Corporate & Securities Law

Two Princes and One King Involved in Breach of Contract Suits

Posted on November 18, 2008
First, as reported in eflux Media here, Revelations Perfume and Cosmetics is suing the artist formerly known as the artist formerly known as "Prince" (now, just Prince again -- pictured), as well as his music publisher, Universal. The perfume company...

business Associations Limerick of the Week: Auerbach v. Bennnett

Posted on November 18, 2008
Our last Business Associations Limerick introduced the concept of demand in shareholder litigation. We now move on to the next option for boards seeking to stave off shareholder derivative litigation. If demand might well be excused as futile (which, interestingly...

DC Law Firm Sues the D.C. Government

Posted on November 17, 2008
BLT reports that Crowell and Moring LLP has filed a suit agaisnt the District of Columbia seeking unpaid legal fees in excess of $300,000. According to the complaint, C&M represented the DC Public Schools from 2001 through March 2006. Despite...

contracts Limerick of the Week: Hoffman v. Red Owl Stores

Posted on November 17, 2008
Hoffman v. Red Owl Stores is the classic case for illustrating the grounds for liability in cases of pre-contractual reliance. Generations of students have been drawn to the drama of Mr. Hoffman's heroic efforts. He started a grocery store in...

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Now in Print

Posted on November 14, 2008
- Albert Choi and George Triantis, Completing Contracts in the Shadow of Costly Verification, 37 J. Legal Stud. 503 (2008). - Jonathan Riley, Embracing the Principle of Growth: A Call for an Expansion of the Doctrine of Fortuitous Event in...

David Defeats Goliath in the Fourth Circuit

Posted on November 13, 2008
As WSAZ.com reports, Sam Juniper, a West Virginia man, sued his former employer to enforce the employer's promise that his medical benefits would not change after he retired in 2000. In 2002, he received a $40 invoice relating to some...

Keith Olbermann Contract

Posted on November 12, 2008
Remember the Simpsons episode in which Homer invests in pumpkin futures and blithely predicts that the sky's the limit as the calendar moves into November? Well, no matter. Fresh from a huge spike in ratings for Keith Olbermann's show "Countdown...

Business Associations Limerick of the Week: Grimes v. Donald

Posted on November 11, 2008
Grimes v. Donald always makes me think of Nietzsche's Unzeitgemaesse Betrachtungen, cleverly translated as "Thoughts out of Season." Grimes brought a shareholder derivative suit challenging an executive compensation scheme that permitted the CEO (Donald) to declare himself "constructively terminated" if...

Posner on the "Mercury-Like Slipperiness of Indiana Law"

Posted on November 10, 2008
It is good see Judge Posner in such good form. His recent opinion in Classic Cheesecake Co., Inc. v. JP Morgan Chase Bank made me laugh out loud. [Note to self: avoid reading Posner during the sermon!] The facts of...

Contracts Limerick of the Week: Carroll v. Beardon

Posted on November 10, 2008
Carroll is a great public policy case. It involves the sale of a brothel in Montana. The purchase price was in the neighborhood of $50,000, even though the property itself was worth only $6000. Moreover the mortgage was to be...

Now in Print

Posted on November 06, 2008
- Michael J. Kelly, Recognizing the Breadth of Non-assignable Contracts in Bankruptcy: Enforcement of Nonbankruptcy Law as Bankruptcy Policy, 16 Am. Bankr. Inst. L. Rev. 321 (2008). - Florencia Marotta-Wurgler, Competition and the Quality of Standard Form Contract: The Case...

We're Number 30!!!

Posted on November 06, 2008
According to this post on TaxProf Blog, the ContractsProf Blog is ranked 30th among blogs edited by law professors. For some reason, while we are ranked 30th on visitors, we are unranked on page views despite the fact that we...

Prop 8 Passes in California, Raises Contract Issues

Posted on November 05, 2008
Proposition 8, which bans same-sex marriage, was passed by voters in California. Assume the following facts, which probably are not too far fetched: After the California Supreme Court decision allowing same-sex marriage, a same-sex couple in California books a banquet...

On Presidents, Puppies & Promises

Posted on November 05, 2008
This blog is, at least nominally, about contracts. The Restatement (Second) of Contracts § 1 defines a contract as "a promise or set of promises for the breach of which the law gives a remedy, or the performance of which...

Prank Call Costs English Broadcaster His Contract

Posted on November 05, 2008
Andrew Sachs (pictured) is a 78-year-old English actor and comedian. I'm not familiar with his complete body of work, but I would be surprised if he ever surpassed his performances as Manuel, the Spanish waiter, bellboy and foil to John...

