Alina
Alina has authored 171 articles.
This article posted on our partner site Mondaq.com outlines “pros” and “cons” to determine what type of strategic option is best to combine the activities of tax-exempt organizations.This article posted on our partner site Mondaq.com examines the purpose of “entire agreement” clauses which are used to prevent parties who enter into a final contract from invoking prior discussion or understandings to give a different meaning to its provisions and preserve the stability of contractual relations.This article posted on our partner site Mondaq.com is relevant for TSX-V public companies because it sets out the relevant factors that a board of directors should consider when making the decision to announce its intention.This article posted on our partner site Mondaq.com examines the surprising decision in IHAG-Holding, A.G. v. Intrawest Corporation, where the terms of a letter of intent were enforced instead of the terms contained in the definitive agreement.This article posted on our partner site Mondaq.com is pertinent because it explains what is meant by a “material change” when it comes to reporting obligations for Canadian businesses.This article considers a parties obligation to reach a definitive agreement despite a letter of intent (LOI) that states that the intent was non-binding.This article posted on our partner site Mondaq.com explores the nature of transaction letters of intent or (LOI's). An LOI is typically used as the first step of a deal and should briefly outline the key elements of the proposed transaction.This article discusses the importance of parties to clearly state their intentions when drafting a letter of intent (LOI).This article discusses how a letter of intent (LOI) can be interpreted as either binding, or non-binding on both parties.This article posted on our parter site Mondaq discusses how to negotiate a Share Purchase or M&A.This article posted on our partner site Mondaq.com provides an overview of how a seller can minimize liability by qualifying what constitutes knowledge of a misrepresentation, etc.This article posted on our partner site Mondaq.com delves into different ways parties can deal with misrepresentation or breach of warranty.This article posted on our partner site Mondaq.com explores the Quebec case, Francoeur v. 4417186 Canada Inc., as a cautionary tale against entering into a share purchase agreement sans due diligence or full disclosure.This article posted on our partner site Mondaq discusses how to conduct due diligence in a share purchase or M&AThis article posted on our partner site Mondaq.com discusses how, though details vary from transaction to transaction, agreements affecting technology transfers contain two essential elements.This article posted on our partner site Mondaq.com reviews the case in which a golf ball manufacturer raised a complaint against Costco, who in turn brought an action for a declaration of non-infringementThis article posted on our partner site Mondaq.com discusses the new 'Freelance Isn't Free' Act in effect in New York City, and the new requirements it establishes for all hiring parties, whether a corporation or an individual, who engage services from freelance workers.This article posted on our partner site Mondaq.com seeks to explain the purpose of a specific provision in governing law clause 'without regard to conflict of law principles'.This article posted on our partner site Mondaq.com states that the Labour Court in Belgium rejected evidence obtained unlawfully by an employer.This article posted on our partner site Mondaq discusses the enforceability of Employment Agreements executed shortly after an employee commences work.This article posted on our partner site Mondaq.com highlights the major issues in an important patent infringement case relating to the disgorgement of profits in Canada. The Federal Court of Canada found in favour of DOW Chemicals in a case of patent infringement.This article posted on our partner site Mondaq.com reveals the limited applicability of the common interest doctrine, which protects parties' express agreement to shield their communications.This article posted on our partner site Mondaq.com discusses an Alberta case to illustrate that Court's will enforce written agreements even where both parties have ignored the written agreement.This article posted on our partner site Mondaq.com states that it is now possible to incorporate a company with equity and with reduced costs and fees via an alternative structure to the ordinary Limited Liability Company.This article posted on our partner site Mondaq.com discusses the procedure, documents and eligibility requirements to incorporate a company in Nigeria.This article posted on our partner site Mondaq.com highlights key changes to the rules for the incorporation of a company in India.This article posted on our partner site Mondaq.com discusses the importance of executing Intellectual Property assignment agreements when companies collaborate on research projects.This article posted on our partner site Mondaq.com looks at case law to show that if a contract does not include an entire agreement clause, materials other than the contract (e.g., emails) can be construed by the courts as part of the agreement and factor into the case at