Contracting COVID: Private Order and Public Good (Standstills)
Tax and Business Planning Partner Norman M. Powell recently co-authored, "Contracting COVID: Private Order and Public Good (Standstills)," with Temple University – Beasley School of Law Professor Jonathan C. Lipson. The article appeared in the Business Lawyer (Vol. 76, Spring 2021), the premier business law journal of the American Bar Association's Business Law Section.
The article discusses the role that ex ante contracting, specifically standstill/forbearance agreements (“SFAs”), can play in ameliorating the commercial costs of COVID or similar future calamities. Under an SFA, the parties to a contract that is in or near breach can agree to “stand still” and forbear from exercising legal rights that they might otherwise have. Although SFAs can take many forms and address many different issues, they generally offer significant yet underappreciated benefits over public interventions such as mandates, bailouts, and adjudication.
To download a copy of Contracting COVID: Private Order and Public Good (Standstills), click on the Resources Link below.
The article, Contracting COVID: Private Order and Public Good (Standstills), also makes reference to a Model SFA agreement that co-authors Lipson and Powell shared in their article "Don’t Just Do Something—Stand There! A Modest Proposal for a Model Standstill/Tolling Agreement," which appeared in the American Bar Association's publication Business Law Today in April 2020. To obtain a copy of the Model SFA Agreement and review further analysis, visit HERE.
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Jonathan C. Lipson is the Harold E. Kohn Professor of Law at, Temple University-Beasley School of Law, where he teaches Contracts, Bankruptcy, Corporations, Commercial Law, Lawyering for Entrepreneurship, International Business Transactions, and a variety of other business law courses. Professor Lipson is a member of the American Law Institute and a Fellow in the American College of Commercial Finance Lawyers, and is active with the Business Law Section of the American Bar Association where he is currently a member of its Council and, from 2011 to 2017, he was Section Content Officer.
Norman M. Powell is a partner in the Delaware law firm of Young Conaway Stargatt & Taylor, LLP, where his practice includes formation of and service as Delaware counsel to corporations, limited liability companies, and statutory trusts, and the delivery of legal opinions relating to such entities, security interests, and other matters of Delaware law. Mr. Powell is a member of the American Law Institute, the immediate past-president of the America College of Commercial Finance Lawyers, a member of the Permanent Editorial Board on the Uniform Commercial Code, and is active with the Business Law Section of the American Bar Association, for which he currently serves as Section Content Officer.