Commercial Law Commons^™

In Personam Jurisdiction Over Nonresident Manufacturers In Product Liability Actions, Harry B. Cummins

Michigan Law Review

A wide divergence of opinion exists regarding the wisdom as well as the constitutionality of extensive jurisdiction through the use of liberally drafted and construed "long-arm" statutes. Hesitance may result from a fear of burdening a defendant with the inconvenience and expense of a foreign suit brought against him solely for the purpose of harassment. While this comment does not advocate the extent to which a court should assert the jurisdictional powers conferred on it by a given "long-arm" provision, it examines the scope of jurisdiction constitutionally permissible over nonresident manufacturers in product liability cases with a view toward formulating …

The Corporate Mortgage Under Article 9 Of The Uniform Commercial Code And The New York Solution, George C. Coggins

Michigan Law Review

A corporate mortgage has been defined as "an indenture intended to convey property, real and personal, tangible and intangible, to a trustee for bondholders, as security for the bonds issued and to be issued thereunder" by a corporation. This financing device, utilized by many large corporate organizations, has grown to be of paramount importance in the field of corporate financing, and the lack of attention given by the Code to the long-term debts of corporations has raised serious questions of filing procedures. Discussion of the novel treatment accorded by New York to the problem of perfecting security interests in corporate …

The Commerce Clause Held No Limitation To The Jurisdiction Of Federal Courts-Wahl V. Pan American World Airways, Inc., Michigan Law Review

Michigan Law Review

Three wrongful death actions were brought in a federal district court in New York by United States citizens as survivors of passengers killed in the crash in Turkey of an airplane owned and operated by defendant Middle East Airlines (MEA). MEA is a Lebanese corporation operating in the Middle East, Europe, and Africa, whose United States sales are made by its general sales agent, Pan American World Ainvays, Inc. The court held that maintaining a New York office and entering into a general sales agency agreement with Pan American to promote travel on MEA of passengers originating in the United …

William 0. Douglas -- His Work In Policing Bankruptcy Proceedings, John W. Hopkirk

Vanderbilt Law Review

William 0. Douglas, while associated with the Securities and Exchange Commission during the mid-nineteen thirties, was responsible for a study of methods and procedures of corporate reorganization. By examining this area of Douglas' work, we can compare the position on corporate reorganization which the Justice developed as an administrative official for the New Deal with his later consideration of the same problems as a member of the Supreme Court of the United States. Through this comparison we can observe a number of basic attitudes which were manifested by Douglas both before and since he has joined the Court. Important among …

Consignment Sales Under Section 2-326 Of The Ucc

Washington and Lee Law Review

No abstract provided.

Promotion By Oil Company Of Tba Products Held Violative Of Ftc Section 5--Goodyear Tire & Rubber Co. V. Ftc, Michigan Law Review

Michigan Law Review

The Atlantic Refining Company entered into an agreement with the Goodyear Tire and Rubber Company which provided that Atlantic would receive a commission on all tires, batteries, and accessories (TBA) sold by Atlantic's wholesale and retail dealers. This commission was to be paid Atlantic in consideration for assistance given in promoting Goodyear products to the independent Atlantic service station operators. After an investigation of these agreements the Federal Trade Commission issued a complaint against Goodyear and Atlantic charging them with violating section 5 of the Federal Trade Commission Act. Evidence introduced at a hearing before a Federal Trade Commission trial …

Passenger Carrier's Liability Extended Beyond Its Own Line By Ticket Sale Transaction--Ephraim V. Safeway Trails, Inc., Michigan Law Review

Michigan Law Review

Plaintiff, a Negro woman, purchased a roundtrip bus ticket in New York City for travel between there and Montgomery, Alabama. The ticket was sold by defendant, an interstate common carrier licensed to do business in New York, and consisted of a strip of coupon tickets, each good for a separate portion of the journey over the lines of defendant and other independent carriers. Printed on the back of each coupon was a clause limiting defendant's liability to its own line.1 Defendant received a ten per cent commission on those connecting tickets it sold for the other lines, and on the …

Sovereign Immunity Restricted To Noncommercial Activity-Victory Transport Inc. V. Comisaria General De Abastecimientos Y Transportes, Michigan Law Review

Michigan Law Review

Although frequently criticized, the established doctrine of absolute sovereign immunity has long prevented suits in the courts of the United States against foreign nations without their consent. The Court of Appeals for the Second Circuit, however, in ,em>Victory Transport Inc. v. Comisaria General de Abastecimientos y Transportes, affirmed a district court order compelling arbitration between an American shipowner and the Spanish Ministry of Commerce in accordance with the terms of a contract to carry wheat from Alabama to Spain. Although the Spanish Consul asserted that the Ministry, as a branch of the Spanish government, was immune from suit …

Uniform Commercial Code: An Introduction 27 (Minnesota 1965), Roy L. Steinheimer, Jr.

Legal Scholarship by Dean Steinheimer

Commercial Paper (notes).

Uniform Commercial Code: An Introduction 23 (Minnesota), Roy L. Steinheimer, Jr.