hand.This article posted on our partner site Mondaq.com discusses how the SBA issued proposed rules that would establish a government-wide mentor-protege program for all small business types.This article posted on our partner site Mondaq.com discusses an ongoing patent battle between the University of California and the Broad Institute over the control of patent rights related to a revolutionary gene editing technology.This article posted on our partner site Mondaq.com explores the doctrine of good faith and how parties may achieve some measure of certainty as to how it might apply in a legal landscape in which the doctrine is not defined in statute nor applied according to a consistent test in common law.This article discusses problems that can arise when a company does not draft a shareholders' agreement.This article posted on our partner site Mondaq.com explains ways a main contractor can protect itself in a subcontract agreement.This article posted on our partner site Mondaq.com looks at case law to show how in some instances indemnification can be argued as a party waiving its right to limit its liability.This article posted on our partner site Mondaq.com provides an overview of ten intellectual property issues that should be addressed in technology sector mergers & acquisitions transactions.This article posted on our partner site Mondaq.com stresses the importance of determining ownership of Intellectual Property (IP) within a contract when dealing with independent contractors.This article posted on our partner site Mondaq.com outlines a recent Alberta Court of Appeal decision involving an entire agreement clause.This article posted on our partner site Mondaq.com highlights the benefits and advantages of incorporating in Panama, including tax benefits, less strict meeting requirements, and the free movement of funds absent in a bi-lateral agreement.This article posted on our partner site Mondaq.com addresses how small businesses can prevent losing contracts with government agencies when they are affiliated with a larger firm.This article discusses the enforceability of mandatory arbitration clauses in employment agreements.This article posted on our partner site Mondaq.com uses case law to discuss the enforceability of entire agreement clauses.This article posted on our partner site Mondaq.com explains some of the most common errors found in privacy policies.This article posted on our partner site Mondaq.com critically examines the claim that joint ventures are riskier than other contracting structures.This article posted on our partner site Mondaq.com discusses a recent case where the High Court permitted a university to disclose personal information of a student accused of sexual assault.This article posted on our partner site Mondaq.com talks about how businesses may desire to jointly solve problems under a mentor-protege definition, that, under specific rules, might trigger a definition of an 'affiliated business'.This article discusses whether or not browsewrap agreements are enforceable in California.This article highlights the advantages of a shareholders' agreement.This article posted on our partner site Mondaq.com discusses the complexity in terminating education employment contracts in the UAE.This article posted on our partner site Mondaq.com discusses an ever-increasing legal issue in the food industry.This articles discusses when and how to execute an effective unanimous shareholders' agreement.This articles explains how websites can ensure that their online agreements are enforceable in the USA.This article posted on our partner site Mondaq.com discusses this recent Federal Court of Australia decision in which an American refund policy violated Australian consumer legislation. The court fou...This article posted on our partner site Mondaq.com explores the benefits to Canadian entrepreneurs of using both Canadian and American based corporations.This article posted on our partner site Mondaq.com discusses the significance of two immunity provisions that apply to whistleblowers contained in new federal law (the Defend Trade Secrets Act).This article posted on our partner site Mondaq.com is discussing how companies can better prepare their privacy matters to mitigate issues with trade secrets and intellectual property.This article posted on our partner site Mondaq.com the author advises businesses on how they can update terms of use agreements. The author recommends websites make users agree to the modified terms...This article posted on our partner site Mondaq.com speaks about how online businesses can ensure that their website terms of use is enforceable. The author recommends that the website terms of use be...This article posted on our partner site Mondaq.com highlights the importance of obtaining the broadest possible rights in intellectual property created by an independent contractor in the course of their work for the hiring party (also known in the US as "work made for hire").This article posted on our partner site Mondaq.com discusses the decision-making of the location of the registered office (and books and records) as a strategy to choose the venue for litigation.This article posted on our partner site Mondaq.com looks at the growing relationship of Switzerland to Asia by means of a free trade