a member of the Litigation and Energy practice groups. He concentrates his practice primarily in general and commercial litigation with a particular emphasis on energy disputes. He has represented commercial developers, commercial construction companies, and energy service companies. He handles contract review and participates in negotiations over legal terms for several oilfield service companies. He received his J.D. from Wake Forest University School of Law and his Bachelor of Arts (cum laude) from Trinity University.

Bailey is a member of the Litigation Practice Group. He has represented clients in a variety of matters, including consumer protection cases, product liability cases, and commercial cases involving insurers, lenders, accountants, and other professionals. He also has an active pro bono practice and is a past recipient of the Jackson Young Lawyers Association’s Pro Bono Award. He received his J.D. (summa cum laude) from the University of Alabama School of Law and his Bachelor of Business Administration (summa cum laude) from Mississippi State University.

Saltaformaggio is a member of the Litigation Practice Group. She represents clients in a broad range of matters, including contract disputes, commercial litigation, and insurance and financial services litigation. She has handled a variety of matters in federal and state courts on behalf of her clients. She received her J.D. (summa cum laude) from Mississippi College School of Law and her Bachelor of Arts from Kansas State University.

Bundren is a member of the Intellectual Property Practice Group. He focuses his practice on intellectual property and competitive practices litigation, including complex litigation involving non-compete, trade secrets, and unfair competition matters. He has a particular depth of experience appearing before state and federal courts in Texas and Tennessee. In addition, he has significant experience handling a variety of other types of complex commercial cases, including employment, products liability, securities, and real estate matters. He received his J.D. (cum laude) from Baylor University Law School and his Bachelor of Arts from Vanderbilt University.

Kempf is a member of the Real Estate and Environmental Law practice groups. His diverse practice involves litigation, agency proceedings, enforcement actions, citizen suits, compliance and legislative counseling, and transactional matters concerning a broad range of environmental, land use, and natural resources law. For nearly a decade, he practiced environmental, land use and natural resources law in Washington, D.C., and formerly served as senior counsel on the staff of the U.S. Senate Committee on Agriculture, Nutrition and Forestry, where he worked on environmental, energy, food safety, antitrust, nominations, and civil rights issues. He received his J.D. (cum laude) from Georgetown University Law Center. He also holds a Master of Education from the University of Virginia and a Bachelor of Arts from Sewanee: The University of the South.

Laird is a member of the Real Estate Practice Group. She focuses her practice on commercial real estate transactions, including real estate acquisitions, dispositions, development, lending, and leasing. Her practice includes representing financial institutions and corporate clients in real estate and commercial lending and healthcare companies in the acquisition of hospital systems. She received her J.D. from Vanderbilt University Law School and her Bachelor of Science (magna cum laude) from Freed-Hardeman University.

Neu is a member of the Intellectual Property Practice Group. He has advised clients ranging from individual inventors and entrepreneurs to large corporations with multinational concerns on how to structure their intellectual property portfolio, obtain and license rights, and protect their confidential information and data. He has worked with clients in industries ranging from sporting goods to alcohol to healthcare, with portfolios of dozens of foreign and domestic patent applications and trademark filings. He received his J.D. from Vanderbilt University Law School and his Bachelor of Arts (magna cum laude) from Rice University.

Nokes is a member of the Government Enforcement and Investigations Practice Group. She represents clients in a range of matters related to government investigations, white-collar criminal defense, regulatory and compliance issues, civil litigation, and enforcement actions. Previously, she served for more than 12 years as an assistant U.S. attorney working in three different offices – Birmingham, Nashville, and Savannah, Ga. During her time as a federal prosecutor, she led the investigation and prosecution of more than 200 cases involving a wide variety of crimes including fraud, money laundering, identity theft, tax offenses, and RICO conspiracy. As a criminal healthcare fraud coordinator, she was responsible for overseeing cases involving durable medical equipment suppliers, physician groups, transportation companies, pharmacies, and billing companies. She received her J.D. from Harvard Law School and her Bachelor of Science (summa cum laude) from Birmingham-Southern College.

Rodgers is a member of the Labor and Employment Practice Group. He represents public and private employers in employment-related litigation and assists them with employment policies, employee handbooks, workplace investigations, disciplinary actions, terminations and employment-related contracts. He actively litigates employment disputes on behalf of employers and has handled discrimination and retaliation, wage and hour, FMLA, and non-compete cases in both state and federal court. He received his J.D. (summa cum laude) from the University of Tennessee College of Law and his Bachelor of Arts from Indiana University.

