News

Delaware Court of Chancery Applies Implied Covenant of Good Faith and Fair Dealing to Prohibit An Acquiring Entity From Diverting Revenues to Depress Payouts Under a Contingent Purchase Price Provision

By EsqSocial Corporation 20/02/14

In American Capital Acquisition Partners, LLC v. LPL Holdings, Inc., CA NO. 9490-VCG, 2014 WL 354496 (Del. Ch. Feb. 3, 2014), the Delaware Court of Chancery applied the implied covenant of good faith and fair dealing to a merger agreement’s...

Second Circuit Reinforces High Pleading Burden for Director Duty of Oversight Claims

By EsqSocial Corporation 20/02/14

In Welch v. Havenstein, No. 13-2648-cv, 2014 WL 322055 (2d Cir. Jan. 30, 2014) (summary order), aff’g In re SAIC Inc. Derivative Litigation, 948 F. Supp. 2d 366 (S.D.N.Y. 2013), the United States Court of Appeals for the Second Circuit affirmed the...

New UK Pharmaceutical Packaging Warnings: Lucy in the Sky with Directions for Marketing Authorisation Holders

By EsqSocial Corporation 20/02/14

This client alert looks at the impact of a new drug driving offence in the UK which will come into effect during 2014 as part of The Crime and Courts Act 2013 (the “CCA 2013”). It is relevant for UK Marketing Authorisation Holders (“MAHs”) with...

Plan to create a national license-plate tracking database is canceled by feds, at least for now

By EsqSocial Corporation 20/02/14

After news broke this week that a contractor was being sought by a Department of Homeland Security agency to create a computerized national database of information gathered by license-plate reading equipment throughout the country, DHS has canceled the plan.

Investing In California’s Water Conference Convenes Industry Thought Leaders

By EsqSocial Corporation 20/02/14

On Friday, February 21, water industry thought leaders will gather to discuss how public and private investment will help California meet its present and future water challenges, including the state’s current drought state of emergency, at the...

Time To Update Your New Jersey Unemployment And Disability Benefits Poster

By EsqSocial Corporation 20/02/14

The New Jersey Department of Labor just updated its mandatory Unemployment Compensation and Temporary Disability Benefits Poster (PR-1), which New Jersey employers should post immediately....

Considerations If Conceding Infringement Or Designing Around

By EsqSocial Corporation 20/02/14

A decision issued by the Federal Circuit earlier this year raises a few things to have in mind when considering whether to concede infringement and when planning to design around a patent. In Proveris Scientific Corp. v. Innovasystems, Inc., 739...

Lab Results on Demand: CLIA/HIPAA Amendment Increases Patient Access

By EsqSocial Corporation 20/02/14

A new final rule (the “Final Rule”) from the Centers for Medicare and Medicaid Services, the Centers for Disease Control and Prevention, and the Office for Civil Rights (collectively, the “Agencies”) gives patients and their personal representatives...

After More Than Five Years, Proposed Rule To Delist Hawaiian Hawk Reopened For Comment

By EsqSocial Corporation 20/02/14

In August 2008, the U.S. Fish and Wildlife Service (Service) issued a proposed rule to delist the Hawaiian hawk (Buteo solitarius), also referred to as the io, from the federal list of endangered or threatened species. The proposed rule states that...

Camp proposal – most fundamental tax reform in nearly 30 years: coming soon

By EsqSocial Corporation 20/02/14

House Ways and Means Committee Chairman Dave Camp (R-MI) is on the verge of releasing a detailed proposal for comprehensive tax reform. The Camp proposal, which may be released in the form of a discussion draft and not in actual legislative...

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