Contracting parties use contractual indemnity provisions to customize risk allocation. Indemnification clauses vary widely and are typically heavily negotiated; however, if the events and related damages covered under the indemnity are appropriate in nature and scope, parties can manage risk expectations and avoid disputes. In order to select the appropriate indemnification scheme for any contract
For decades, the Louisiana Supreme Court has grappled with the “open and obvious” liability defense, making several attempts to determine its proper use within Louisiana’s duty-risk negligence analysis. The latest of these cases is Farrell v. Circle K Stores, Inc. and the City of Pineville, in which the Court changed course from multiple of
Helping sellers navigate the uncertain horizon of post-closing indemnification claims is a crucial part of a deal lawyer’s job on the sell-side of any M&A transaction. According to a relatively recent study by Shareholder Representative Services (the “2013 SRS Study”), approximately 67% of private M&A transactions have “material post-closing issues.”[1] While post-closing liability exposure is
Contrary to courts across the pond, rare is the case in American courts where attorneys’ fees are awarded to the prevailing party. This notion is often referred to as “the American rule” of each party bearing its own costs. But in Dr. George T. Moench, et al. v. M/V Salvation, et al., no. 12-1536
On February 12, 2016, the Department of Health and Human Services, Centers for Medicare and Medicaid Services (“CMS”) promulgated the final rule on the requirement that providers and suppliers receiving funds under the Medicare program report and return overpayments by the later of sixty (60) days after the date on which the overpayment was identified