Election Day 2008

Posted on November 04, 2008
Just in case your daily routine involves reading this blog but does not involve noticing what day it is, we provide this public service reminder. Today is election day in the United States. Don't forget to vote!! [Jeremy Telman]

Business Associations Limerick of the Week: In re Wheelabrator Technologies, Inc.

Posted on November 04, 2008
This case is a bit a dud, but it presents a lot of law in very little space, at least in the edited version provided in the Klein, Ramseyer & Bainbridge casebook that I use, so I continue to like...

Contracts Limerick of the Week: Battle of the Forms

Posted on November 03, 2008
At some point, the various battle of the forms cases all run together. Merchants exchange form price quotations, purchase orders, confirmations or invoices and then the courts perform the requisite 2-207 dance. It's fun to run the cases through the...

Brown on Halloween, Promises & Signed Documents

Posted on October 31, 2008
Halloween time always reminds me of the Peanuts Special, It's The Great Pumpkin Charlie Brown. Of course, my thoughts turn to two wise philosophers, admirable contract scholars and lovable losers: Charlie Brown and Linus. For example, in light of the...

An Update on the Google Book Scanning Project

Posted on October 29, 2008
Back in 2005 (time does fly when you're blogging), we mentioned Google's plans to scan basically all the books in the world and make them available on the Internet. Publishers and authors were outraged by the project. The Chronicle of...

New Recruiting Tool: Sue Students Who Don't Attend Classes

Posted on October 29, 2008
Cincinnatti.com reports that the University of Cincinnati is seeking to recover $6300 from Angela Caliguri. Ms. Caliguri claims that she went onto UC's website to look at its course offerings in 2004. She then compared those course offerings to those...

At Last, A Soft-Drink Company that Keeps Its Word

Posted on October 28, 2008
Okay, first a little background. There is a group of musicians that calls itself Guns N' Roses. The band is quite popular, but it has not released a studio recording since 1991. Recently, Guns N' Roses announced that it would...

Business Associations Limerick of the Week: In re eBay

Posted on October 28, 2008
This is a pretty simple case about usurpation of a corporate opportunity. Investment bankers approached eBay's principals with offers of shares in companies to be distributed in public offerings that the banks were underwriting. In return, the investment banks hoped...

Now in Print

Posted on October 27, 2008
- Wayne Barnes, The Objective Theory of Contracts, 76 U. Cin. L. Rev. 1119 (2008). - Daniel B. Bogart, Good Faith and Fair Dealing in Commercial Leasing: The Right Doctrine in the Wrong Transaction, 41 J. Marshall L. Rev. 275...

Marvin v. Marvin Updated: The Tim Burton Case

Posted on October 27, 2008
Since we have just posted a Limerick commemorating the most celebrated of palimony cases, Marvin v. Marvin, it is worthy of note that, as MSNBC reports, Los Angeles Superior Court Judge Teresa Sanchez-Gordon issued an order on September 16th of...

Contracts Limerick of the Week: Marvin v. Marvin

Posted on October 27, 2008
Marvin v. Marvin provides for wonderful opportunities to discuss social issues relating to promises made in the context of marriages and other forms of cohabitation. Lee Marvin and Michelle Triola Marvin lived together for six years. At the start of....

Creep Bliss in Seattle

Posted on October 23, 2008
Emeritus Professor David Slawson (pictured) of USC's Gould School of Law, provides this link from the Seattle Times, as well as the following summary: A firm based in New York State sells credit-card machine leases to merchants, using supposedly independent...

Chapman, Alabama, 1925

Posted on October 22, 2008
Some time ago we noted here that when Joe Webb of Webb. v. McGowin fame was working at the W.T. Smith Lumber Company back in the 1920s, one of his co-workers was Alonzo Huble "Lon" Williams, driver of the train...

Can two people "cohabit" without. . . "doing it"?

Posted on October 22, 2008
A majority of the New York Court of Appeals held yesterday that the word "cohabitation" was ambiguous as used in a separation agreement -- namely, because it is unclear whether two people must engage in sexual relations to be cohabiting...

Robin Williams v. Frank & Beans: A Couple of Dicks

Posted on October 22, 2008
E! Online reports that Robin Williams is suing a production company by the name of Frank & Beans for $6 million. E! also provides the complaint, which alleges causes of action for breach of contract and promissory estoppel here. According...

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