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Inflation Reduction Act
Drafting Effective Separation Agreements; Best Practices and Current Law
Composing separation agreements that are consistent with best practices and a host of relevant legal concerns can be a never-ending endeavor for employers - especially with case law and agency guidance continually evolving. Challenging issues involved in drafting these agreements...
Environmental Issues & Terms in Common Commercial Contracts
The everyday conduct of business necessitates activities that involve important environmental requirements and risks. And those activities are commonly accompanied by written agreements that attempt to address those requirements and prevent, mitigate, and allocate those risks. Tim Wilkins and Daniel...
Comment Period Open for Proposed WOTUS Rule
The comment floodgates are open for the proposed federal Waters of the United States (“WOTUS”) rule. The rule would re-define the phrase “waters of the United States” which dictates the geographic reach of the Clean Water Act. The Environmental Protection...
A Victim Of Its Own Success? Jordan Re-evaluates
Jordan’s approach to the development of renewable energy generation infrastructure has long been regarded as a template for other governments in the region. Through leveraging its favourable geography and climate for wind and solar generation an aggregate capacity of almost...
IRS Issues Final Regulations on Partnership Audit Rules
On December 21, 2018, the Treasury Department and IRS released final regulations (the Regulations) implementing the federal audit regime for partnerships, and entities classified as partnerships for federal income tax purposes, enacted under the Bipartisan Budget Act of 2015 (the...
FTC Decision Highlights Growing Divide on Vertical Mergers
The past couple of years have seen an increase in large “vertical” mergers, combinations of businesses operating within the same industry but at different levels of the supply chain. Some of the most high profile include AT&T/Time Warner, Cigna/Express Scripts...
OSHA Rescinds Substantial Portion of Injury/Illness Electronic Reporting Requirement
Under pressure from business organizations, OSHA has issued a final rule rescinding the requirement for workplaces with 250 or more employees to electronically submit data from their OSHA 300 and 301 forms to the agency. The two forms required employers...
JOAs and the Operator's "blank cheque" – UK Court of Appeal upholds decision on budget overruns
The UK Court of Appeal in Spirit Energy Resources Limited & Ors v Marathon Oil U.K. LLC [2019] EWCA Civ 11 has affirmed the February 2018 decision of Mr Justice Robin Knowles of the High Court. 1 Knowles J’s decision...
Pipeline Safety Act Reauthorization: Will a New Congress Mean New Mandates?
The federal Pipeline Safety Act (PSA or the Act) mandates minimum safety standards for pipelines and certain associated storage and facilities (including LNG and other terminals). Congress should take up legislation to reauthorize the Act this year. Since the last...
The Fifth Circuit Holds Bankruptcy Code Can Impair Claims and Make-Whole Provision May Not Be Enforceable
On January 17, 2019, the Fifth Circuit held that a creditor is not impaired for the purpose of voting on a plan if it is the Bankruptcy Code (as opposed to plan treatment) that impairs a creditor’s claim. The court...
End User of Electricity Forward Contract Found Not To Be Forward Contract Merchant Under Bankruptcy Code Safe Harbor Provisions
On January 15 th , 2019, the U.S. Bankruptcy Court for the Northern District of Ohio held that the end user of an electricity forward contact was not entitled to the benefits of the safe harbor provisions under Section 556...
Engaging Environmental Specialists and Preserving Privileges
The lines between legal, technical, and strategic communications often get blurry in the context of site investigations, incident response, and other environmental projects. Many company personnel equate "cc-ing" in-house counsel with preserving confidentiality. As a result, the parameters of the...
IRS Provides Long-Awaited Guidance for Partially-Regulated Energy Companies under Code Section 163(j)
On November 26, 2018, the Treasury Department and IRS released proposed regulations (the Proposed Regulations) interpreting the limitation on the deductibility of business interest expense (Interest Expense) under Code Section 163(j), enacted under the Tax Cuts and Jobs Act (the...
SEC Penalizes Issuer for Presenting Non-GAAP Financial Measures Without Giving Equal Prominence to GAAP Measures
In a cease-and-desist order dated December 26, 2018, the Securities and Exchange Commission enforced rules regarding the disclosure of non-GAAP financial measures, resulting in a $100,000 penalty to the violating issuer. With earnings season approaching, this enforcement action provides a...
Supreme Court Rules That Arbitrators Must Decide Whether A Dispute Is Arbitrable, Not Courts, When The Contract So Provides
Yesterday, in the first opinion issued by Justice Brett Kavanaugh, the United States Supreme Court held that courts may not use a “wholly groundless” exception to disregard contractual provisions delegating the question of whether a dispute is arbitrable to the...