Court Considers MAE Termination Right And Ordinary Course Covenant In Context Of COVID-19 - Corporate/Commercial Law
In its recent decision in Fairstone Financial Holdings Inc. v. Duo Bank of Canada(Fairstone), the Ontario Superior Court of Justice (Commercial List) (Court) addressed the interpretation of material adverse effect (MAE) clauses and ordinary course covenants in M&A transactions. Such provisions are of renewed interest to many prospective buyers, sellers and target companies in view of the ongoing effects of COVID-19. KEY TAKEAWAYS Interpretation of MAE provisions Burden of proof and constituent elements of an MAE Rule of contractual interpretation (i.e., contracts should be read and interpret...
Source: mondaq.com
