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Full-Text Articles in Law
The Internet Of Bodies, Andrea M. Matwyshyn
The Internet Of Bodies, Andrea M. Matwyshyn
William & Mary Law Review
This Article introduces the ongoing progression of the Internet of Things (IoT) into the Internet of Bodies (IoB)—a network of human bodies whose integrity and functionality rely at least in part on the Internet and related technologies, such as artificial intelligence. IoB devices will evidence the same categories of legacy security flaws that have plagued IoT devices. However, unlike most IoT, IoB technologies will directly, physically harm human bodies—a set of harms courts, legislators, and regulators will deem worthy of legal redress. As such, IoB will herald the arrival of (some forms of) corporate software liability and a new legal …
Interpreting Organizational "Contracts" And The Private Ordering Of Public Company Governance, Megan Wischmeier Shaner
Interpreting Organizational "Contracts" And The Private Ordering Of Public Company Governance, Megan Wischmeier Shaner
William & Mary Law Review
Corporate law is undergoing an explosion of governance by private ordering. With increasing frequency and creativity, the charter and bylaws of public corporations are being used as tools for restructuring key aspects of corporate governance. The current focus of parties, courts, and scholars has been on the facial validity of these efforts. In light of courts’ willingness to uphold corporate governance contracting, legal battles will morph from validity challenges to interpretation disputes. Yet interpretation principles are a topic to which corporate scholars have devoted limited attention. With interpretation poised to take on an influential role in shaping corporate law and …
Legal Ignorance And Information-Forcing Rules, J. H. Verkerke
Legal Ignorance And Information-Forcing Rules, J. H. Verkerke
William & Mary Law Review
People are often ignorant about the legal rules that govern the most common transactions in their lives. This Article analyzes one common regulatory response to our widespread legal ignorance. A surprisingly broad range of legal rules have the ostensible purpose of inducing sophisticated parties to draft express contract language that will inform their contractual partners about the legal rules governing a particular transaction. However, this “legal-informationforcing” objective often remains unrealized because people routinely sign contracts without reading and understanding their terms. In theory, courts could design information-forcing rules that would be truly informative. But recognizing the potential futility of attempts …
Ex Tempore Contracting, Andrew Verstein
Ex Tempore Contracting, Andrew Verstein
William & Mary Law Review
This Article argues that a cornerstone assumption of contemporary contracts scholarship is misleading and limited. Leading academic commentary explicitly assumes that contractual responsibilities are determined in the following way: parties determine many of their duties ex ante, by specifying terms at the time of contract formation, and leave the rest of the terms vague, for a court to specify ex post if any should prove important. This ex ante / ex post dichotomy is the guiding framework in attempts to understand contract design and interpretation. For example, parties use terms like “merchantable” quality when the cost of being more specific …
Nonmarket Values In Family Businesses, Benjamin Means
Nonmarket Values In Family Businesses, Benjamin Means
William & Mary Law Review
Despite the economic importance of family businesses, legal scholarship has often overlooked their distinctive character. Instead, scholars focus on the chosen form of business organization— partnership, corporation, LLC—and assume that the participants are economically rational actors who seek to maximize their individual preferences. This Article contends that family businesses are extensions of family relationships and that nonmarket values affect their goals and governance choices.
Just as family law scholars have shown that contract principles can be applied to regulate intimate relationships, corporate law scholars should recognize that the intimacy of family life often substitutes for arm’s length bargaining in family …
Contracting For Procedure, Kevin E. Davis, Helen Hershkoff
Contracting For Procedure, Kevin E. Davis, Helen Hershkoff
William & Mary Law Review
Judicial decisions of public courts increasingly are based on “contract procedure,” private rules of procedure that the parties draft and assent to before a dispute even has arisen. These rules govern such matters as the forum in which the proceeding will be conducted, whether a jury will be involved in adjudicating the dispute, the scope of rights of discovery, and rules of evidence. The practice deserves greater attention and should raise more profound concerns than the academic literature currently suggests. We argue that contract procedure operates as a form of privatization that effectively outsources government functions to private contracting parties. …
Standardization Of Standard-Form Contracts: Competition And Contract Implications, Mark R. Patterson
Standardization Of Standard-Form Contracts: Competition And Contract Implications, Mark R. Patterson
William & Mary Law Review
Standard-form contracts are a common feature of commercial relationships because they offer the advantage of lower transaction costs. This advantage of standard contracts is increased when there is a second layer of standardization under which multiple firms agree on a standard contract. Trade associations and similar entities often effect standardization of this kind through collective agreement on a standard contract, sometimes under the aegis of state actors. Multifirm contract standardization can provide not only the usual transaction-cost advantages of standard-form contracts, but also increased competition among firms, because a standard contract makes comparison among firms’ offerings easier. But standardization among …
Introductory Remarks: Contract Law And Morality, Nathan B. Oman
Introductory Remarks: Contract Law And Morality, Nathan B. Oman
William & Mary Law Review
No abstract provided.
