In recent enforcement actions, the Consumer Financial Protection Bureau (CFPB) sued four payment processing companies – not for engaging in illegal debt collection – but rather, for ignoring warning signs in processing payments for debt collectors who were engaged in fraudulent debt collection schemes. The CFPB charged the payment processors with violating 12 U.S.C ...
The Supreme Court issued its much anticipated opinion in Mach Mining v. Equal Employment Opportunity Commission1 yesterday, unanimously holding that whether the EEOC satisfied its statutory duty to conciliate Title VII charges of discrimination prior to filing suit is an issue subject to judicial review ...
In recent years, representation and warranty insurance has gained popularity as a tool to decrease transaction liability exposure in M&A transactions. These policies can be particularly useful in the context of cross-border transactions, for both financial and strategic parties, to facilitate middle-market transactions involving foreign buyers or sellers of domestic U.S.-based businesses. The product is also beginning to gain traction in transactions outside of the United States ...
Target Corporation recently announced that it entered into a settlement agreement with MasterCard International Incorporated, agreeing to pay up to $19 million to MasterCard for payments to reimburse issuing banks for card-replacement and fraud losses allegedly associated with the 2013 data breach at Target ...
On April 10, 2015, the Texas Medical Board (“TMB”) voted in favor of adopting amendments to the rules governing telemedicine. The revised rules, which will significantly limit the ability to treat patients via telephone and video consultation, take effect June 3, 2015. TMB took its first steps to curb telemedicine in January 2015 by passing an emergency measure that prohibited prescribing drugs without an initial in-person visit ...
As noted in our January 2015 Haynes and Boone Alert on “Stretching Your Borrowing Base,” the spring borrowing base redetermination season is upon us. Borrowing base reductions seem a certainty for many oil and gas producers ...
On April 1, the Securities and Exchange Commission (“SEC”) brought its first enforcement action based on confidentiality agreements that the SEC alleged had the potential to “stifle the whistleblowing process.” Houston-based company KBR, Inc. (“KBR”), agreed to pay $130,000 as a civil penalty for including impermissible restrictions in confidentiality agreements signed by witnesses during internal investigations ...
Insurance is a part of virtually every transaction. Lenders want the security for a credit facility appropriately insured. Lessors and lessees alike want real and personal property protected by insurance. Buyers and sellers look to first-party and third-party policies to insure items sold and support the allocation of risk in indemnity provisions ...
This coming Sunday, March 29, CME Group plans to launch the first ever physically-delivered crude oil storage futures contract. CME Group is able to make this contract available having teamed up with LOOP LLC (“LOOP”) (LOOP owns and operates the deepwater port and associated onshore terminal with significant crude oil handling, storage and re-distribution capabilities located in Clovelly, Louisiana, sometimes called the “Clovelly Hub”) and NEO Markets Inc. (“NEO”) ...
On Tuesday, March 24, 2015, the Supreme Court issued its decision inOmnicare Inc. v. Laborers District Council Construction Industry Pension Fund, 575 U.S. __ (2015). The ruling identifies two avenues by which a company’s statements of opinion in registration statements for initial public offerings can lead to liability under Section 11 of the Securities Act of 1933 ...
In a monumental decision, today the United States Supreme Court ruled that Trademark Trial and Appeal Board (“TTAB”) decisions carry preclusive effect in subsequent federal district court decisions so long as the ordinary elements of issue preclusion are met. The ruling implicates that, where use is the “paramount” issue in a court case, a TTAB decision that at least peripherally contemplates marketplace use will have preclusive effect ...
In recent remarks to a compliance conference for the pharmaceutical industry, the SEC’s Director of Enforcement, Andrew Ceresney, addressed FCPA issues that commonly arise in the industry. According to Ceresney, the SEC is continuing to focus on pharmaceutical companies because their operations typically pose a high risk for FCPA violations ...
Understanding the Texas Attorney General’s efforts on enforcement of healthcare fraud and abuse matters often is challenging. Recent activities, however, give physicians and other providers insight into the agency’s priorities ...
