Two staples of sophisticated commercial contracts are integration (aka “merger” or “entire agreement”) clauses and non-reliance (aka “no-reliance” or “anti-reliance”) clauses. While sometimes used interchangeably in casual conversation, and while having some functional similarities, there are important differences between the two clauses. An integration clause prevents parties from asserting or challenging a contract based on …
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Bagel Shop Successor Tenant Hit For Rent Damages and Attorneys’ Fees in Commercial Lease Case – IL First Dist.
The First District affirmed a money judgment of about $150,000 (including $70,000 in attorneys’ fees) in a commercial lease dispute in Alecta v. BAB Operations, Inc., 2015 IL App (1st) 132916-U. An unpublished opinion, it’s useful for its vivid illustration of the importance of lease drafting clarity and an assigning tenant documenting its intent to …
Integration Clause Bars Trader’s Commission Claims Against Financial Firm
Integration clauses – also called “merger” clauses – are staples of commercial contracts in diffuse business settings. The Northern District of Illinois recently found that an integration clause in a compensation agreement defeated a futures trader’s claims for unpaid commissions in Colagrossi v. UBS Securities, LLC, 2014 WL 2515131 (N.D.Ill. 2014). The plaintiff alleged that in 2005, he …
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