Indemnity Agreements and Negligence   
Does an indemnity agreement provide protection when the obligated party has not been negligent? The answer depends on the language used.
Buy-Sell Agreements: The Good, The Bad, The Ugly   
When negotiating the acquisition or sale of a business, attorneys need to understand the dynamics of the deal from both sides of the table
Parol Evidence after Riverisland   
A recent California decision upends a long-standing precedent on the use of parol evidence in integrated contract cases.
Liquidated Damages Clauses   
Clauses mandating liquidated damages are useful, but special rules govern their validity.
Drafting Around Good Faith   
Every California contract contains an implied covenant of good faith and fair dealing. So when the parties want to vest unfettered discretion in a decision maker, specific language is required.
Indemnity Primer   
Sooner or later every lawyer encounters the legal concept of indemnity, but the applicable rules may be mired in outdated terminology.
Juries and Contract Interpretation   
If a jury is permitted to interpret a commercial contract, the resulting verdict could be substantial—and difficult to overturn on appeal.
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