agreement that creates prospects for growth through mergers and acquisitions in a variety of industries.This article posted on our partner site Mondaq.com discusses how parties who are from different provinces can decide together upon what governing law their contract shall preside under.This article posted on our partner site Mondaq.com looks at the relationship between shippers and railways to discuss how the latter's liability can be limited for third party claims.This article posted on our partner site Mondaq.com explains the benefits of a shareholders' agreement by analogizing the agreement to a marital agreement as well as descussing compulsory buy-out clauses.This article posted on our partner site Mondaq.com looks at a Supreme Court decision in 2011 which mandated that courts should not dump the entire agreement as long as it can be enforced after severing the provisions which are unconscionable.This article posted on our partner site Mondaq.com uses case law to illustrate that the Courts in India have not offered consistent decision whether parties can rely on foreign law to settle disputes.This article posted on our partner site Mondaq.com discusses the importance of effective privacy guidelines, policies, and procedures relating to video surveillance on school property.This article posted on our partner site Mondaq.com looks at how limitation of liability is negotiated against indemnity through measures like caps, time periods, and using qualifying language in the agreement.This article posted on our partner site Mondaq.com uses case law to discuss the enforceability of entire agreement clauses since courts are more and more taking into account pre-contractual and post-contractual details in cases.This article posted on our partner site Mondaq.com discusses recent legal developments that have taken place with the advancement of Virtual RealityThis article posted on our partner site Mondaq.com uses case law to discuss the reach of limitation of liability clauses.This article posted on our partner site Mondaq.com is helpful in understanding the role Competition Bureau plays in the enforcement of intellectual property rights.This article posted on our partner site Mondaq.com discusses the impact of the ratified Amendment 884 to the Alabama Constitution. The author states that with this amendment, Courts will not enforce foreign law if it contradicts Alabama law.This article posted on our partner site Mondaq.com discusses the changing regulations after a federal statute was enacted that prohibited federal funds to go to corporations who had confidentiality agreements which prevented the employees from reporting fraud, waste, or abuse to agencies.This article posted on our partner site Mondaq.com discusses the intellectual property challenges for designers and manufacturers of products amidst the advancements of 3D printing technology.This article posted on our partner site Mondaq.com discusses the benefits and, more importantly, the risks associated with designating workers as independent contractors in a contract.This article posted on our partner site Mondaq.com outlines the requirements of incorporating in Gambia and its desirable characteristics.This article posted on our partner site Mondaq.com pinpoints notable features of the Russian Federation's Civil Code with respect to independent contractor agreements such as mandatory provisions, and more.This article posted on our partner site Mondaq.com discusses the main issue of whether extrinsic evidence should be considered if it contradicts the evidence of the contract.This article posted on our partner site Mondaq.com provides an overview of the guidance provided by the Canadian Privacy Commissioners for compliance of privacy laws.This article posted on our partner site Mondaq.com discusses the use of a shareholders' agreement to confront the challenges that arise when building a successful company.This article posted on our partner site Mondaq.com explains the benefits of incorporating in Switzerland.This artciles describes how US courts determine whether a website user has assented to its terms under a browsewrap agreement.This article posted on our partner site Mondaq.com refers to a recent Tax Court of Canada decision to make it clear that a corporation can now receive the tax benefits offered to Canadian-Controlled Private Corporations even though the majority of its shareholders are non-residents.This article posted on our partner site Mondaq.com identifies primary concerns for a firm considering to enter a joint venture agreement viz. non-competition, confidentiality, liquidation clauses and defining the scope of the business opportunities.This article posted on our partner site Mondaq.com discusses the implications of the use of recognized trademarked goods by Google Glass software for the purpose of triggering ad popups in augmented reality.This article posted on our partner site Mondaq.com discusses the method in which a foreign company may establish itself in Brazil, either through a branch or subsidiary.This article posted on our partner site Mondaq.com describes the features of a corporation in Ireland, notably that the company must have a real and substantive presence in Ireland and not merely a local registered office.This article posted on