Corporate & Securities Law

Lawyer Sues Firm for Breach of Contract, Inter Alia

Posted on March 10, 2011
As reported in The Am Law Daily, in a case reminiscent of that Business Organizations chestnut, Day v. Sidley & Austin, attorney Raymond J. Carey is suing his firm, Foley & Lardner, for breach of contract and others claims, as...

Self Promotion: Telman on the Totten Doctrine

Posted on March 10, 2011
I have floated my ideas about Totten on this blog before here and here. My students booed and hissed when I scolded Honest Abe for having breached his promise to pay William Lloyd for espionage services provided during the Civil...

New in Print

Posted on March 09, 2011
Luca Anderlini, Leonardo Felli, and Andrew Postlewaite, Should Courts Always Enforce What Contracting Parties Write? 7 Rev. L. & Econ. (2011) Laura A. Dickinson, Outsourcing War and Peace: Preserving Public Values in a World of Privatized Foreign Affairs (Yale University...

Warner Bros vs Charlie Sheen: The First Salvo After The Last Straw

Posted on March 09, 2011
Well, it happened - Warner Brothers fired Charlie Sheen. Several questions raised in my previous post about Charlie Sheen have been answered by the termination letter (TL) dated March 7th 2011: I speculated that the gloves might 'come off' in...

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Second Circuit Again Invalidates Amex Class Action Waiver

Posted on March 09, 2011
A group of merchant plaintiffs filed an antritrust class action against Amex. Based upon a class action waiver in its mandatory arbitration provision, Amex sought to compel individual arbitration. In February 2009, the Second Circuit (Pooler, Sack and Sotomayor) invalidated...

Weekly Top Tens from the Social Science Research Network

Posted on March 08, 2011
RECENT HITS (for all papers announced in the last 60 days) TOP 10 Papers for Journal of Contracts & Commercial Law eJournal January 6, 2011 to March 7, 2011 RankDownloadsPaper Title 1 496 Choice of Law in the American Courts...

Today in the NYLJ: Applicability of the UCC to Software Transactions

Posted on March 08, 2011
By Richard Raysman and Peter Brown. Read it here. (Subscription required). [Meredith R. Miller]

Breaking News from Lithuania

Posted on March 08, 2011
Friend of the blog, Tadas Klimas reports on his blog, Civitatus, that Lithuania has finally done away with the requirement that business entities use seals in connection with their government contracts. Professor Klimas links to a government press release which...

Will Sabathia Opt Out of the Bronx?

Posted on March 07, 2011
As Spring Training keeps moving on towards opening day, an interesting option looms for the Yankees' star pitcher CC Sabathia. Sabathia has a clause built into his current contract with the team that allows him to opt out of his...

Charlie Sheen's Bargaining Power

Posted on March 07, 2011
My co-bloggers have ably and fully discussed Charlie Sheen and his lack of morals a morality clause in his contract for Two and Half Men. The absence of the morality clause turns out to be explained by Sheen's adonis DNA...

Warner Bros Officially Terminates Charlie Sheen - Read the Nastygram

Posted on March 07, 2011
Warner Bros has sent a persuasive and well-written nastygram to Charlie Sheen, setting forth in great detail its right to terminate his contract. Appears that Warner Bros is relying on an incapacity clause. I know, the constant network and tabloid...

Question for Natalie Portman and Dior: Do Morals Clauses Cut Both Ways?

Posted on March 04, 2011
Big news from the Oscars involving Natalie Portman (pictured)! No, the news is not about what she won. Nor is the news that she did not laugh awkwardly during her acceptance speech, although this time the moment provoked tears rather...

Finding a Diamond--and a Good Anticipatory Repudiation Case--in the Rough

Posted on March 04, 2011
Whenever possible, I like to point students toward a very recent case that illustrates a concept we addressed via older cases. This week, a student pointed me to the UK case of De Beers v. Atos Origin to illustrate how...

Should the Mets Leave the Concession Stands at CitiField to an ?Even Higher Authority??

Posted on March 03, 2011
The owners of the Mets have a $300 million Madoff problem, but that hasn?t distracted them from attempting to ban a kosher concession stand from selling food at CitiField during the Sabbath. Kosher Sports has a 10-year contract to sell...

The Suez Canal and Impracticability - A Video Clip for Class

Posted on March 03, 2011
Given the current political turmoil in Egypt, a discussion of the Suez Crisis and impracticability may actually meet with fewer yawning students this year. In preparing to present a hypothetical based on the cases (e.g., American Trading and Production v...

New in Print

Posted on March 02, 2011
Sally Andersen, Mapping the terrain: The last decade of payday lending in Australia, 39 Australian Bus. L. Rev. 5 (2011) Oren Bar-Gill & Lucien Arye Bebchuk, Consent and Exchange, 39 J. Legal Studies 375 (2010) Yair Listokin, Bayesian Contractual Interpretation,...

