Open Access. Powered by Scholars. Published by Universities.®
Articles 1 - 4 of 4
Full-Text Articles in Law
Incomplete Contracts In A Complete Contract World, Kimberly D. Krawiec, Scott Baker
Incomplete Contracts In A Complete Contract World, Kimberly D. Krawiec, Scott Baker
Faculty Scholarship
This paper considers the role that contract doctrine should play in facilitating optimal investment in contractual relationships. All contracts are incomplete in the sense that they do not specify the optimal actions for the buyer and seller in every future contingency. This incompleteness can lead to both under and over-investment in resources specifically targeted to the needs of the other contracting party. To solve these investment problems, economists and legal scholars have looked to complicated contractual solutions and the ownership of assets. This Article offers another solution: contract doctrine. Specifically, we propose a contractual default rule applicable to all contract …
Crossing Judge Parker’S Luten Bridge: Partisan Politics, Economic Visions, And Government Reform In Retrospect And Prospect, Peter G. Fish
Crossing Judge Parker’S Luten Bridge: Partisan Politics, Economic Visions, And Government Reform In Retrospect And Prospect, Peter G. Fish
Faculty Scholarship
Commentary on, Barak D. Richman, Jordi Weinstock & jason Mehta, A Bridge, a Tax Revolt, and the Struggle to Industrialize: The Story and Legacy of 'Rockingham County v. Luten Bridge Co.', 84 North Carolina Law Review 1841-1912 (2006)
Public Symbol In Private Contract: A Case Study, Mitu Gulati, Anna Gelpern
Public Symbol In Private Contract: A Case Study, Mitu Gulati, Anna Gelpern
Faculty Scholarship
This Article revisits a recent shift in standard form sovereign bond contracts to promote collective action among creditors. Major press outlets welcomed the shift as a milestone in fighting financial crises that threatened the global economy. Officials said it was a triumph of market forces. We turned to it for insights into contract change and crisis management. This article is based on our work in the sovereign debt community, including over 100 interviews with investors, lawyers, economists, and government officials. Despite the publicity surrounding contract reform, in private few participants described the substantive change as an effective response to financial …
Contract As Statute, Mitu Gulati, Stephen J. Choi
Contract As Statute, Mitu Gulati, Stephen J. Choi
Faculty Scholarship
Formalists contend that courts should apply strict textual analysis in interpreting contracts between sophisticated commercial parties. Sophisticated parties have the expertise and means to record their intentions in writing, reducing the litigation and uncertainty costs surrounding incomplete contracts. Moreover, to the extent courts misinterpret contracts, sophisticated parties may simply rewrite their contracts to clarify their true intent. We argue that the formalist approach imposes large costs on even sophisticated parties in the context of boilerplate contracts. Where courts make errors in interpreting boilerplate terms, parties face large collective action problems in rewriting existing boilerplate provisions. Any single party that attempts …