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The MAC Clause
Before the well-meaning concept of “bring your daughter to work day” was tortured beyond recognition to now include such ridiculous notions as “bring your pet to work day,” I recall one time when my six-year-old daughter, now an accomplished lawyer herself, was sitting and coloring at my office conference table. A colleague of mine who was working on a lease document walked in and asked if I knew, or could put my hands on, the standard language for a MAC. I suppose my daughter expected to come to my work and actually assist me in the practice of law (something I would enjoy today), and before I could caution my colleague to be careful with any indiscriminate use of a standard language MAC clause, my daughter immediately volunteered, “Two all-beef patties, special sauce, lettuce, cheese, pickles, onions ' on a sesame seed bun.” Imagine my surprise when she elected to go to law school and not venture into the field of advertising!
Any reasonable review of the law surrounding interpretation of Material Adverse Change (MAC) provisions would fill a book, the basis for my comment to my colleague to use caution. This is a luxury I do not have in this limited space, but the caution remains. What follows, then, is a discussion of the big issues to focus on from a 50,000-foot altitude in the belief that you will gain an understanding of just what is at stake.'
New York's Latest Cybersecurity Commitment
On Aug. 9, 2023, Gov. Kathy Hochul introduced New York's inaugural comprehensive cybersecurity strategy. In sum, the plan aims to update government networks, bolster county-level digital defenses, and regulate critical infrastructure.
The DOJ's Corporate Enforcement Policy: One Year Later
The DOJ's Criminal Division issued three declinations since the issuance of the revised CEP a year ago. Review of these cases gives insight into DOJ's implementation of the new policy in practice.
How AI Has Affected PR
When we consider how the use of AI affects legal PR and communications, we have to look at it as an industrywide global phenomenon. A recent online conference provided an overview of the latest AI trends in public relations, and specifically, the impact of AI on communications. Here are some of the key points and takeaways from several of the speakers, who provided current best practices, tips, concerns and case studies.
Use of Deferred Prosecution Agreements In White Collar Investigations
This article discusses the practical and policy reasons for the use of DPAs and NPAs in white-collar criminal investigations, and considers the NDAA's new reporting provision and its relationship with other efforts to enhance transparency in DOJ decision-making.