Narod is a member of the Banking and Financial Services Practice Group. He represents financial services institutions in civil litigation and compliance matters across the country. His litigation experience includes a diverse range of issues facing financial institutions and mortgage servicers, including lender liability lawsuits and representation of clients in consumer litigation. He also devotes a significant portion of his practice to advising his clients regarding compliance with federal and state regulations. He received his J.D. (cum laude) from American University Washington College of Law and his Bachelor of Science from the University of Maryland.




Littler Announces Winner of First Annual Wesley J. Fastiff Ingenuity Award

Littler, the world’s largest employment and labor law practice representing management, is honored to present the inaugural Wesley J. Fastiff Ingenuity Award, named after one of the firm’s pioneering founders and designed to continue to inspire innovation and ingenuity throughout the firm. The winning team developed a concept for an internal technology application called Littler RISE that utilizes a mobile phone app and dashboard to tackle issues related to the retention and advancement of diverse lawyers.

Fastiff, who passed away in 2017, was recognized for his achievements representing employers and played a pivotal role in elevating Littler’s prominence as an innovative, diverse and global labor and employment powerhouse over his five decades with the firm.

All employees were eligible to enter and submissions were reviewed by a panel of judges that included members of Littler’s Innovation Advisory Council (IAC). The IAC is comprised of those leading Littler’s innovation strategy and focuses on providing holistic solutions to clients drawing on the firm’s extensive data capabilities, unique staffing solutions and more than a dozen technology offerings.

Nearly 40 submissions were entered with topics varying from technology applications to streamlining processes. Submissions were judged on five criteria: creativity, collaboration, potential value to the client or firm, scalability and overall impact.

The winning team included: Niloy Ray (Shareholder and eDiscovery Counsel, Minneapolis), Derrick Lam (Shareholder, Los Angeles), Yusra Siddiquee (Partner, Toronto), Kelly Chu (Associate, Los Angeles), Stella Chu (Associate, Miami), Surbhi Garg (Associate, San Jose), Hovik Nalbandyan (Associate, Los Angeles) and Andrea Ortega (Associate, San Francisco).

The firm also selected four projects as finalists:
– Adding Core Competencies to Time Capture: Jeanine Conley Daves (Shareholder, Greenville), Yvette Gatling (Shareholder, Tysons Corner, Va.), Kimberly Duplechain (eDiscovery Counsel, Washington, D.C.), Karimah Lamar (Special Counsel, San Diego), Bianca Black (Associate, Indianapolis), Michelle Holmes (Associate, Los Angeles) and Kimberli Williams (Associate, Los Angeles)
– ADA Toolkit: Jessica Marinelli (Associate, Denver)
– Application/Questionnaire to Determine Need for Formal Investigations: Stacie Cronberg, (Senior Marketing Manager, Kansas City)
– Harnessing the Power of Document Automation: Dónall Breen (Associate, London), Hannah Mahon (Partner, London) and Ben Smith (Trainee, London)

The Wesley J. Fastiff Ingenuity Award is indicative of the firm’s broader commitment to providing practical, innovative services to companies of all sizes across various industries. Littler is known as a leading innovative law firm and its suite of award-winning Service Solutions includes Littler CaseSmart (the firm’s approach to efficiently managing employment litigation), the Littler Pay Equity Assessment (a technology tool for conducting audits and guiding legal strategy) and Littler onDemand (a data-driven solution for employment law advice and counsel), among other solutions that provide greater efficiency, help shape legal strategies and inform critical employment decisions.




Impeachment Puts Pause on Trump’s Reshaping of Courts

The Senate Judiciary Committee, which has been aggressively processing President Trump’s nominations to the federal bench, will follow precedent set during Bill Clinton’s impeachment trial and delay considering nominations until Trump’s trial has concluded.

Courthouse News Service reports that Senator Kamala Harris, a California Democrat and former presidential candidate, on Wednesday called on Senate Republicans to hold up their judicial confirmation pipeline during Trump’s impeachment trial.

