Law Commons^™

Non-Compete Legislation Is Getting Worse With Latest Revisions, Nathan B. Oman

Nathan B. Oman

No abstract provided.

Regulation Of Franchisor Opportunism And Production Of The Institutional Framework: Federal Monopoly Or Competition Between The States?, Alan J. Meese

Alan J. Meese

Most scholars would agree that a merger between General Motors and Ford should not be judged solely by Delaware corporate law, even if both firms are incorporated in Delaware. Leaving the standards governing such mergers to state law would assuredly produce a race to the bottom that would result in unduly permissive treatment of such transactions. Similarly, if the two firms agreed to divide markets, most would agree that some regulatory authority other than Michigan or Delaware should have the final word on the agreement. Thus, in order to forestall monopoly or its equivalent, the national government must itself exercise …

Assorted Anti-Leegin Canards: Why Resistance Is Misguided And Futile, Alan J. Meese

Alan J. Meese

In Leegin Creative Leather Products, Inc. v. PSKS, Inc., 551 U.S. 877 (2007), the Supreme Court reversed Dr. Miles Medical Co. v. John D. Park & Sons Co., 220 U.S. 373 (1911), which had banned minimum resale price maintenance (“minimum RPM”) as unlawful per se. For many, Leegin was a straightforward exercise of the Court’s long-recognized authority, implied by the Sherman Act’s rule of reason, to adjust antitrust doctrine in light of new economic learning. In particular, Leegin invoked the teachings of transaction cost economics (“TCE”), which holds that many non-standard agreements, including minimum RPM, are voluntary mechanisms …

White Collar Crime: A Legal Overview, Paul Marcus

Paul Marcus

No abstract provided.

Crowdfunding Without The Crowd, Darian M. Ibrahim

Darian M. Ibrahim

The final crowdfunding rules took three years for the Securites and Exchange Commission to pass, but crowdfunding—the offering of securities over the Internet—is now a reality. But now that crowdfunding is legal, will it be successful? Will crowdfunding be a regular means by which new companies raise money, or will it be relegated to a wasteland of the worst startups and foolish investors? This Article argues that crowdfunding has a greater chance of success if regulators abandon the idea that the practice does (and should) employ “crowd-based wisdom.” Instead, I argue that crowdfunding needs intermediation by experts that mirrors the …

Is It Time For The Restatement Of Contracts, Fourth?, Peter A. Alces, Christopher Byrne

Christopher Byrne

No abstract provided.

They Can Do What!? Limitations On The Use Of Change-Of-Terms Clauses, Peter A. Alces, Michael M. Greenfield

Peter A. Alces

No abstract provided.

The Confluence Of Bulk Transfer And Fraudulent Disposition Law, Peter A. Alces

Peter A. Alces

No abstract provided.

Roll Over, Llewellyn?, Peter A. Alces

Peter A. Alces

No abstract provided.

Reinventing The Wheel, Marion W. Benfield Jr., Peter A. Alces

Peter A. Alces

No abstract provided.

Surreptitious And Not-So-Surreptitious Adjustment Of The U.C.C.: An Introductory Essay, Peter A. Alces

Peter A. Alces

No abstract provided.

Reconsidering Consideration In The Restatement (Third) Of Suretyship, Peter A. Alces

Peter A. Alces

No abstract provided.

Is It Time For The Restatement Of Contracts, Fourth?, Peter A. Alces, Christopher Byrne

Peter A. Alces

No abstract provided.

On The Ucc Revision Process: A Reply To Dean Scott, Peter A. Alces, David Frisch

Peter A. Alces

No abstract provided.

Generic Fraud And The Uniform Fraudulent Transfer Act, Peter A. Alces

Peter A. Alces

No abstract provided.

Introduction To The Revision Of Article 2 Of The Uniform Commercial Code Symposium, Peter A. Alces

Peter A. Alces

No abstract provided.

Fraud Bases Of Bulk Transferee Liability, Peter A. Alces

Peter A. Alces

No abstract provided.

