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California Business, Insurance And Environmental Law Blog

Work with experienced legal counsel in the merger review process, P.2

In our last post, we began looking at some of the legal aspects of corporate mergers, which involve not only potentially complicated filing requirements under state law, but also possible review by authorities responsible for enforcing federal antitrust laws.

The two agencies responsible for enforcing these laws are the Federal Trade Commission and the Department of Justice. Most of what the agencies do is examine the potential effects of proposed mergers before they occur, though the agencies do also examine some completed mergers that do harm to consumers after the fact. 

Work with experienced legal counsel in the merger review process, P.1

When two corporations begin discussing the possibility of merging, there are a great many details to work out on the financial, structural/organizational, and legal levels. Under California law, the filing requirements for mergers vary depending on a number of factors, including the type of merger, the number of corporations involved, and the domicile in which the corporations exist.

Added to these detail, for some corporations, is dealing with the oversight of the Fair Trade Commission. One of the main concerns of the FTC with mergers is the effect they will have on competition. Mergers which present potential issues under antitrust laws are scrutinized carefully to ensure consumers will not be adversely affected. 

Worried about environmental compliance? An attorney can help

When your business is growing or expanding into new areas, you face a number of hurdles. Whether you're investing in real estate or producing physical products, you need to consider a lot of different factors. Environmental regulations are one area that can easily get overlooked. Unfortunately, doing so could cost your company money and cause major setbacks to growth. If you are non-compliant with either state or federal environmental standards, you could get fined. You could also be forced to invest in cleanup efforts or finance major renovations to your facility to avoid future issues.

California, as a state, has stricter environmental regulations than federal standards and most other states. From off-gassing issues with consumer products to water table issues from factory run-off, there are myriad ways in which environmental regulations could impact your business. The best way to ensure that your company is complying with all federal and state environmental regulations is to retain the services of an experienced business and environmental law attorney. Doing so will help ensure that all applicable environmental considerations get reviewed before you make an investment.

Policy exclusions can be occasion for insurers to attempt unfair limitations on coverage, P.2

Previously, we briefly looked at a federal case involving a dispute about insurance coverage for lead and copper exposure in a school district’s water supply. As we noted, at issue in the case were insurance policy exclusions for pollution and lead contamination coverage.

Policy exclusions are an important way insurance companies limit their coverage obligations, but they can also be an occasion for taking advantage of insured. Fortunately for insured, California law is rather in their favor. Whenever a claim is made, an insured has the initial burden of demonstrating that the claim is covered under the terms of the policy. If the insurer disputes the claim, it has the burden of proving the claim is excluded. These burdens are satisfied differently, though. 

Policy exclusions can be occasion for insurers to attempt unfair limitations on coverage, P.1

Insurance coverage is critical for businesses in covering liabilities related to environmental and public health claims, as these can become costly. Businesses should expect that their insurers will have their back when they file a valid claim under the terms of their policy. Unfortunately, insurance companies are out for profit and are keen to limit their coverage obligations whenever possible.  

A recent example of this in the context of environmental claims is a recent federal case out of Pennsylvania involving a school district and its insurers, who tried to deny coverage for liabilities stemming from a class action case in which the district was accused of hiding the fact that there were high levels of lead and copper in its water supply. 

Work with experienced legal counsel on patenting, licensing matters

Patent protection is an important way for businesses in competitive industries to protect valuable product innovations, and securing and defending patents is an important ongoing task for businesses which continually develop competitive new products. When necessary, patent infringement can and should be addressed in court, where various remedies may be sought, but one way companies can proactively address the issue is by licensing the use of patented product designs or utilities.

One area where patenting and licensing issues often come up is in the mobile device industry, where innovation allows competitors greater market share. One company that seems to continuously be involved in patent disputes is Apple. As an industry leader, Apple has been involved in a great deal of litigation with competitors like Nokia, Samsung, and Motorola. 

Working with experienced attorney to build strongest possible insurance bad faith claim, P.2

Previously, we began looking at a case in which an insurance company was ordered to pay $50,000 in punitive damages to a business for denying coverage for fire losses due to a mistake in the insurance company’s records. As we noted, both the finding of insurance bad faith and the award of punitive damages were upheld on appeal.

One of the points the appeals court made in the case is that a finding of bad faith liability is dependent on whether an insurance company’s refusal to pay benefits to an insured was reasonable. If so, there is no bad faith; if not, a court is able to make a finding of bad faith and order appropriate damages. As this case shows, one type of damages available in these cases is punitive damages.

Work with experienced attorney to build strongest possible insurance bad faith claim, P.1

For consumers of insurance coverage, whether individuals or businesses, fairness and promptness in disbursing funds are critical to ensure the insured has financial support in time of need. When an insurance company fails to live up to its obligations under an insurance policy, an insured’s situation can go from bad to worse very quickly.

One important concept for consumers of insurance coverage to be aware of is insurance bad faith. The term can refer to a wide variety of activities, but generally refers to an insurance company’s failure to deal fairly with an insured in the claims process. Whenever an insured has been dealt with in bad faith, he or she should work with an experienced attorney to seek appropriate legal remedies. 

The EPA Steps Up Enforcement Of Civil Violations From Lead-Based Paint Renovation

In recent years, the U.S. Environmental Protection Agency (EPA) has ramped up its efforts to fine and enforce civil violations against sub-contractors and demolition businesses which remodel or renovate homes constructed prior to 1978. Specifically, the EPA cites renovators for failing to obtain firm certification and failing to comply with work practice standards under the Toxic Substances Control Act (TSCA), the Residential Lead-Based Paint Hazard Reduction Act, and the Renovation, Repair and Painting Rule (RRP Rule), 40 C.F.R. Part 745, Subpart E.

3 key points to remember when writing a contract

Before you decide to work with another company, you need to sign a contract. A contract dictates what you expect from the other company and what it expects of you. For example, if you are paying $2,000 cash biweekly for deliveries on a specific date, that should be listed clearly in the contract along with information on what happens if the delivery or payment is not made on time.

If this is the first time you've created a contract, and even if it isn't, your attorney can help you make sure it protects you. There are many things you need to include, and forgetting them could invalidate your contract or put you at a disadvantage. Here are a few things to remember.

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