Sen. Mazie Hirono, a Hawaii Democrat and Judiciary committee member, had earlier criticized a decision to hold a meeting after the articles of impeachment were walked over to the Senate on Wednesday, saying it didn’t align with precedent, according to Bloomberg Law.

Read the Courthouse News article.

 

 




Solar Company Executive Pleads Guilty to Defrauding Investors of $1 Billion

Solar panel blue skyA former solar company executive pleaded guilty to defrauding investors of $1 billion, leaving in the company’s wake a string of lawsuits from buyers, suppliers and fired employees, reports the San Francisco Chronicle.

DC Solar Solutions of California made solar generators mounted on trailers that provided event lighting and emergency power for communications companies, writes the Chronicle‘s Mallory Moench.

She explains the scheme: “Prosecutors allege DC Solar sold the generators through special funds for investors to get federal tax credits. The company then purported to lease those generators to third parties to generate revenue, little of which it actually made, prosecutors say; instead, they say, early investors were paid with funds from later investors — a classic Ponzi scheme.”

Read the  SF Chronicle article.

 

 




Biglaw Firm Forms Mental Health Task Force

Mental HealthAbove the Law reports that Reed Smith has announced a global Mental Health Task Force to help Reed Smith’s team address mental health issues as they arise.

Partner Kimberly Gold, inaugural chair of the task force, describes the firm’s plan:

“The mission of this task force is to ensure that our lawyers and professional staff have access to help whenever they or their family members experience or are at risk of experiencing mental health or substance use issues. We will also challenge the well-documented stigma surrounding these issues and cultivate a workplace culture that promotes psychological wellness and positive help-seeking behaviors.”

Read the Above the Law article.

 

 




New Shareholders Join Buchalter

Buchalter announced that it has added two new shareholders – real estate shareholder Faith K. Bruins in San Francisco and intellectual property shareholder Thomas J. Speiss III in Los Angeles.

In a release, the firm said Bruins practices tax-advantaged real estate investment, development and finance with an emphasis on equity investment in affordable multifamily housing projects eligible for federal and state tax credits and related benefits under the Internal Revenue Code. Her clients include syndicators, direct investors, for-profit and nonprofit developers and community development entities. She has also represented lenders and deal sponsors, aiding them in structuring complex tax credit transactions intended both to maximize financial and tax benefits and to have a positive impact on communities.

Bruins earned her J.D. at Boston College Law School and her LL.M in Taxation at Boston University School of Law. She received her B.A. from Middlebury College.

Speiss’ practice focuses on global IP strategies and portfolio management. He has worked in global trademark counseling and litigation, including the development and management of trademark portfolios and trademark rights online, as well as related copyright protection.

Speiss earned his J.D from Villanova University School of Law in 1997, and his M.B.A from University of Southern California in 2005. He earned his B.S. from James Madison University in 1993.

 

 




AZA Names Five New Hires

Ahmad, Zavitsanos, Anaipakos, Alavi & Mensing P.C.Houston civil trial law boutique Ahmad, Zavitsanos, Anaipakos, Alavi & Mensing P.C., or AZA, has added five attorneys.

The new hires include:

  • Samantha Brantley focused on corporate litigation
  • H. Jared Doster focused on intellectual property law
  • Louis Liao is an intellectual property attorney focused on patent litigation
  • Luke Ott focused on commercial litigation
  • Crystal V. Venning focused on complex commercial litigation including disputes arising from business contracts, government contracts and large construction projects

AZA is a trial firm working with high-stakes litigation for multinational companies, also representing individuals and mid-sized businesses with serious legal issues. The firm also manages company investigations, helping company boards, in-house counsel, and audit committees identify problems and ensure compliance before litigation ensues.

Read more about the new hires.

 

 




2020 Governance Outlook: Projections on Emerging Board Matters

The National Association of Corporate Directors has published “2020 Governance Outlook: Projections on Emerging Board Matters.”

A complimentary copy of the report can be downloaded from the NACD website.

“This governance outlook provides insights and information from a roundup of leading experts,” NACD says. “It’s a curated compilation of the most significant issues expected to affect boards and companies in the year ahead, including issues such as the next recession, regulatory changes, strategic business risks, legal risks, board composition, the digital frontier, ESG and shareholder engagement, and water scarcity risk.”

Download a copy of the report.

