So your client comes to you with the right commercial property for their business or your client has found the perfect tenant for their office park or warehouse. Before you have your client “sign on the dotted line,” there are several inter-related variables and issues that warrant adequate consideration and negotiation. Some variables are straight forward while others are more complex. There are several fundamental differences between retail, office and warehouse leases. The same issue may be treated quite differently depending on the character or classification of the space being leased. Exploring all of these differences, therefore, is beyond the scope of this article. This article discusses issues common under each type of lease.<< MORE >>

Hurricane Katrina ravaged the Gulf Coast of Louisiana and Mississippi in late August 2005, causing more than 1,000 deaths and more than $200 billion in property damage. Hurricane force winds blew off roofs, blew out windows, and knocked down walls. Heavy rain saturated building contents, and floods inundated whole communities, including portions of New Orleans, Louisiana. The catastrophic scale of the property damage and many property owners’ lack of flood insurance have caused some property insurance policyholders or their representatives to question the effect of the Flood Exclusion contained in most standard commercial property and homeowners insurance policies.<< MORE >>

The execution and closing of every purchase agreement has a reasonable risk of ending in a future post-acquisition dispute. These disputes commonly relate to failures of representations and warranties, questions about the existence of purchased assets or liabilities and, most commonly, post-contract “financial true up.” Given these potential disputes, during contract negotiation and due diligence, buyers and sellers unfortunately pay too little attention to the contract provisions relating to the contract’s dispute resolution provisions and pre- and post-closing responsibilities.<< MORE >>

Today, virtually any regulatory infraction can result in a criminal investigation, and counsel should assume the worst when preparing for the representation. For civil and commercial litigators who must defend lawsuits brought against businesses or who must respond to administrative enforcement proceedings initiated by regulatory agencies, a critical determination that must be made early in the representation is whether the matter has or will raise the specter of a criminal investigation. << MORE >>

In the event your company receives an allegation of employee wrongdoing or other financial misconduct, how the company directors and management team respond may have immediate and long-term implications for the company. The company’s next steps are crucial in mitigating implications resulting from alleged misconduct, including negotiations with regulators and negative public perception. The completeness and effectiveness of an investigation depends on the response team’s ability to triage issues as they are identified. It is critically important to engage a diversified team of professionals with the breadth of experience and skills required to adequately assess allegations, evaluate response options, conduct the investigation and present the findings.<< MORE >>

“Boilerplate”[1] provisions are often viewed as time-honored (and therefore flawless), immutable (and therefore nonnegotiable), and ready-made (and therefore fungible) language that may be fluently transplanted among and between any variety of different agreements. As discussed below, this viewpoint is untrue and can produce dire and unwanted results. This article is intended as a reminder that these boilerplate provisions are not one-size-fits-all propositions and should be carefully reviewed and tailored to suit each contract. This article will present examples of a few common boilerplate provisions and, in the process, some illustrations of potential unintended consequences and pitfalls associated with careless or injudicious use of such provisions.<< MORE >>

Aggressive criminal prosecution of corporations is a fact of life, and it’s getting more frequent. In 2002, the Department of Justice recovered $9.8 billion for corporate fraud. In 2003, that amount nearly doubled, and 2004 figures, when released, will be even higher. Corporations are investigated for everything from antitrust violations to money laundering. There is no sign that the trend will abate any time soon. To the contrary, successful prosecutions and well-publicized indictments have yielded tremendous additional resources for prosecutors’ offices, allowing them to put even more resources into corporate investigations.<< MORE >>

On April 20, 2005, President Bush signed into law the Bankruptcy Abuse Prevention and Consumer Protection Act of 2005. The new law substantially modifies the availability of bankruptcy relief for individuals by establishing a “means test” which they will have to meet to be eligible for relief under chapter 7, or liquidation bankruptcy. While the amendments on the “consumer” side have received the most popular press, numerous amendments to the Bankruptcy Code will impact creditors and operators of businesses in various ways. << MORE >>

Lawyers must either market themselves and their law firms or risk bankruptcy and starvation. While law is still a noble profession, it is now recognized as a business and must be conducted as such. Because marketing is just as much a part of the legal profession as drafting briefs, negotiating contracts and handling mergers, this article gives you a few tips on marketing that will be helpful to the first-year lawyer as well as the lawyer who has been practicing for twenty or more years.<< MORE >>

The Sarbanes-Oxley Act significantly expands the universe of individuals who can file federal whistleblower claims. Whistleblower protections already existed under the laws of certain states as well as under federal law for other categories of workers, including federal employees; workers in certain areas of the private sector (like the nuclear and aviation industries); employees who reveal certain public safety, civil rights, and Title VII violations; and individuals reporting certain violations of the civil False Claims Act.<< MORE >>