Legal Scholarship by Dean Steinheimer

Documents of title.

Uniform Commercial Code Reporter-Digest, Frederick M. Hart, William F. Willier, Robert J. Desiderio

Faculty Book Display Case

No abstract available.

Cases And Materials On Debtor And Creditor, By Vern Countryman, Douglass Boshkoff

Indiana Law Journal

No abstract provided.

Icc Conditions Merger Approval Upon Retention Of Jurisdiction To Allow Inclusion Of Additional Railroads In The Future, Michigan Law Review

Michigan Law Review

In two recent merger proceedings under section 5(2) of the Interstate Commerce Act, Seaboard Air Line R.R. - Merger-Atlantic Coast Line R.R. and Norfolk & W. Ry. and New York, C. & St. L. R.R.-Merger, the Interstate Commerce Commission imposed conditions" whereby it retained jurisdiction over the proceedings for five years to allow specified railroads to petition for inclusion in the new railway systems. Their inclusion would be ordered if found by the Commission, after a full hearing, to be consistent with the public interest.

The Crazy Quilt Of Commercial Law: A Study In Legislative Patchwork, Terrence R. Fitzgerald

Kentucky Law Journal

No abstract provided.

Risk Of Loss And The Uniform Commercial Code: The Unlamented Passing Of Passing The Title, Patrick L. Baude

Articles by Maurer Faculty

No abstract provided.

The Federal Power Commission Does Not Have Jurisdiction Over The Sale Of A Developed Leasehold Interest Of Gas In Formation-Marr V. Fpc, Michigan Law Review

Michigan Law Review

Independent gas producers erected producing wells upon certain land to extract leased mineral interests. This development of the leasehold supplied geological information from which the amount of gas reserves was estimated. The gas leasehold was then sold to Texas Eastern Transmission Company, an interstate pipeline company that sought additional reserves. Texas Eastern applied to the Federal Power Commission for a certificate of public convenience and necessity to connect its transportation system to the field. The FPC asserted jurisdiction over the sale of the leasehold in order to investigate the cost aspects of the transaction. Because the details of the sale …

Recent Antitrust Developments-1964, Milton Handler

Michigan Law Review

Ever since the passage of the Sherman Act, the courts have consistently refused to permit the requirements of antitrust to be circumvented by the easy expedient of dressing a sale in the vestments of a sham agency agreement. In Dr. Miles Medical, where the Supreme Court first held vertical price fixing unlawful, the seller and buyer denominated their agreement as an "agency," but the Court properly concluded that it was, in fact, a sale. Likewise, in Standard-Magrane, the first occasion on which the Court considered section of the Clayton Act, the seller purported to appoint his customers as …

Commercial Transactions And Personal Property--1963 Tennessee Survey, John A. Spanogle, Jr.

Vanderbilt Law Review

Obviously, the biggest event in the Tennessee law of commercial transactions this year was the enactment of the Uniform Commercial Code [hereinafter referred to as the U.C.C.]. That statute became effective in this state on July 1, 1964. Its effect on the prior Tennessee law is discussed in great detail elsewhere in this issue,' and need not be re-examined here. It should also be pointed out that the enactment of the U.C.C.required some modifications in the criminal statutes relating to security agreements. In particular, executing a second security agreement covering personalty, without disclosing a prior security agreement covering the same …

Tennessee Law And The Sales Article Of The Uniform Commercial Code, W. Harold Bigham

Vanderbilt Law Review

Although much of the interest engendered by the Uniform Commercial Code has centered around Article 9--Secured Transactions,and although Article 9 has been described as the heart of the Code, Article 2--Sales--is half again as long, is in many ways more iconoclastic,' and has precipitated perhaps more criticism than any of the other articles of the Code. Article 2 contains some innovations which are, at least upon initial impression, startling departures from traditional concepts of sales law, and it is therefore not surprising that there has been a spate of legal literature published on various aspects of this article. Since limitations …

Contracts -- 1963 Tennessee Survey, Paul J. Hartman

Vanderbilt Law Review

Both the one year provision and the sale of goods provision of the Statute of Frauds were construed in Anderson-Gregory Co. v. Lea.'Regarding the duration of the contract, the facts in the opinion are somewhat sparse... The court held that the contract did not come within this provision of the statute. If a contract could have been performed, under its terms, within a year from the time of its making, it is not within the Statute of Frauds, even though it is improbable that the contract would be performed within a year.

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The Tennessee Supreme Court case of Oman …

Security Transactions--Uniform Trust Receipts Act, Richard Marion Alker

West Virginia Law Review

No abstract provided.

The Powers Of Shareholders Of A Societe Anonyme, David J. Supino

Vanderbilt Law Review

French corporation law,which is primarily statutory, has seen no comprehensive statutory revision in almost a century; and while literally dozens of amendments have been engrafted on to the basic corporate legislation of 1867, they are for the most part ad hoc legislative resolutions of particular problems which betray no underlying unity of design and which have broken the unity of the old legislation. The result is that the law is Janus faced, and the theories which the law embodies are not wholly in accord with social and economic needs.

