Open Access. Powered by Scholars. Published by Universities.®

Contracts Commons

Open Access. Powered by Scholars. Published by Universities.®

4930 Full-Text Articles 2705 Authors 2687450 Downloads 111 Institutions

All Articles in Contracts

Faceted Search

4930 full-text articles. Page 1 of 112.

Lewis V. Clarke, Summer L. Carmack 2017 Alexander Blewett III School of Law at the University of Montana

Lewis V. Clarke, Summer L. Carmack

Public Land and Resources Law Review

One manner in which Indian tribes exercise their inherent sovereignty is by asserting sovereign immunity. In Lewis v. Clarke, the Court decided that the sovereign immunity extended to instrumentalities of tribes did not further extend to tribal employees acting within the scope of their employment. The Court acknowledged the concerns of the lower court, namely, the possibility of setting a precedent allowing future plaintiffs to sidestep a tribe’s sovereign immunity by suing a tribal employee in his individual capacity. However, the Supreme Court ultimately felt that the immunity of tribal employees should not exceed the immunity extended to state ...


Cuando Otros Deciden Por Ti: La Eficiencia En La Intervención Judicial De Los Contratos Civiles, Diego Angulo Osorio 2017 ALACDE

Cuando Otros Deciden Por Ti: La Eficiencia En La Intervención Judicial De Los Contratos Civiles, Diego Angulo Osorio

The Latin American and Iberian Journal of Law and Economics

When the supply crosses with the acceptance of the contract, it is an optimal situation because the resources available, in theory, have been assigned efficiently and have been allocated to more valuable uses. However, this optimistic situation will not last forever; over time, it almost always affects the economic balance of the contract. The benefit or consideration becomes more valuable in comparison with the other, becoming too costly to comply with the contract, because the cost-benefit ratio was broken. How can the contractual balance be restored? Two paths are considered. On the one hand, judicialization, on the other renegotiation under ...


Amending Corporate Charters And Bylaws, Albert H. Choi, Geeyoung Min 2017 University of Pennsylvania Law School

Amending Corporate Charters And Bylaws, Albert H. Choi, Geeyoung Min

Faculty Scholarship

Recently, courts have embraced the contractarian theory that corporate charters and bylaws constitute a “contract” between the shareholders and the corporation and have been more willing to uphold bylaws unilaterally adopted by the directors. This paper examines the contractarian theory by drawing a parallel between amending charters and bylaws, on the one hand, and amending contracts, on the other. In particular, the paper compares the right to unilaterally amend corporate bylaws with the right to unilaterally modify contract terms, and highlights how contract law imposes various limitations on the modifying party’s discretion. More generally, when the relationship of contracting ...


Sovereign Debt And Moral Hazard: The Role Of Collective Action And Contractual Ambiguity, Marcel Kahan, Shmuel Leshem 2017 New York University School of Law

Sovereign Debt And Moral Hazard: The Role Of Collective Action And Contractual Ambiguity, Marcel Kahan, Shmuel Leshem

New York University Public Law and Legal Theory Working Papers

The ambiguous phrasing of pari passu (equal treatment) clauses in sovereign debt contracts has long ba ed commentators. We show that in the presence of asymmetric information on a sovereign borrower’s ability to pay, an ambiguous pari passu clause gives rise to a collective action problem among creditors that can reduce sovereign moral hazard. By varying the clause ambiguity, parties can induce an (ex ante) optimal probability of costly renegotiation breakdown resulting from creditors’failure to coordinate. As information asymmetry decreases, a pari passu clause becomes a coarser instrument for configuring creditors’incentives and thereby resolving moral hazard.


Forum-Selection Provisions In Corporate “Contracts”, Marcel Kahan, Helen Hershkoff 2017 New York University School of Law

Forum-Selection Provisions In Corporate “Contracts”, Marcel Kahan, Helen Hershkoff

New York University Law and Economics Working Papers

We consider the emergent practice of including clauses in corporate certificates of incorporation or bylaws that specify an exclusive legal forum for lawsuits. According to their proponents and most courts that have considered the question, such forum-terms are, and should be, enforceable as contractual choice-of-forum provisions. We argue that treating corporate charter and bylaw forum-terms as a matter of ordinary contact doctrine is neither logical nor justified. Because charters and bylaws involve the state in ways that are at odds with private-ordering principles and because they entail only a limited form of “consent,” an analysis of enforceability must account for ...


