Supply Chain and Pricing

            “Supply chain issues” is the post-Covid version of saying “the check is the mail.”  It is a perfect analogy.  When a person blames the post office, that person is blindly blaming everyone from the clerk at the post office to the person who delivers your mail plus an untold number of people who have […]

General Thoughts on Remote Work

Rejecting all requests for remote work is the easiest legal solution.  But it might leave a company with few or no employees.  A less extreme concept would be limiting remote work to short periods not to exceed sixty or ninety days within a calendar year but this might not be feasible either in this employment […]

SaaS Agreements – Part 3

And now for the conclusion of SaaS agreements…. 8. Warranties. Software providers try to disclaim every possible warranty in their agreements. When they are willing to provide any warranty, it is likely because there are multiple redundancies in the software that enable to the software to function under most every circumstance. That being said, customers […]

SaaS Agreements Part 2

For those of you who missed part one, please click here. I am diving right in. 5. Customer Support. For software companies, there is a delicate balance to be struck the amount of customer support and the pricing for customer support. Smart software companies have already decided these issues well before customer outreach starts. Customers […]

IP Licenses Are IP Leases

An intellectual property license is a lease for use of Intellectual property.  If attorneys and their clients understood this elemental principle, then licensing negotiations would often be less complicated, less fought over, and less expensive. Certain words are used in the same manner in both types of agreements, such as the words “term”, “termination”, and […]

When Good Non-Recourse Loans Go Bad

More than $5 trillion of commercial real estate-related debt is scheduled to mature by the end of 2024.  Significant demand to refinance debt over the next fourteen months will occur regardless of economic conditions. But current and anticipated economic conditions for commercial real estate owners are not promising. Finding affordable refinancing opportunities will grow increasingly […]

Force Majeure Clauses Remain Very Important

Simply adding “pandemics” or “Covid-19” to force majeure clauses is lazy lawyering.  Courts analyze force majeure clauses according to their specific language.  Ironically, this is one area where attorneys are failing to put in the time—billable time!—to ensure their clients are properly advised. The following are issues that are commonly overlooked: How does climate change […]

Smart Ways To Minimize Legal Risk

Smart businessowners understand managing legal risk increases a company’s bottom line and, therefore, its value. More than ever, attorneys are the generals leading defense preparation and implementation to protect the company’s assets from attacks coming from every direction. It is well understood business risks are frequently unintended or unforeseen.  When this happens, the company faces […]

Do You Know What Is In Your By-Laws?

If your answer to this question is no, then you may want to consider brushing them off for many reasons: estate planning, corporate governance, and preventing (or preparing for) disputes are common reasons why people undertake a review.  Within each of these contexts, if any changes need to be made then it is better to […]

Estoppel Certificates Are Important Than You Already Think They Are

            At its core, an estoppel certificate is simply a statement that a commercial lease exists and a recitation of certain provisions of the lease.  But estoppel certificates also typically require a tenant to attest to compliance with the lease by the landlord and tenant.   Commonly requested admissions include the absence of any defaults, lease […]