In this necessary process of assimilating new insights into the law …

An Analysis Of Insurable Interest Under Article Two Of The Uniform Commercial Code, John M. Stockton

Vanderbilt Law Review

The basic requisite of an insurable interest pervades all types of insurance contracts.' The reason most commonly given to justify this requirement is that in the absence of such an interest the agreement is no more than a common wager. A second reason is that the absence of an insurable interest might encourage the insured willfully to destroy the property (or life) of the insured. Despite universal recognition of its need, insurable interest is a term of indefinite meaning. This is evidenced by the many opinions in which courts have had difficulty in determining the existence of such an interest. …

Corporations -- Effect Of Statements Made In Stock Prospectus, Law Review Staff

Vanderbilt Law Review

In the case of United Funds, Inc. v. Carter Products, Inc.,' the City Circuit Court of Baltimore, Maryland, handed down a decision which" broke new legal ground." The case, involving the effect of statements made in stock prospect uses on a corporation's future actions, has provoked surprisingly little discussion by legal commentators, and none at all on the "new" ground it broke. The purpose of this comment is to examine the Carter Products decision, to attempt to place it in proper legal perspective, and finally to evaluate it as a new development in the law.

Tennessee Law And The Secured Transactions Article Of The Uniform Commercial Code, Charles H. White

Vanderbilt Law Review

The Uniform Commercial Code in its treatment of personal property security represents a sincere and conscious effort on the part of its draftsmen, authors and sponsors to update and modernize commercial law so as to be able to keep abreast of today's space-age economy. It is submitted that once a familiarity with the new terms,concepts, and theories is acquired, the average practitioner should not encounter any serious difficulty operating under the Uniform Commercial Code and will, in all probability, discover that in most instances the ideas are the same, although perhaps a little hard to recognize at first examination.

Tying Arrangements Under The Antitrust Laws: The "Integrity Of The Product" Defense, F. Bruce Kulp Jr.

Michigan Law Review

One of the most frequently asserted defenses to an action under either the Sherman Act or the Clayton Act against a tying arrangement-a contractual limitation imposed by a manufacturer whereby the purchaser of the "tying product" agrees to purchase a related "tied product" only from the manufacturer of the tying product-has been that the tying was necessary to protect the good will or the integrity of the tying product. Whether the tied product is service for the tying product, another component in a system in which the tying product is used, repair parts for the tying product, or any other …

Copyrights-Limitations On Proprietor's Exclusive Right To Vend, David M. Ebel

Michigan Law Review

Plaintiff was the sole proprietor of copyrights on several educational toys. It had ordered a large number of these toys to be made by defendant manufacturer, but refused to accept them when tendered, claiming they were so defective in quality that their sale would impair plaintiff's reputation. When defendant manufacturer began selling the rejected toys to the co-defendants in order to recover its own investment in them, the plaintiff obtained a temporary restraining order against all defendants prohibiting further sales of the toys pending a determination of a motion for permanent injunction. The district court granted a preliminary injunction of …

Securities Regulation-Applicability Of Exchange Act Section 10(B) To Transaction Effected By Means Of Intrastate Telephone Call, Michael A. Warner

Michigan Law Review

Plaintiff alleged that he had been defrauded in a sale of securities to the defendant. Plaintiff attempted to invoke section 10(b) of the Securities Exchange Act of 1984, which prohibits various fraudulent practices in securities trading. In order to state a cause of action under 10(b), it was necessary for plaintiff to allege that a means or instrumentality of interstate commerce had been used directly or indirectly in connection with the sale. The sale in this case had been effected through telephone conversations over wires located within the city of Philadelphia. However, the wires carrying the calls could be used …

Trademarks-Unfair Competition-Scope Of Federal Jurisdiction Under Section 43(A) Of The Lanham Act, Harry T. Edwards

Michigan Law Review

Plaintiff, a manufacturer and distributor of engine bearings and connecting rods for internal combustion engines, brought suit in a federal district court to enjoin the defendant from marketing and distributing the latter's products in containers which closely resembled those of the plaintiff, thereby falsely representing that the goods were produced by and originated with the plaintiff. The cause of action was based solely on section 43(a) of the Lanham Act. In dismissing the complaint, the district court ruled that any attempt to characterize the complaint as charging a "false description or representation" was without merit, and that "false designation of …

Uniform Commercial Code Article 9 Filing Procedures For Railroad, Utility, And Other Corporate Debtors: Some Suggestions, Daniel R. Elliott Jr.

Michigan Law Review

After a brief discussion of the provisions of Article 9 peculiarly applicable to the long-term mortgage, a portion of this comment will review the relevant statutes and case authority in force prior to the effective date of the Code in various states and still applicable in others. More specifically, it will examine the special treatment accorded certain types of corporate indentures, particularly those securing the debt of railroads and other public utilities. Second, an attempt will be made to explain the probable solutions to the problems raised by the filing requirements of Article 9 as promulgated in each jurisdiction and …