Contracts Commons^™

The Exculpatory Contract And Public Policy, Ralph C. Anzivino

Marquette Law Review

Across the country, lawyers have searched for the magic formula to draft an exculpatory contract that would successfully exculpate their client in the event someone was injured while participating in a recreational activity sponsored by the client. Some examples of events would include snow skiing, swimming at a guest-only pool, horseback riding, white-water rafting, camping, running in a marathon, visiting a haunted house at Halloween, or a myriad of other events. The uniform standard by which the enforceability of these exculpatory clauses is measured is whether the exculpatory contract is against public policy.

The public policy of any state can …

Table Of Contents, Seattle University Law Review

Seattle University Law Review

No abstract provided.

Turning Wisconn Valley Into The Next Silicon Valley: Reforming Wisconsin Non-Compete Law To Attract High-Tech Employers, Kelly Krause

Marquette Law Review

The July 2017 arrival of Taiwanese tech-giant Foxconn and the

establishment of the Wisconn Valley Science and Technology Park in Wisconsin

reflects a larger trend in the United States to reinvent the nation’s

manufacturing economy with high-tech production. High-tech employers have

substantial interests in retaining employees in order to protect their valuable

proprietary information and market share. Non-compete agreements, also

known as restrictive covenants or covenants not to compete, are often the legal

device used to secure these interests. This Comment argues that to attract and

retain employers in the tech industry, Wisconsin should reform its non-compete

law by adopting …

The Effect Of Oral Statements On The Making Of The City Of Providence's Municipal Contracts, John J. Chung

Roger Williams University Law Review

No abstract provided.

A Common-Sense Defense Of Janus: Forthcoming Changes In The Public Sector, Maria O'Brien

Faculty Scholarship

Many scholars and others have, for some time now, been calling attention to the alarming growth in post-employment and other benefits for unionized employees in the public sector. ¹⁷ A fairly well-understood phenomenon is thought to explain the inability of state and local governments to resist outsized demands from their public unions. As ¹⁸ Is and others ¹⁹ have argued, the central problem with public sector unions is that they find it easy to capture their employers (taxpayers) in ways that private sector unions cannot. The role played by often eager and feckless elected officials in this process has also …

Still “Snowing” In The Sunshine State: An Analysis Of And Potential Solutions To The Lack Of Protection From Employer Retaliation For Florida Lawyers Who Adhere To The State’S Mandatory Reporting Of Professional Misconduct Rule, Jason A. Anon

FIU Law Review

No abstract provided.

Competing With Noncompetes: Increasing Restrictions On The Use Of Employment Noncompetition Agreements In New York, Michael A. E. Neville

Brooklyn Journal of Corporate, Financial & Commercial Law

The New York City Council and the former New York State Attorney General recently proposed legislation restricting the use of noncompetition agreements by employers with low-wage employees. While this proposed legislation demonstrates a step following other progressive states that have already restricted the use of noncompetition agreements, recent federal litigation has revealed the loopholes that New York employers may unfairly utilize, such as garden leave provisions, if restrictions are not placed on both employers of low-wage and high-wage employees. This Note recommends that pending legislation be passed only after a thorough revision that focuses on both low-wage and high-wage employees …

A (Re)Adoption Story: What Is Driving Adoptive Parents To Rehome Their Children And What Can Texas Do About It, Emma Martin

Texas A&M Law Review

Ava was adopted from Africa when she was four years old. She became the baby sister to two older brothers and the daughter to two loving, experienced parents. A year or two after Ava moved to America, she and her “forever family” attended a Colorado summer camp. All was seemingly well until the camp staff and the other families at camp started to notice something strange about the way Ava’s parents treated her compared to her brothers. After an activity, the parents greeted the brothers with an excited “did you have fun?” or “what did you learn?,” while the parents …

Things Invisible To See: State Action & Private Property, Joseph William Singer, Isaac Saidel-Goley

