When drafting contracts, parties must always consider the risk associated with the transaction. One of the most common ways to limit risk is by including an indemnity provision. However, as a best practice, indemnity alone is not enough to limit a contracting party's risk. In addition, a duty to defend provision should also be included as part of the indemnity provision of every contract. This article will examine the significance of each. When drafting contracts, parties must always consider the risk associated with the transaction. One of the most common ways to limit risk is by including an indemnity provision. However, as a best practice, indemnity alone is not enough to limit a ... Continue Reading
“Future-Proof” Your Company: Effective Business Succession Planning
Starting and running a business is a complex venture that comes with many daily challenges. But, long-term planning to ensure a smooth transition out of a business is an even greater challenge, one that is often ignored until it is too late. Some entrepreneurs start out with the assumption they are going to sell their company within a few years, but this usually does not happen, and unfortunately, most business owners do not have an end-game. The most common reasons entrepreneurs and business owners lack of long-term planning are: (i) fear of failing in the short-term; (ii) day-to-day operations keep them busy, preventing them from focusing on their long-term goals; (iii) they do not have a ... Continue Reading
Sharing Provisions in Protective Orders
We have noticed a troubling trend in recent product liability cases in which plaintiffs’ counsel will not agree to a protective order concerning a manufacturer’s confidential documents without the inclusion of a so-called “sharing provision”. These provisions generally permit plaintiffs’ attorneys, or any other parties subject to the protective order, to indefinitely retain a defendant’s confidential documents and share them with third parties as they see fit. Opposing counsel often justify such provisions by arguing that the confidential documents will only be shared with parties in other pending or litigation involving the same product. However, many manufacturers ... Continue Reading