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GLOSSARY
Average of a set of numbers calculated by adding the numbers and then dividing by the numbers in the set.
NEWS
Arbitration analysis: The US District Court for the District of Arizona ruled that the United Nations Convention on Contracts for the International Sale of Goods (CISG) applied under a governing law clause stating that Arizona law would govern ‘without giving effect to any choice-of-law principles’. Citing established US case law, the court held that the CISG applies as part of federal law under the Supremacy Clause of the US Constitution, thereby negating any conflict-of-law considerations. Upon determining the CISG's applicability, the court analysed its relevance to the termination-for-convenience and merger clauses. It found that there was a gap in the CISG, as CISG did not regulate termination-for-convenience, and therefore applied Arizona state law to address the issue. Additionally, the court held that the merger clause derogated from CISG Article 8(3) by excluding consideration of prior agreements, negotiations, and discussions. Finally, the court ruled that the doctrines of estoppel, waiver, and unclean hands were not governed by the CISG. Written by Dr Gizem Alper, international legal & ADR consultant and Institute of International Commercial Law at Pace Law School.
GLOSSARY
An arm's length purchaser is one party to an arm's-length transaction, governed by the arm's length principle, where both purchaser and vendor act independently and have no relationship to each other to ensure that both parties to the transaction are acting in their own interests and are not inhibited by outside pressure or duress.
PRACTICE NOTES
1. What is the applicable legislation? Armenia’s legal framework for foreign investment comprises several laws and international agreements, primarily aimed at protection and promotion rather than screening. These include the Constitution of the Republic of Armenia 2015, the Law of the Republic of Armenia on Foreign Investments 1994 (Law on Foreign Investments 1994) and the Law of the Republic of Armenia on Free Economic Zones 2011. In addition, Armenia has signed bilateral treaties on reciprocal promotion and protection of investments with 44 countries. NOTE—Armenia does not have a general foreign direct investment (FDI) screening or mandatory notification regime. Foreign investors can generally invest without prior government approval, except in regulated sectors (such as banking, telecom and energy) governed by separate laws. List of signed bilateral treaties on reciprocal promotion and protection of investments NO. SHORT TITLE STATUS PARTIES DATE OF SIGNATURE DATE OF ENTRY INTO FORCE 1 Armenia - Korea, Republic of BIT (2018) In force Korea, Republic of 19/10/2018 03/10/2019 2 Armenia - Japan BIT (2018) In force Japan 14/02/2018 15/05/2019 3 Armenia
PRACTICE NOTES
This table summarises all completed investigations by the Armenian competition authority (the State Commission for the Protection of Economic Competition of the Republic of Armenia—SCPEC) investigations into alleged cartels, anti-competitive agreements and abuses of dominant positions since 2018. Note—only investigations that have been made public are included in this table. 2021 Investigations under Article 5 of the The Law of the Republic of Armenia on Protection of Economic Competition The SCPEC did not issue any decisions under Article 5 in 2021 Investigations under Article 6 of the The Law of the Republic of Armenia on Protection of Economic Competition Case name, companies under investigation and industry Issues Developments Eggs• Araks Poultry Factory• Arzni Pedigree ITC• Ashtarak Egg Concerns the three undertakings
PRACTICE NOTES
NOTE—to see whether notification thresholds in Armenia and throughout the world are met, see further: Where to Notify. 1. Have there been any recent developments regarding the Armenian merger control regime and are any updates or developments expected in the coming year? Are there any other 'hot' issues? The Law of the Republic of Armenia on Protection of Economic Competition and Consumer Interests (the Law) was adopted on 6 November 2000 and has been amended several times, most recently by significant amendments adopted on 3 July 2025 and effective from 1 August 2025. Merger control remains a relatively new field in the Republic of Armenia, with various questions arising during the application of the legislation. Overall, the development of the law is progressing towards the adoption of an EU model. 2. Under Armenian merger control law, is the control test the same as the EU concept of ‘decisive influence’? If not, how does it differ and what is the position in relation to 'minority shareholdings'? Armenian merger control law does not generally apply an EU-style
PRACTICE NOTES
This Practice Note explains arms length management organisations (ALMOs) in the context of local authority social housing provision. The concept is that although they look like registered providers (RPs), they are wholly owned by their respective local housing authorities (LHAs). This Practice Note discusses issues such as tenant involvement in the structure; staff transfers to ALMOs on a Transfer of Undertakings (Protection of Employment) Regulations 2006 (TUPE 2006), SI 2006/246 basis; the fact that all tenants’ statutory rights remain intact since the landlord function remains with the local authority; the relationship with tenant management organisations (TMOs) and the constitutional structure of ALMOs. An ALMO is a not-for-profit company that provides housing services on behalf of an LHA. Usually, an ALMO is set up by the LHA to manage and improve all or part of its housing stock with the LHA retaining strategic decision-making. Ownership of the housing stock normally remains with the LHA. ALMOs are an established part of the social housing world since they were first established in 2002.
NEWS
Private Client analysis: Having found that the claimant had established his claims in proprietary estoppel and under the Inheritance (Provision for Family and Dependants) Act 1975 (I(PFD)A 1975) at trial (Armstrong v Armstrong [2024] EWHC 2989 (Ch)), the court went on to consider the appropriate remedy, aiming to achieve as clean a break as possible between members of the same farming family whose business affairs were closely entwined. The Court also considered the appropriate award under the I(PFD)A 1975 in the alternative, in case the finding of an estoppel should be overturned upon appeal. Written by William Moffett, barrister at Radcliffe Chambers.
GLOSSARY
A normal commercial transaction between two or more persons.
GLOSSARY
To put charges to the defendant in open court in the Crown Court.
GLOSSARY
The formal process of putting charges to the defendant in the Crown Court.
PRECEDENTS
To be printed on the headed paper of the arranger[s] [insert date] To: [insert full name and address of borrower] Dear [insert full name of borrower] 1 We refer to the facilities agreement dated [insert date of facilities agreement] between [insert full name of the borrower] as the Borrower, [the subsidiaries of the Borrower listed in [insert Schedule containing borrowers' details] as Original Borrowers], [the subsidiaries of the Borrower listed in [insert Schedule containing guarantors' details] as Original Guarantors,] the financial institutions listed in [insert Schedule containing lenders’ details] as Original Lenders, [insert full name of arranger [s]] as the Arranger, [insert full