Texas A&M Law Review

This Article revisits the state action doctrine, a judicial invention that shields “private” or “non-governmental” discrimination from constitutional scrutiny. Traditionally, this doctrine has applied to discrimination even in places of public accommodation, like restaurants, hotels, and grocery stores. Born of overt racial discrimination, the doctrine has inflicted substantial injustice throughout its inglorious history, and courts have continuously struggled in vain to coherently apply the doctrine. Yet, the United States Supreme Court has not fully insulated “private” or “horizontal” relations among persons from constitutional scrutiny. The cases in which it has applied constitutional norms to non-governmental actors should be celebrated rather …

Freelance Isn’T Free: The High Cost Of New York City’S Freelance Isn’T Free Act On Hiring Parties, Caitlin M. Baranowski

Brooklyn Journal of Corporate, Financial & Commercial Law

Recently, the New York City Council enacted the Freelance Isn’t Free Act (FIFA) to protect freelancers from non-payment. Among FIFA’s protections is the requirement that hiring parties provide a written contract to freelancers for any work exceeding $800 over a 120-day period. As the nation’s first legislation ensuring freelancers’ rights, FIFA marks a major turning point in the development of protections for the gig economy’s growing independent workforce. While its purpose is laudable and necessary, this Note argues that FIFA is currently too ambiguous. To resolve FIFA’s ambiguity, this Note recommends, at the very least, amending FIFA to include: 1) …

Shawe V. Elting: The Imperfect Sale Of Transperfect Global, Inc., Sarah M. Samaha

Maryland Law Review

No abstract provided.

Whose Sperm Is It Anyways In The Wild, Wild West Of The Fertility Industry?, Tatiana E. Posada

Georgia State University Law Review

Imagine a couple that is unable to conceive a child naturally. Luckily, they had the money and resources available to them to conceive a child through assisted reproductive technology (ART), so they decided to start their family through the use of intrauterine insemination. They selected a sperm bank and began the arduous process of selecting a sperm donor who fit the desired traits and characteristics for their child. The sperm bank matched them with an anonymous donor, Donor 9623, and assured the couple that the donor was “a healthy male with an IQ of 160, a bachelor’s of science in …

Take This Job And Shove It: The Pragmatic Philosophy Of Johnny Paycheck And A Prayer For Strict Liability In Appalachia, Eugene "Trey" Moore Iii

The Scholar: St. Mary's Law Review on Race and Social Justice

Abstract forthcoming

Don’T Let The Bed Bugs Bill: Landlord Liability For Bed Bug Infestations In Georgia, Megan M. Harrison

Georgia State University Law Review

Although the historical relationship between bed bugs and humans dates back to ancient Egypt, the common bed bug, or Cimex lectularius, vanished from the beds of Americans around World War II. In the late 1990s, however, our bloodsucking bedfellows returned. Bed bug infestations are a growing public health issue. Bed bugs are now found in all fifty states, with populations in five states reaching epidemic levels. Both the Environmental Protection Agency (EPA) and the Center for Disease Control and Prevention(CDC) consider bed bugs a “pest of significant public health importance."

Despite their name, bed bugs are not limited to …

Not So Good: The Classification Of “Smart Goods” Under Ucc Article 2, Chadwick L. Williams

Georgia State University Law Review

Refrigerators can now tweet. Today, almost sixty years after the states widely adopted the Uniform Commercial Code (UCC), the line between goods and services is more blurred than ever. When the UCC was drafted, a good was the simple opposite of a service. A good was something “movable” and tangible, and a service was not. Article 2 of the UCC, which governs sales, limits its scope to goods.

