Jan 23, 2018

Cybersecurity in M&A Transactions: Frequently Asked Questions

Cybersecurity and Data Privacy

1. What types of transactions implicate cybersecurity and data privacy concerns? Cybersecurity and data privacy concerns arise in many different types of M&A transactions, but greater focus on potential cybersecurity and data privacy issues should be directed toward transactions involving (a) a target company that operates in certain highly-regulated industries, (b) the acquisition of sensitive information and data, and/or (c) the transfer of sensitive information and data across national borders. Target companies that operate in the financial services and healthcare industries, for example, are subject to the Gramm-Leach-Bliley Act and the Health Insurance Portability and Accountability Act of 1996, respectively…. Read more


Sep 2, 2016

Directors and Officers Insurance—Some Pitfalls

Business Meeting

In recent instances, a number of boards that have come to us for representation have been chagrinned to discover that their insurance policies for directors and officers liability (“D&O”) did not fully cover claims by shareholders or unit owners. The result has been anxiety for board members, litigation expense for the building that would have been avoidable, and conflicts with the managing agent who had worked with a broker to place the insurance. It is important for board members and managing agents to understand the terms of D&O policies at the time they are purchased. All D&O insurance is not… Read more


Dec 2, 2008

Insurance:­ Prompt Notice of Claims

Water Damage

We have frequently reminded clients of the importance of promptly notifying their insurers of any actual, threatened or possible claims against them.  This has been especially important in New York because the New York Court of Appeals has held that an insurer may deny coverage due to late notification, regardless of whether the delay actually prejudiced the insurer.   During its 231st session, the New York State Legislature attempted to overrule this case law through legislation.   Under an amendment to Section 3420 of the New York Insurance Law, an insurer may now no longer deny a claim for untimely notice unless… Read more