Call 855-808-4530 or email [email protected] to receive your discount on a new subscription.
Intercreditor agreements should add consensus and cohesion to the bankruptcy process. They provide a framework to align creditors with often directly conflicting interests, before those interests are tested under the duress of a restructuring or liquidation. And this opportunity for pre-restructuring alignment is of greater importance given today's active secondary loan market, which clears a path for the debtor's original relationship lenders to sell their interests should a restructuring loom. Distressed debt purchasers, on the other hand, may have different objectives that make them less willing to join forces with longer-term holders.
The desire to avoid the destructive nature of intercreditor disputes motivated the American Bar Association to produce a model first lien/second lien intercreditor agreement in 2010 (Model ICA). Unfortunately, the road to a quick and easy resolution of intercreditor issues has not yet been realized. Notwithstanding the call of judges and bar associations for greater precision in their drafting, these agreements continue to suffer from a lack of clarity. Moreover, they often fail to take heed of the likely path of a restructuring.
Intercreditor agreements typically involve debt and/or lien subordination. While section 510(a) of the Bankruptcy Code provides that “subordination” agreements are enforceable in the context of a proceeding, and while there is case law supporting a broad read of the term “subordination,” views continue to differ as to whether subordination captures solely “debt subordination,” “lien subordination,” or both. The result is, of course, fertile ground for litigation. See The Committee on Commercial Finance, ABA Section of Business Law, Report of the Model First Lien/Second Lien Intercreditor Agreement Task Force, 65 Bus. Law. 809, 867 & n.95 (2010) (hereinafter, ABA Model ICA).
This article highlights how copyright law in the United Kingdom differs from U.S. copyright law, and points out differences that may be crucial to entertainment and media businesses familiar with U.S law that are interested in operating in the United Kingdom or under UK law. The article also briefly addresses contrasts in UK and U.S. trademark law.
The Article 8 opt-in election adds an additional layer of complexity to the already labyrinthine rules governing perfection of security interests under the UCC. A lender that is unaware of the nuances created by the opt in (may find its security interest vulnerable to being primed by another party that has taken steps to perfect in a superior manner under the circumstances.
With each successive large-scale cyber attack, it is slowly becoming clear that ransomware attacks are targeting the critical infrastructure of the most powerful country on the planet. Understanding the strategy, and tactics of our opponents, as well as the strategy and the tactics we implement as a response are vital to victory.
In Rockwell v. Despart, the New York Supreme Court, Third Department, recently revisited a recurring question: When may a landowner seek judicial removal of a covenant restricting use of her land?
Possession of real property is a matter of physical fact. Having the right or legal entitlement to possession is not "possession," possession is "the fact of having or holding property in one's power." That power means having physical dominion and control over the property.