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A Crib Sheet For Contracts Profs, Victor P. Goldberg
A Crib Sheet For Contracts Profs, Victor P. Goldberg
Faculty Scholarship
Over the last two decades I have been digging into the facts on a number of contracts cases, many of them featured in casebooks. I have collected the material in two books; one appeared in 2006 and the other is hot off the presses. This brief paper provides a roadmap for professors who might want more depth on the cases than is provided in the decisions or the casebooks. A recurring theme in the two books is that parties designing their contractual relationships must deal with change. This shows up in the manner in which they price the option to …
Ex Ante Choice Of Jury Waiver Clauses In Mergers, Darius Palia, Robert E. Scott
Ex Ante Choice Of Jury Waiver Clauses In Mergers, Darius Palia, Robert E. Scott
Faculty Scholarship
This paper examines empirically why sophisticated parties in some merger and acquisition deals choose to waive their right to jury trials and some do not. We examine merger agreements for a large sample of 276 deals for the 11-year period 2001 to 2011. We exclude private company deals and those where the choice of forum and law is Delaware. First, we find that 48.2% of the deals have jury waiver clauses. Second, we find that deals in which New York is chosen as the governing law and forum state are more likely to include a jury waiver clause. No other …