Bar Exam Toolbox Podcast Episode 274: Listen and Learn -- UCC Expectation Damages (Contracts)
JONES DAY TALKS®: UCC Proposed Amendments Address Crypto and Other Digital Assets
Podcast: DeFi and Digital Assets: What do the UCC Amendments Mean for Business Transactions? [More with McGlinchey, Ep. 46]
Tokenization of IP Rights and NFTs in Commercial Finance [More with McGlinchey, Ep. 32]
Advancing Agriculture: Security Interests and Article 9 Challenges (Part 1)
Law School Toolbox Podcast Episode 267: Listen and Learn -- UCC 2-207 ("The Battle of the Forms")
Bar Exam Toolbox Podcast Episode 98: Listen and Learn -- The "Battle of the Forms" under UCC 2-207
Bar Exam Toolbox Podcast Episode 71: Tackling an MEE Contracts Essay Question
Making Cents of Your Cash Management Agreements
Mezzanine lenders looking to foreclose on their collateral have the advantage of being able to pursue remedies outside of court. But the process, which is described in the Uniform Commercial Code (UCC), is often ill...more
On May 15, 2024, Alabama became the thirteenth state to adopt a version of the Uniform Law Commission’s Uniform Commercial Real Estate Receiver Act (the “Act”). The Act seeks to bring more direction and clarity to...more
Part I: Whose Law is it Anyway? With elevated interest rates and rising labor and supply costs, many U.S. companies are looking for additional sources of capital to continue growing their businesses. Companies with...more
In a recent case, U.S. District Judge Edgardo Ramos ruled that a foreclosure sale governed by Article 9 of the New York Uniform Commercial Code (UCC) was “commercially reasonable” when viewed as a whole, denying claims made...more
This constitutes the third in a four-part series that discusses the practice of repledging (sometimes referred to as “rehypothecation”), how standard agreements allow for repledging, the treatment of repledging under current...more
Despite the protracted crypto bear market, innovators in non-fungible tokens (“NFTs”) are hard at work. Gone are the days when NFTs were merely profile pictures (“PFPs”) displayed on a pseudonymous social media account or...more
Does a lender have the right to foreclose its mortgage if a payoff of such mortgage is made by wire transfer, but the payment does not make it to the lender’s account? A recent case, heard on appeal by the New York Supreme...more
Net asset value based credit facilities (“NAV Facilities”) are credit facilities pursuant to which the availability thereunder is based on the net asset value of the investments of the borrower, typically a private fund. The...more
Following the turmoil of the Great Recession, the commercial real estate (CRE) industry generally benefitted from favorable financing conditions for more than a decade. An ocean of available capital and low interest rates...more
In Worthy Lending LLC v. New Style Contractors. Inc., New York’s highest court, the New York Court of Appeals, has ruled that a security interest includes a lender’s right to force the borrower’s account debtors to remit...more
After being approved by its drafting committees last summer, a new article to the Uniform Commercial Code is now making its way through state legislatures for enactment. Because the new Article 12 and its related code...more
In Worthy Lending LLC v. New Style Contractors. Inc., the New York Court of Appeals held that a security interest includes a lender’s right to force the borrower’s account debtors to remit payments directly to the lender,...more
New York State lawmakers have reintroduced proposals to impose a tax on the creation of mezzanine debt and preferred equity. Both the New York Senate and Assembly have put forward similar bills that would require both...more
Earlier this month, the New York State Senate (S318) and Assembly (A407) reintroduced proposed legislation seeking to extend the New York State mortgage recording tax to mezzanine debt and preferred equity financings. This...more
A promissory note, in its simplest form, is an instrument by which a Borrower (the Maker) acknowledges its obligation to repay the Lender (the Payee). Historically, Lenders required Borrowers to enter into both a credit...more
Zero tolerance continues to be the name of the game in drafting Uniform Commercial Code (UCC) financing statements. While in some states, minor mistakes in UCC financing statements may be forgiven, in at least Florida, no...more
The New York State Supreme Court, County of New York (the “Court”) decided in Atlas Brookview Mezzanine LLC v. DB Brookview LLC, on November 18, 2021, that an accommodation pledge entered into in connection with a mortgage...more
The scope of the mandatory choice-of-law rule set forth in Uniform Commercial Code (UCC) section 8-110(a)(1), which provides that “the local law of the issuer’s jurisdiction . . . governs . . . the validity of a security,” is...more
From time to time, we review loan files for clients to confirm they have the collateral they think they do. Assume a lender has a properly perfected $1,000,000 mortgage loan and a $500,000 line of credit secured by all of the...more
Holland & Knight has learned through customary deal due diligence that some borrowers – especially those who received a Paycheck Protection Program (PPP) loan through the U.S. Small Business Administration (SBA) – may have...more
Over the last year, since the onslaught of the COVID-19 pandemic, we have continued to report on how the courts have handled efforts by lenders to address pandemic-related defaults, including by means of Uniform Commercial...more
Since the start of the COVID-19 pandemic, borrowers and lenders alike have sought clarity regarding the permissibility of UCC foreclosure sales in the midst of the ongoing pandemic and the resulting economic fallout, as...more
On January 22, 2021, several New York State Assembly Members reintroduced legislation (Bill No. A03139) that seeks to amend New York’s Real Property Law and Tax Law, New York’s Tax Law and New York’s Uniform Commercial Code...more
Welcome to Episode 2 of Advancing Agriculture with your hosts from Husch Blackwell, Stephanie E. Kaiser and Elizabeth Benefield, where they discuss practical tips and advice on various topics related to ag lending. In this...more
While the world may be in a state of semi-paralysis waiting for a COVID-19 vaccine, the legal environment involving creditors’ rights has changed significantly during the past several months. In the beginning of the...more