our partner site Mondaq.com illustrates the requirement of a corporation in Panama.This article posted on our partner site Mondaq.com documents various requirements for the incorporation of Hong Kong private limited companies.This article posted on our partner site Mondaq.com outlines the major changes to the competition laws and rules which came into effect in 2014 that apply to technology transfer agreements.This article posted on our partner site Mondaq.com discusses forum-selection and choice-of-law clauses in construction contracts.This article posted on our partner site Mondaq.com discusses how employers can avoid having their independent contractors classified as employees. The author discusses recent cases to suggest that employers should refrain from.This article posted on our partner site Mondaq.com details the various types of business entities in Russia and regulatory issues which may arise in a joint venture.This article posted on our partner site Mondaq.com describes the various corporate vehicles available in Russia, including a Russian joint stock company, a Russian limited liability company and a nonn-Russian company with a wholly-owned Russian operating subsidiary.This article posted on our partner site Mondaq.com discusses why companies should execute a shareholders' agreement.This article posted on our partner site Mondaq.com discusses how time restrictions for sale, approval mechanism, allocation of risk among other things, are considerations for the entry and exit of new joint venture members.This article posted on our partner site Mondaq.com describes mechanisms for disincentivizing default and managing the default and remedy process.This article posted on our partner site Mondaq.com speaks to questions like, how important is setting out the individual and joint responsibilities?This article posted on our partner site Mondaq.com talks about how joint venturers may be found jointly and severally liable to their counterparties.This article posted on our partner site Mondaq.com looks at case law to discuss how the level of sophistication of parties can determine the enforceability of entire agreement clauses.This article posted on our partner site Mondaq.com seeks to answer the question of when does the tax authority need to be notified when a non-profit changes their mission.This article posted on our partner site Mondaq.com points out the effect the Personal Property Securities Act (PPSA) can have upon documentation for joint ventures.This article posted on our partner site Mondaq.com illustrates why indemnification clauses should not be considered boilerplate, and why they should be reviewed frequently.This article posted on our partner site Mondaq.com provides an extensive guide on both incorporating a business in the province of British Columbia, as well as the laws governing business regulation in general.This article posted on our partner site Mondaq.com talks about recent cases to illustrate the potential conflicts that can result from an uncertain termination date.This article posted on our partner site Mondaq.com highlights some considerations for software licensees and licensors vis-a-vis governing law and dispute resolution.This article posted on our partner site Mondaq.com sets out and discusses the various structures non-profit organizations can use to combine activities.This article posted on our partner site Mondaq.com informs the directors, officers, and other staff of non-profit organizations of the fifteen most common pitfalls with respect to their corporate by-laws and the ways to avoid them.This article posted on our partner site Mondaq.com discusses implied fiduciary duties into joint venture agreements, specifically the duties to act in good faith and to not misuse venture revenues.This article posted on our partner site Mondaq.com provides a brief description on how the clean technology is emerging into a global industry.This article posted on our partner site Mondaq.com states that entire agreement clauses can be used to prevent consumers from relying on promises from software vendors that are not exclusively in the written agreement.This article posted on our partner site Mondaq.com discusses whether a non-competition clause in a joint venture agreement is permissible under China's 2008 Anti-Monopoly Law.This article posted on our partner site Mondaq.com advises businesses on how they can insulate themselves from competitors (or opportunistic joint venture partners) seeking to poach employees or solicit clients.This article posted on our partner site Mondaq.com cautions against hasty termination of employees and briefly sets out guidelines to minimize the risk of wrongful dismissal.This article posted on our partner site Mondaq.com discusses a recurring problem of parties purporting to bind third parties to a contract. The author makes it clear that merely mentioning an individual or entity in a contract is insufficient to legally bind the individual or entity.This article posted on our partner site Mondaq.com explores five of the most common clauses in shareholders' agreements: shotgun clause, hard right of first refusal, soft right of first refusal, drag along provision and tag along provision.This article posted on our partner site Mondaq.com states that joint ventures risk