Relational Contracts Of Adhesion, David A. Hoffman 2017 University of Pennsylvania Law School

Relational Contracts Of Adhesion, David A. Hoffman

Faculty Scholarship

Not all digital fine print exculpates liability: some exhorts users to perform before the consumer relationship has soured. We promise to choose strong passwords (and hold them private); to behave civilly on social networks; to refrain from streaming shows and sports; and to avoid reverse-engineering code (or, worse, deploying deadly bots). In short: consumers are apparently regulated by digital fine print, though it’s universally assumed we don’t read it, and even if we did, we’ll never be sued for failing to perform.

On reflection, this ordinary phenomenon is perplexing. Why would firms persist in deploying uncommunicative behavioral ...


Hefetz V. Beavor, 133 Nev. Adv. Op. 46 (July 6, 2017), Julia Barker 2017 University of Nevada, Las Vegas -- William S. Boyd School of Law

Hefetz V. Beavor, 133 Nev. Adv. Op. 46 (July 6, 2017), Julia Barker

Nevada Supreme Court Summaries

The Court determined that parties must timely assert the one-action rule as an affirmative defense in their response pleadings. If not, it is waived. As such, the District Court erred when it granted Respondent Beavor’s motion to dismiss pursuant to the one-action rule because he failed to raise that defense in a timely manner.


In Defense Of The Long Privacy Statement, Mike Hintze 2017 University of Maryland Francis King Carey School of Law

In Defense Of The Long Privacy Statement, Mike Hintze

Maryland Law Review

No abstract provided.


Does The Endowment Effect Prevail When Traders Act Strategically?, Stephan Tontrup 2017 NYU School of Law

Does The Endowment Effect Prevail When Traders Act Strategically?, Stephan Tontrup

New York University Law and Economics Working Papers

Trading is more than a personal valuation of own property. Traders try to anticipate the WTP potential buyers have for the good they want to sell. They do not focus on the value the entitlement has for them, their personal valuation is only a reservation price.

The law analyzes the Endowment Effect because it wants to protect gains from trade; most economic and psychological Endowment Effect studies by contrast are concerned with a dif-ferent question: They test theories of preference formation; unlike in trading behavior they focus the participants on their entitlement to demonstrate that valuation depends on owner-ship and ...


The Master's Tools: Tribal Sovereignty And Tribal Self-Governance Contracting/Compacting, Danielle Delaney 2017 University of Wisconsin-Madison

The Master's Tools: Tribal Sovereignty And Tribal Self-Governance Contracting/Compacting, Danielle Delaney

American Indian Law Journal

No abstract provided.


A Critical Assessment Of The Empiricism In The Restatement Of Consumer Contract Law, Gregory Klass 2017 Georgetown University Law Center

A Critical Assessment Of The Empiricism In The Restatement Of Consumer Contract Law, Gregory Klass

Georgetown Law Faculty Publications and Other Works

The draft Restatement of the Law of Consumer Contracts includes six quantitative studies of judicial decisions, each used to support a rule or comment.

This article examines the draft’s study of privacy-policy decisions, which the draft relies on for a comment stating that business privacy policies are generally treated as contract terms. This article finds that the data for the privacy-policy study provide only limited support for their proposed comment, and much less than the draft suggests. Whereas the Reporters find forty cases in their dataset reaching a holding on the question, this study finds only fifteen. And whereas ...


Washoe Cty. Sch. Dist. V. White, 133 Nev. Adv. Op. 43 (June 29, 2017), Margarita Elias 2017 Nevada Law Journal

Washoe Cty. Sch. Dist. V. White, 133 Nev. Adv. Op. 43 (June 29, 2017), Margarita Elias

Nevada Supreme Court Summaries

Kara White (“White”) was terminated from her role as elementary school principal after the school district’s decision to terminate her was affirmed in an arbitration hearing. White filed a motion to vacate the award in district court. The district court granted White’s motion, holding that (1) the arbitrator exceeded his authority, (2) the arbitrator manifestly disregarded NRS 391.3116, and (3) the award was arbitrary and capricious. The school district appealed to the Supreme Court of Nevada, which reversed the district court’s ruling.


Morris Hardwick Schneider Llc Et Al. Order On Plaintiff Landcastle Title, Llc's Motion For Summary Judgment On Defendant's Counterclaim, Melvin K. Westmoreland 2017 Fulton County Superior Court Judge

Morris Hardwick Schneider Llc Et Al. Order On Plaintiff Landcastle Title, Llc's Motion For Summary Judgment On Defendant's Counterclaim, Melvin K. Westmoreland

Georgia Business Court Opinions

No abstract provided.