Boeing Wins [Final?!?] Round in 10-Year Battle over Air Force Contract

Posted on March 02, 2011
Stage 1: Sack Troy Stage 2: Get home When the Muse sings into the ear of Boeing's Homer, he will record that as of 2011 Boeing's epic battle with EADS was finished. But already storm clouds are gathering as EADS...

Cleveland-Marshall Global Business Law Review Symposium

Posted on March 02, 2011
Cleveland State University Cleveland-Marshall College of Law?s Global Business Law Review proudly announces its 2nd Annual Symposium to be held on April 1, 2011. This year?s symposium is titled International Arbitration: Practice and Modern Developments and will feature internationally respected...

Pujols' Future in Doubt: It Is the Duty of Every Citizen to Remain Calm

Posted on March 01, 2011
The deadline set by Albert Pujols to negotiate a contract extension with the St. Louis Cardinals passed at noon et on Wednesday February 16, and his future with the team remains uncertain. According to mlbtraderumors.com, Pujols declined multiple offers from...

Weekly Top Tens from the Social Science Research Network

Posted on March 01, 2011
RECENT HITS (for all papers announced in the last 60 days) TOP 10 Papers for Journal of Contracts & Commercial Law eJournal December 30, 2010 to February 28, 2011 RankDownloadsPaper Title 1 871 Mortgage Servicing Adam J. Levitin, Tara Twomey,...

NY Appellate Court Holds That E-Mail May Satisfy the Statute of Frauds

Posted on March 01, 2011
Recently, in an action seeking to enforce an alleged right of first refusal to purchase real property, New York's Appellate Division (First Department) held that an email from the seller's broker may satisfy the statute of frauds. Not too shocking...

Air Force Found Liable for $1.2 Million for Breach of Confidentiality Agreement

Posted on February 28, 2011
On February 14th, the Court of Federal Claims unsealed its opinion in Spectrum Sciences and Software, Inc. v. U.S., in which it found on behalf of Spectrum to the tune of $1.2 million on its breach of contract claim. In...

Equitable Estoppel in the Federal Circuit

Posted on February 25, 2011
On February 4th, the Federal Circuit Court of Appeals filed its opinion in Mabus v. General Dynamics C4 Systems, Inc. The case involved a dispute that arose after General Dynamics took over from Motorola a losing contract to provide digital...

The Sheen Has Worn Off.

Posted on February 25, 2011
Charlie Sheen?s antics, documented virtually everywhere, have kept the public agog for months. As the seriousness of his scrapes escalates, questions swirl about how this will all end. As parents caution a hyperactive child obviously heading for a fall that...

Group Alleges Former President Jimmy Carter Breached Contract by ?Deceiving the Public?

Posted on February 24, 2011
As reported by Washington Post Political Bookworm blogger Steven Levingston, five purchasers of Jimmy Carter's book, Palestine: Peace Not Apartheid, filed a $5 million class-action lawsuit in the U.S. District Court for the Southern District of New York against the...

Florida Appellate Court Invalidates Class Action Waiver in Payday Loan Agreement

Posted on February 24, 2011
Earlier this month, in McKenzie v. Betts, the District Court of Appeal of Florida (4th District) invalidated a class action waiver in a payday loan agreement on public policy grounds. In summary, the court reasoned: the record below supports the...

Circuit Split on Burdens in Contracts Clause Claims

Posted on February 23, 2011
In United Automobile, Aerospace, Agricultural Implement Workers of America International Union v. Fortuño, Puerto Rico's labor unions sued its governor in order to challenge Act No. 7, enacted to address a budget crisis through, among other things, layoffs and salary...

International Conference on Globalization and Development in Dar es Salaam

Posted on February 22, 2011
The University of Dar es Salaam Business School in Tanzania has issued a call for papers for: International Conference on Globalization and Development: Developing Countries? Perspectives The conference will provide a forum for academicians and practitioners from all corners of...

Weekly Top Tens from the Social Science Research Network

Posted on February 22, 2011
RECENT HITS (for all papers announced in the last 60 days) TOP 10 Papers for Journal of Contracts & Commercial Law eJournal December 23, 2010 to February 21, 2011 RankDownloadsPaper Title 1 855 Mortgage Servicing Adam J. Levitin, Tara Twomey,...

An Update on the No Doubt v. Activision Suit: The End of Guitar Hero?

Posted on February 22, 2011
We previously blogged about No Doubt's lawsuit against Activision. In a nutshell, the band admits that it granted Activision a license to use the names and likenesses of its members in one of the Guitar Hero games ("Band Hero"); however,...

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