foregoing their limited exceptions under the Competition and Consumer Act (CCA) by agreeing to engage in joint pricing, joint advertising, and/or selling to a single customer.This article posted on our partner site Mondaq.com discusses a recent decision by the BC Supreme Court. The author explains that the decision indicates that Courts are prepared to treat policy breaches very seriously.This article posted on our partner site Mondaq.com explains that an independent contractor cannot be asked to agree to a non-competition clause.This article posted on our partner site Mondaq.com states that independent contractors can sign confidentiality agreements, but employers who wish to maintain the independent contractor status (e.g., to avoid compliance with employee protection laws) cannot require them to sign non-compete agreements.This article posted on our partner site Mondaq outlines that if an employer attempts to hire someone as an independent contractor instead of an employee for benefits such as Obama care and minimum wages, they should not include a non-competition clause.This article posted on our partner site Mondaq.com discusses some of the legal questions that corporations wishing to financially support a registered charity using company time or money should ask themselves before doing so through gift or sponsorship.This article posted on our partner site Mondaq denotes the significance of an Ontario Superior Court decision regarding the non-exclusive nature of a Consulting AgreementThis article posted on our partner site Mondaq.com explains why employers should include confidentiality clauses in their consulting agreements, and how to properly draft confidentiality clauses.This article posted on our partner site Mondaq.com describes the five types of companies that could be incorporated under the BVI Business Companies Act.This article posted on our partner site Mondaq.com discusses the importance of a choice of law and venue clause and why they are beneficial for a contracting party.This article posted on our partner site Mondaq.com sets out considerations for parties attempting to set up a joint venture.This article posted on our partner site Mondaq discusses whether a Physician Employment Agreement can be terminated without cause or litigation.This article posted on our partner site Mondaq.com posits that the Courts in Australia have been inconsistent on deciding if an entire agreement clause can prevent claims of estoppel.This article outlines what businesses do to ensure their websites are compliant with Australian Consumer Law.This article posted on our partner site Mondaq.com explains the steps to incorporation in Sri Lanka and the required characteristics of an incorporated company.This article posted on our partner site Mondaq.com describes three types of limited liability companies in Italy.This article posted on our partner site Mondaq.com is about how relevant the provisions of a USA are for determining tax status particularly as a Canadian controlled private corporation.This article posted on our partner site Mondaq.com discusses the relevant provisions for incorporating a business in Honduras.This article posted on our partner site Mondaq provides practice pointers for employers executing Employee Intellectual Property Assignment Agreements.This article posted on our partner site Mondaq.com advises businesses to ensure that governing law clauses are drafted so as to clearly identify what law will govern claims arising from disputes between parties to an international contract.This article posted on our partner site Mondaq.com looks at case law to discuss how employers should be wary of the liability that can come with terminating older and/or long-term employees.This article posted on our partner site Mondaq.com states that the inclusion of an expressed duty of good faith can have several consequences to parties of a joint venture agreement.This article posted on our partner site Mondaq.com notes the difficulty of establishing successful joint ventures in the Chinese market, suggests some best practices, and to avoid the common practice of non-compliance with the law through maintaining comprehensive legal documentation on matters like ownership and management.This article posted on our partner site Mondaq.com uses case law to illustrate that the parties' home jurisdiction may not always be the best jurisdiction for choice of law.This article posted on our partner site Mondaq.com looks at the purpose of an entire agreement clause.This article posted on our partner site Mondaq.com discusses benefit corporations and flexible purpose corporations, two subtypes of traditional business corporations that can be organized under the the California Corporations Code (as of 2012).This article posted on our partner site Mondaq.com relies on a recent judicial holding to illustrate that parties of a joint venture agreement may have an implied obligation to act with good faith.This article posted on our partner site Mondaq.com discusses the Supreme Court's decision in IHAG-Holding AG v. Intrawest Corporation, to look at a case where an entire agreement was not enforced.This article posted on our partner site Mondaq.com discusses a Quebec decision to illustrate the circumstances where a Court will consider