Clearer Conceptions Of Insider Preferences, Peter A. Alces

Peter A. Alces

No abstract provided.

Commercial Codification As Negotiation, Peter A. Alces, David Frisch

Peter A. Alces

No abstract provided.

Commenting On "Purpose" In The Uniform Commercial Code, Peter A. Alces, David Frisch

Peter A. Alces

No abstract provided.

A Critical Analysis Of The New Uniform Fraudulent Transfer Act, Peter A. Alces, Luther M. Dorr

Peter A. Alces

No abstract provided.

An Agenda For Reform Of The Article 9 Filing System, Peter A. Alces, Robert M. Lloyd

Peter A. Alces

No abstract provided.

An Essay On Independence, Interdependence, And The Suretyship Principle, Peter A. Alces

Peter A. Alces

In this article, Professor Peter A. Alces investigates the tension that exists between the independent and interdependent nature of contractual relations arising in suretyship agreements and letter of credit transactions. This discussion is particularly timely as the American Law Institute is currently revising both the Restatement of the Law of Suretyship and Article 5 of the Uniform Commercial Code, "Letters of Credit." This article discerns a basic incongruity between the two revisions' treatment of interrelated multiple party rights and discusses the consequences that this incongruity can be expected to have upon commercial transactions.

Abolish The Article 9 Filing System, Peter A. Alces

Peter A. Alces

No abstract provided.

The Unconscionability Game: Strategic Judging And The Development Of Federal Arbitration Law, Aaron-Andrew P. Bruhl

Aaron-Andrew P. Bruhl

This Article uses recent developments in the enforcement of arbitration agreements to illustrate one way in which strategic dynamics can drive doctrinal change. In a fairly short period of time, arbitration has grown from a method of resolving disputes between sophisticated business entities into a phenomenon that pervades the contemporary economy. The United States Supreme Court has encouraged this transformation through expansive interpretations of the Federal Arbitration Act. But not all courts have embraced arbitration so fervently, and therefore case law in this area is marked by tension and conflict. The thesis of this Article is that we can better …

Allocating Power Between Courts And Arbitrators - And Why Scholars Of Federal Courts Should Care, Aaron-Andrew P. Bruhl

Aaron-Andrew P. Bruhl

No abstract provided.

The Constitution's Forgotten Cover Letter: An Essay On The New Federalism And The Original Understanding, Daniel A. Farber

Daniel A Farber

At the end of the summer of 1787, the Philadelphia Convention issued two documents. One was the Constitution itself. The other document, now almost forgotten even by constitutional historians, was an official letter to Congress, signed by George Washington on behalf of the Convention. Congress responded with a resolution that the Constitution and "letter accompanying the same" be sent to the state legislatures for submission to conventions in each state.

The Washington letter lacks the detail and depth of some other evidence of original intent. Being a cover letter, it was designed only to introduce the accompanying document rather than …

Mistake In Contract Law, Melvin A. Eisenberg

Melvin A. Eisenberg

Develops the legal rules that should govern mistake in contract law on a functional basis. Types of mistake that are relevant in contract law on the basis of their character; Reasons of efficiency and morality that apply to cases in which a non-mistaken party knew or had reason to know that a payment was mistakenly made; Distinction between mistaken factual assumptions and evaluative mistakes.

Commercial Law Information Resources, Adeen Postar

Adeen Postar

No abstract provided.

Money Norms, Julia Y. Lee

Julia Lee

Money norms present a fundamental contradiction. Norms embody the social sphere, a system of internalized values, unwritten rules, and shared expectations that informally govern human behavior. Money, on the other hand, evokes the economic sphere of markets, prices, and incentives. Existing legal scholarship keeps the two spheres distinct. Money is assumed to operate as a medium of exchange or as a tool for altering the payoffs of different actions. When used to make good behavior less costly and undesirable behavior more costly, money functions to incentivize, sanction, and deter. Although a rich literature on the expressive function of law exists, …