 

 




“Thou Shalt Not” — Interpreting Morals Clauses in the #MeToo Era

“Since the value of entertainment and advertising properties is often highly dependent on the talent that is featured in them, talent contracts frequently include morals clauses that give producers the right to terminate the contract (and seek other remedies) when talent engages in conduct that prevents producers from fully exploiting the property.  For example, when the star of your television commercial is accused of engaging in #MeToo type conduct, you might decide to pull the commercial to avoid, among other things, any negative associations with the brand. ” discusses Jeff Greenbaum in Frankfurt Kurnit Klein & Selz PC’s Advertising Law Updates.

He advises that “if there is particular conduct that you want to ensure is prohibited by a morals clause, you should consider calling that conduct out specifically in the contract — to avoid any argument that the actions don’t rise to the level of a morals violation.”

Read the article.




Defining “Material”—What Matter Will Matter?

“When we use the word “material” as an adjective in ordinary writing, such as in “a material event occurred yesterday,” we typically mean that the noun (“event”) being modified by the adjective (“material”) is one of real significance, importance or consequence—i.e., not a normal run-of-the-mill occurrence.  But “material” is one of those English words that has many meanings depending on the context.” warns Glenn D. West in Global Private Equity Watch’s Glenn West Musings.

He goes on to say”when used to modify a covenant or warranty in an acquisition agreement, the meaning of the word “material” is not necessarily derived from dictionary definitions.”

He discusses various cases that demonstrate the term is fraught with uncertainty.

Read the article.




Last, but NOT Least: Why You Should Take a Closer Look at Your Next Indemnification Clause

“Indemnification clauses appear in nearly every agreement, but they are often overlooked as mere boilerplate provisions after the parties have painstakingly negotiated all of the other terms. It is not uncommon for parties to simply re-use the indemnity language from a prior agreement without considering whether it is a good fit for their current project.” Aimee Cook Oleson discusses in Sheppard Mullin’s Construction & Infrastructure Law Blog.

“Indemnification clauses are arguably the most important part of an agreement when an accident or dispute arises on a project.”

She lists a few issues to keep in mind when reviewing your next indemnification clause:

Read the article.




Dallas-Based Carrington Coleman Law Firm Adds Three Lawyers

Carrington, Coleman, Sloman & Blumenthal, LLP, has added three attorneys to its Dallas office.

The new partners are Bruce Hendrick and George Lee, and senior associate Andrea Perez. In a release, the firm said they will work in corporate, mergers and acquisition and finance matters.

“These attorneys each have significant experience and expertise in transactional and regulatory matters here in Texas and nationally,” said Carrington Coleman’s Corporate & Finance practice group leader, Bret Madole. “Their addition is an exciting development in the continued expansion of our firm’s work on behalf of middle market clients.”

Hendrick’s practice focuses on business transactions within Texas. He has a background as a certified public accountant and holder of an LL.M in taxation. Before launching his legal practice, Hendrick had a career on Wall Street, closing a number of deals for Fortune 100 companies while with Goldman Sachs, JPMorgan, and Citigroup.

Lee represents registered investment advisers, family offices, and private investment fund sponsors in matters intrinsic to the investment management industry, including fund formation, portfolio transactions, and securities compliance matters. The firm said he has been instrumental in helping shape state and federal rules including the SEC “Family Office Exception” under the Dodd-Frank Act and the Texas State Securities Board’s Exemptions from Registration rules for private fund management.

Perez works with public and private companies, private equity firms, and family businesses on a comprehensive range of complex corporate matters including mergers, entity formation, governance, intellectual property protection, and commercial contracts. She assists galleries, museums, auction houses, collectors, artists, and art professionals with their unique art-related legal needs, the firm said. She is also an adjunct professor of International Law and the Arts at Southern Methodist University’s Meadows School of the Arts.

 

 




ABA Gives Troubled Law School Three More Years of Accreditation

A teach-out plan for Thomas Jefferson School of Law, allowing limited accreditation until the end of the spring 2023 term, has been approved by the council of the ABA’s Section of Legal Education and Admissions to the Bar, according to a report in the ABA Journal.

Under the plan for the San Diego school, ABA accreditation will cover current law students and transient students. The council retains its authority to remove ABA accreditation before the spring 2023 term ends if the school fails to meet obligations.

The school was put on probation in 2017, and the council withdrew its ABA approval last summer.

Read the  ABA Journal article.