pre-contractual evidence, not withstanding an entire agreement clause.This article posted on our partner site Mondaq.com advises that a business seeking to recover assets placed into a joint venture following the bankruptcy of the other parent company should carefully draft the relevant contractual provisions to secure themselves against creditors' claims that their interests were prejudiced.This article posted on our partner site Mondaq.com discusses the importance of explicit language in entire agreement clauses.This article explores potential legal issues associated with online promotions.This article posted on our partner site Mondaq.com points out that the language of indemnity (maximizing damages received) is at odds with that of limitation of liability (minimizing damages given), so they should be considered in conjunction.This article posted on our partner site Mondaq.com looks at the purpose of the governing law clause and considerations parties should make, like having a real and substantial connection to the location, among others.This article posted on our partner site Mondaq.com states that Norwegian procedural rules, and some overriding mandatory rules will be followed whenever a hearing takes place in Norway.This article posted on our partner site Mondaq.com discusses certain issues that should be resolved and addressed when developing a shareholders' agreement.This article posted on our partner site Mondaq.com lays out an algorithmic approach to entering a joint venture agreement and considerations or priorities at each stage of the decision-making process.This article posted on our partner site Mondaq.com points out that if this clause is worded too broadly or ambiguously, the courts can interpret it as disproportionately benefiting the party putting it forth and therefore invalidate it.This article posted on our partner site Mondaq.com discusses the range of legal consequences that entire agreement clauses have.This article posted on our partner site Mondaq.com posits that amendments to contractor agreements are rarely, if ever, made for the benefit of the contractor. As such, it is imperative for contractors to remain vigilant regarding seemingly innocuous amendments.This article posted on our partner site Mondaq.com looks into the problems involved in corporate group restructuring in joint venture companies. Change-of-control clauses are used to protect unwanted changes and improve the position of the joint venture partner.This article posted on our partner site Mondaq.com highlights the provisions in the Companies (Guernsey) Law, 2008, which is intended to assist with understanding specific provisions related to incorporation.This article posted on our partner site Mondaq.com discusses governing law clauses, jurisdiction clauses and litigation/mediation clauses.This article posted on our partner site Mondaq.com explores ways in which a comprehensive intellectual property management program creates new opportunities for cost savings, tax efficiencies, and competitive advantage.This article posted on our partner site Mondaq.com looks at a judgement where a court found that a company that was owed fees by a director who assured he would pay did not constitute a guarantee.This article posted on our partner site Mondaq.com cautions against prematurely sharing information or integrating personnel before closing a joint-venture agreement.This article posted on our partner site Mondaq.com discusses how the courts favor leaving the decision of governing law up to the parties.This article posted on our partner site Mondaq.com discusses a US Supreme Court decision where the court held that two traditional competitors that form a joint venture can, pursuant to the purpose of the venture, set a fixed price for products sold under each of the joint venture's members brand names.This article posted on our partner site Mondaq.com is a guide to the evaluative criteria used by the Department of Housing and Urban Development (HUD) in determining whether a joint venture between a mortgage company and title company is a 'sham controlled business arrangement'.This article posted on our partner site Mondaq.com describes some of the considerations for the joint-venturing of a not-for-profit and for-profit entity.This article posted on our partner site Mondaq.com discusses 'swaps' of assets instead of cash consideration between organizations as a creative way to avoid triggering a pre-emptive right or right of first refusal in a joint venture agreement.This article posted on our partner site Mondaq.com provides a summary of the principal provisions of the International Business Companies Act, which is the statute that governs or the incorporation, registration and operation of International Business Companies in the Bahamas.This article posted on our partner site Mondaq.com discusses the importance of properly incorporating clear and unambiguous technology transfer and license elements in a Technoloy Transfer Agreement.This article posted on our partner site Mondaq.com discusses the most common form of investment in Nigeria, joint ventures.This article posted on our partner site Mondaq.com describes International Companies (ICs) and its main features: tax exemption, capital requirements, filing requirements, and meeting locations.