The Need For Strict Morality Clauses In Endorsement Contracts, Caysee Kamenetsky 2017 Elisabeth Haub School of Law at Pace University

The Need For Strict Morality Clauses In Endorsement Contracts, Caysee Kamenetsky

Pace Intellectual Property, Sports & Entertainment Law Forum

The increasing significance of morality clauses seems to directly correlate with the increase of social media platforms and avenues to live-stream events, including but not limited to Facebook, Snapchat, Instagram, and Twitter. News of an athlete’s behavior can go viral in a matter of seconds. This leads company brands to seek broader terms in their morality clauses to allow them to disassociate themselves from the athlete. However, this is not always fair to the athlete, who might not have any idea that their personal-life choices could lead to the end of an endorsement contract.


Decomposing Bhasin V Hrynew: Toward An Institutional Understanding Of The General Organizing Principle Of Good Faith In Contractual Performance, daniele bertolini 2017 Ryerson University

Decomposing Bhasin V Hrynew: Toward An Institutional Understanding Of The General Organizing Principle Of Good Faith In Contractual Performance, Daniele Bertolini

daniele bertolini

In Bhasin v Hrynew, the Supreme Court of Canada recognized good faith in contractual performance to be a general organizing principleof the common law of contract. The true impact of Bhasin on the future development of the Canadian contract law remains the subject of considerable debate among legal scholars and practitioners. This article explores Bhasins evolutionary impact on the Canadian common law of contract, by providing an institutional understanding of the general organizing principle of good faith in contractual performance. It is contended that Bhasins contribution to the common law of contract is institutional rather than substantive ...


“An Ingenious Man Enabled By Contract”: Entrepreneurship And The Rise Of Contract, Catherine Fisk 2017 Duke Law School

“An Ingenious Man Enabled By Contract”: Entrepreneurship And The Rise Of Contract, Catherine Fisk

Catherine Fisk

A legal ideology emerged in the 1870s that celebrated contract as the body of law with the particular purpose of facilitating the formation of productive exchanges that would enrich the parties to the contract and, therefore, society as a whole. Across the spectrum of intellectual property, courts used the legal fiction of implied contract, and a version of it particularly emphasizing liberty of contract, to shift control of workplace knowledge from skilled employees to firms while suggesting that the emergence of hierarchical control and loss of entrepreneurial opportunity for creative workers was consistent with the free labor ideology that dominated ...


Forty-Eight States Are Probably Not Wrong: An Argument For Modernizing Georgia’S Legal Malpractice Statute Of Limitations, Ben Rosichan 2017 Georgia State University College of Law

Forty-Eight States Are Probably Not Wrong: An Argument For Modernizing Georgia’S Legal Malpractice Statute Of Limitations, Ben Rosichan

Georgia State University Law Review

The legal profession is largely self-regulated, and each state has a bar association charged with creating and enforcing basic standards of professionalism and competence for attorneys. Unfortunately, attorneys do not always adhere to these standards. In Georgia, the State Bar can address attorney misconduct through remedial measures up to and including disbarment. The State Bar cannot, however, compensate wronged clients through monetary damages.Thus, some wronged clients must resort to a lawsuit for legal malpractice where a financial recovery is necessary to make the client whole again.

The statute of limitations for legal malpractice claims should not be so restrictive ...


Obarski Order On Defendant Elizabeth Elting's Motion To Dismiss For Lack Of Personal Jurisdiction, Melvin K. Westmoreland 2017 Superior Court Fulton County Judge

Obarski Order On Defendant Elizabeth Elting's Motion To Dismiss For Lack Of Personal Jurisdiction, Melvin K. Westmoreland

Georgia Business Court Opinions

No abstract provided.


In Re Endochoice Holdings, Inc. Order On Motions To Dismiss, Elizabeth E. Long 2017 Superior Court of Fulton County, Judge

In Re Endochoice Holdings, Inc. Order On Motions To Dismiss, Elizabeth E. Long

Georgia Business Court Opinions

No abstract provided.


The Legality Of Class Action Waivers In Employment Contracts, Benjamin M. Redgrave 2017 Notre Dame Law School

The Legality Of Class Action Waivers In Employment Contracts, Benjamin M. Redgrave

Notre Dame Law Review

This Note attempts to bring clarity to the questionable legality of class action waivers in employment contracts by examining the two competing statutes at issue—the National Labor Relations Act (NLRA) and the Federal Arbitration Act (FAA)—the Supreme Court’s cases on the issue, and the arguments for and against such waivers advanced by the Second, Fifth, Seventh, Eighth, and Ninth Circuits, which have all directly addressed the question. After providing an overview of these two statutes, the agency that administers the NLRA, and the evolution of the Supreme Court’s jurisprudence on the topic, this Note discusses the ...


Digital Commons powered by bepress