Morality And Contract: The Question Of Paternalism, James Gordley
Morality And Contract: The Question Of Paternalism, James Gordley
William & Mary Law Review
No abstract provided.
Legal Determinacy And Moral Justification , Jody S. Kraus
Legal Determinacy And Moral Justification , Jody S. Kraus
William & Mary Law Review
No abstract provided.
The Moral Impossibility Of Contract, Peter A. Alces
The Moral Impossibility Of Contract, Peter A. Alces
William & Mary Law Review
No abstract provided.
Appraising A Presumption: A Modern Look At The Doctrine Of Specific Performance In Real Estate Contracts, Jason S. Kirwan
Appraising A Presumption: A Modern Look At The Doctrine Of Specific Performance In Real Estate Contracts, Jason S. Kirwan
William & Mary Law Review
No abstract provided.
Leveling The Playing Field: Applying The Doctrines Of Unconscionability And Condition Precedent To Effectuate Student-Athlete Intent Under The National Letter Of Intent, Michael J. Riella
Leveling The Playing Field: Applying The Doctrines Of Unconscionability And Condition Precedent To Effectuate Student-Athlete Intent Under The National Letter Of Intent, Michael J. Riella
William & Mary Law Review
No abstract provided.
Promises And Paternalism, E. Allan Farnsworth
Promises And Paternalism, E. Allan Farnsworth
William & Mary Law Review
No abstract provided.
Of Textualism, Party Autonomy, And Good Faith, Michael P. Van Alstine
Of Textualism, Party Autonomy, And Good Faith, Michael P. Van Alstine
William & Mary Law Review
No abstract provided.
Liberty, Trade, And The Uniform Commercial Code: When Should Default Rules Be Based On Business Practices?, Kerry Lynn Macintosh
Liberty, Trade, And The Uniform Commercial Code: When Should Default Rules Be Based On Business Practices?, Kerry Lynn Macintosh
William & Mary Law Review
No abstract provided.
The Disclosure Obligations Of Partners Inter Se Under The Revised Uniform Partnership Act Of 1994: Is The Contractarian Revolution Failing?, Allan W. Vestal
The Disclosure Obligations Of Partners Inter Se Under The Revised Uniform Partnership Act Of 1994: Is The Contractarian Revolution Failing?, Allan W. Vestal
William & Mary Law Review
No abstract provided.
Cardozo And Posner: A Study In Contracts, Lawrence A. Cunningham
Cardozo And Posner: A Study In Contracts, Lawrence A. Cunningham
William & Mary Law Review
No abstract provided.
The Revision Of Article 2: Romancing The Prism, John E. Murray Jr.
The Revision Of Article 2: Romancing The Prism, John E. Murray Jr.
William & Mary Law Review
No abstract provided.
Intangibles Contracts: Thoughts Of Hubs, Spokes, And Reinvigorating Article 2, Raymond T. Nimmer
Intangibles Contracts: Thoughts Of Hubs, Spokes, And Reinvigorating Article 2, Raymond T. Nimmer
William & Mary Law Review
No abstract provided.
Reinventing The Wheel, Marion W. Benfield Jr., Peter A. Alces
Reinventing The Wheel, Marion W. Benfield Jr., Peter A. Alces
William & Mary Law Review
No abstract provided.
Contract Formation And Modification Under Revised Article 2, Richard E. Speidel
Contract Formation And Modification Under Revised Article 2, Richard E. Speidel
William & Mary Law Review
No abstract provided.
Class, Personality, Contract, And Unconscionability, Jeffrey L. Harrison
Class, Personality, Contract, And Unconscionability, Jeffrey L. Harrison
William & Mary Law Review
No abstract provided.
A Critique Of The Promise Model Of Contract, Wallace K. Lightsey
A Critique Of The Promise Model Of Contract, Wallace K. Lightsey
William & Mary Law Review
No abstract provided.
Good Faith And The Enforceability Of Standardized Terms, Robert Dugan
Good Faith And The Enforceability Of Standardized Terms, Robert Dugan
William & Mary Law Review
No abstract provided.
U.C.C. § 2-713: Anticipatory Repudiation And The Measurement Of An Aggrieved Buyer's Damages
U.C.C. § 2-713: Anticipatory Repudiation And The Measurement Of An Aggrieved Buyer's Damages
William & Mary Law Review
No abstract provided.
Post-Merger Blues: Intra-League Contract Jumping, S. Phillip Heiner
Post-Merger Blues: Intra-League Contract Jumping, S. Phillip Heiner
William & Mary Law Review
No abstract provided.
Book Review Of The Death Of Contract - By Grant Gilmore, Timothy J. Sullivan
Book Review Of The Death Of Contract - By Grant Gilmore, Timothy J. Sullivan
William & Mary Law Review
No abstract provided.
Waiver Of The Statute Of Frauds Under Uniform Commercial Code Section 2-209: Double-E Sportswear Corp. V. Girard Trust Bank
William & Mary Law Review
No abstract provided.
Contract Interpretation Problems And The Dual Option Lease
Contract Interpretation Problems And The Dual Option Lease
William & Mary Law Review
No abstract provided.