As part of our series on legal issues arising out of the plummeting commodity prices, this article looks at one distinct factor in the commodity finance equation: hedging. Hedging is usually thought of in terms of cash-settled derivatives offered by lenders as part of a broader financial relationship tied together by a credit agreement and perhaps collateral documents. But many other transactions blend hedging and finance attributes ...
On March 10, 2015, the Centers for Medicare & Medicaid Services (CMS) Innovation Center released its newest model in alternative care delivery: the Next Generation ACO Model. This new version of accountable care organization (ACO) builds upon the experiences from the Pioneer ACO Model and the Medicare Shared Savings Program (MSSP) to set more predictable financial targets, enable providers and beneficiaries to better coordinate care, and provide overall high quality care ...
On March 4, 2015 the Official Daily of the Mexican Federation published the Regulations to the Law on Navigation and Maritime Commerce, which regulates the activities of the Merchant Maritime Authority and the activities of the persons that participate in maritime and port matters provided by the Law on Navigation and Maritime Commerce. Said Regulations are effective 30 calendar days after its publication in the Daily of reference, that is, on April 3, 2015 ...
In an opinion that will certainly cause Texas hospitals, physicians, nursing home operators and other healthcare providers to consider whether they should insert standard arbitration clauses into their pre-treatment agreements, the Texas Supreme Court held last week that the Federal Arbitration Act (“FAA”) preempts the more stringent arbitration requirements set forth in the Texas Medical Liability Act (“TMLA”).The Fredericksburg Care Co., L.P. v. Juanita Perez et al, No. 13-0573, 2015 Tex ...
On December 17, 2014, New York Assembly Bill 9933, which amends the Uniform Commercial Code in effect in the state of New York (the “NYUCC”), was signed into law by Governor Andrew Cuomo, and took effect immediately. This new law (the “UCC Revisions Law”) includes several changes to Article 9 of the NYUCC (“Article 9”), that governs the creation and perfection of security interests in personal property under New York law ...
In an opinion that should give pause to mineral lessors, the Texas Supreme Court revisited the scope of the duty that an executive rights holder owes a non-executive, holding that a lessor’s negotiation of an above-market bonus (for itself) and below-market royalty (shared with the non-executive) may give rise to liability to the non-executive.KCM Financial LLC v. Bradshaw, No. 13-0199, 2015 Tex. LEXIS 220, --- S.W.3d --- (Tex. Mar. 6, 2015) ...
Goodyear Tire & Rubber Co. recently agreed to pay $16.2 million to settle Foreign Corrupt Practices Act (“FCPA”) charges for conduct related to two subsidiaries in sub-Saharan Africa. Goodyear’s settlement highlights the government’s expansive interpretation of the books and records provision under the FCPA ...
Prior articles in our series demonstratedways to stretch a borrowing base and how to address defaults on oil and gasloans. If a producer ultimately finds itself with a shrunken borrowing base andlimited liquidity, the producer in turn might not be able to pay balances dueto its contractors. An unpaid contractor may be able to file a mechanic’s andmaterialman’s (“M&M”) lien on the producer’s mineral property ...
Last week, President Obama issued an executive order promoting cybersecurity information sharing. Specifically, the executive order directs the Secretary of Homeland Security to encourage the development and formation of Information Sharing and Analysis Organizations (ISAO) ...
The Texas Supreme Court has looked to the drilling contract between Transocean and BP to limit BP’s “additional insured” coverage for liability arising out of the Deepwater Horizon disaster ...
The Texas Supreme Court recently declined to reach a question of significant interest to energy companies and landowners—whether deep subsurface wastewater migration can give rise to trespass liability when the wastewater crosses lease lines. See Envt’l Processing Sys., L.C. v. FPL Farming Ltd., No. 12-0905 (Tex. Feb. 6, 2015) ...
You can’t open up the paper these days without news of declining oil prices and fears of uncertainty for the oil and gas industry. As part of Haynes and Boone’s alert series on this topic, we continue our review, this time focusing on the contango spread and how market participants are responding. It seems like there is a sprint taking place to lock in the benefits of the current contango spread ...
