Ancillary agreements play a crucial role in acquisition transactions, complementing and supporting the primary acquisition agreement. Common ancillary agreements include employment agreements, non-competition...
Countering the financing of terrorism remains a top priority of the U.S. government. Financial institutions are obliged to identify terrorists and terrorist organizations included on sanctions lists and...
Power purchase agreements operate as the main source of guaranteed revenue for both traditional and renewable power generation facilities. Because power generation facilities are often financed with non...
Liquidating distributions are the distributions through which a partnership or limited liability company (LLC) terminates a partner's or a member's interest in the entity. Like current distributions...
The U.S. Treasury Department’s Financial Crimes Enforcement Network (FinCEN) recently issued a nationwide reporting rule effective December 1, 2025. This new rule mandates certain reporting requirements...
Parties to private acquisition transactions will shift and allocate risks by including (1) limitations such as caps and deductibles on seller indemnification obligations, (2) negotiated procedures regarding the control over the defense of third-party claims, and (3) a heavily negotiated definition of “losses” with carefully drafted exclusions. Market trends and bargaining power affect the negotiation of indemnification obligations. Compare buyer and seller preferences and related drafting considerations in this Practical Guidance indemnification provisions chart.
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