Patrick Cleary

Legal basics of procurement – Part 2 (Duty of good faith)

The following article discusses the differences between traditional tendering contracts and request for proposals (or RFPs), in relation to the duty of good faith.

1. What is an invitation to tender?

The formative Canadian decision on the tendering process and …

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DIP financing basics and recent case law

Debtor-in-possession (“DIP”) financing, also known as “interim financing” or “DIP financing,” describes an increasingly common situation where an insolvent company is allowed to remain in possession of its assets during the restructuring process and receive additional financing in order to …

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Legal basics of competitive bidding and procurement in Canada

The following represents a quick review of certain legal principles and case law associated with competitive bidding and procurement in Canada.

Firstly, any tendering process will create two contracts that bind the bidder and the owner. In an invitation to …

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The effect of recent litigation on the BC Real Estate Development Marketing Act

What is REDMA?

The British Columbia Real Estate Development Marketing Act (“REDMA”) was brought in to force in 2005 primarily to protect consumers of pre-sale condominium projects against changes made by developers prior to project completion. REDMA applies to developments …

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Benefits to Using a Holding Company

A holding company is a company that doesn’t have any operations, activities, or other active business. Instead it owns assets. These assets can be stocks in other corporations, units in limited partnerships, private equity funds, hedge funds, publicly traded stocks, …

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Limited Partnerships

A limited partnership (“LP”) is a specialized vehicle designed to fulfil the needs of particular investors who want to be able to share in partnership profits but limit their liability for partnership losses. An LP is a preferred and commonly …

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Commercial Subleasing Concerns

In this article, we discuss (1) a subtenant’s concerns when completing leasehold improvements on subleased premises; and (2) other pertinent issues subtenants should be aware of when entering into a sublease situation.

Issue #1:

What are the concerns regarding a …

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To Comply or Not to Comply – Do Securities Laws Apply to Private B.C. Companies?

Securities laws apply to all issuers of securities from the moment of their incorporation or formation. Further, every issuer must comply with the registration and prospectus requirements or be able to rely on an exemption from those requirements. If you

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Intercreditor Agreements

An intercreditor agreement is an agreement between two creditors agreeing in advance how their competing interests in their common borrower will be dealt with.

Lenders are often required to address the priority of their loans and security in relation to …

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Buying Property in Canada (British Columbia)

If you plan to stay in Canada for 6 months or less each year, the government considers you a non-resident, which means that you can still open a bank account and buy property, etc. If you plan to live in …

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