However, because Article 2 was drafted long before the proliferation of so-called “smart goods,” courts continuously struggle to determine when a smart good falls within Article 2’s scope. Courts have developed different …

United States V. Osage Wind, Llc, Summer Carmack

Public Land & Resources Law Review

The Osage Nation, as owner of the beneficial interest in its mineral estate, issues federally-approved leases to persons and entities who wish to conduct mineral development on its lands. After an energy-development company, Osage Wind, leased privately-owned surface lands within Tribal reservation boundaries and began to excavate minerals for purposes of constructing a wind farm, the United States brought suit on the Tribe’s behalf. In the ensuing litigation, the Osage Nation insisted that Osage Wind should have obtained a mineral lease from the Tribe before beginning its work. In its decision, the Tenth Circuit applied one of the Indian law …

Lewis V. Clarke, Summer L. Carmack

Public Land & 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 …

Contracting Out Of The Fiduciary Duty Of Loyalty: An Empirical Analysis Of Corporate Opportunity Waivers, Gabriel Rauterberg, Eric Talley

Articles

For centuries, the duty of loyalty has been the hallowed centerpiece of fiduciary obligation, widely considered one of the few “mandatory” rules of corporate law. That view, however, is no longer true. Beginning in 2000, Delaware dramatically departed from tradition by granting incorporated entities a statutory right to waive a crucial part of the duty of loyalty: the corporate opportunities doctrine. Other states have since followed Delaware’s lead, similarly permitting firms to execute “corporate opportunity waivers.” Surprisingly, more than fifteen years into this reform experiment, no study has attempted to either systematically measure the corporate response to these reforms or …

Solid V. Eighth Judicial Dist. Court, 133 Nev. Adv. Op. 17 (Apr. 27, 2017), Hunter Davidson

Nevada Supreme Court Summaries

The Court interpreted Nevada Supreme Court Rules (“SCR” or the “Rules”) on Electronic Coverage of Court Proceedings: (1) My Entertainment TV (MET) is a “news reporter” under SCR 229(1)(c) because it collects, edits, and publishes footage concerning local events for public dissemination; (2) Clark County court proceedings footage has the educational or informational purpose required by SCR 241; (3) camera presence in the court room alone does not overcome the presumption permitting electronic recording of court proceedings under SCR 230; and (4) contract provisions must be read together, and the result should comport with the SCR on electronic coverage of …

Corporate And Business Law, Laurence V. Parker Jr.

University of Richmond Law Review

Over the past three years, there have been a number of legislative changes to Virginia's business entity statutes. In Part I,this article highlights the changes to the Virginia Stock Corporation Act ("VSCA") and the Virginia Nonstock Corporation Act ('"VNSCA"). Part II highlights changes to the Limited Liability Company Act ("LLC Act"). Part III summarizes Virginia's new intrastate crowdfunding law. The Supreme Court of Virginia has also addressed several significant issues over the last three years, including the applicability of appraisal rights in a stepped transaction. Part IV reviews several of the significant cases during this period.

Wills, Trusts, And Estates, J. William Gray Jr., Katherine E. Ramsey

University of Richmond Law Review

No abstract provided.

Gambling Contract Not Violative Of Public Policy

The Catholic Lawyer

No abstract provided.

Reasonable Standards For Contract Interpretations Under The Cisg, Donald J. Smythe

Cardozo Journal of International and Comparative Law

The United Nations ("UN") Convention on Contracts for the International Sale of Good ("CISG") offers the promise of harmonizing international sales law and facilitating international trade and global commerce. But there is a "homeward trend bias" that may encourage domestic courts to construe the gaps in the CISG broadly and fill them with non-uniform domestic legal rules. Questions about contract interpretation under the CISG raise the same concerns about a homeward trend bias as questions about the interpretation of express CISG provisions. The CISG has express provisions governing contract interpretation but their application may not provide an unambiguous interpretation. This …

Sharing Risk In The Sharing Economy: Insurance Regulation In The Age Of Uber, Alexander B. Traum

Cardozo Public Law, Policy & Ethics Journal

No abstract provided.

Convention Providing A Uniform Law On The Form Of An International Will: Problems With State Probate Law, Jack N. Sibley

Georgia Journal of International & Comparative Law

No abstract provided.

Recent Supreme Court Employment Law Developments, Olati Johnson, Douglas D. Scherer

Touro Law Review

No abstract provided.

Bondholders And Financially Stressed Municipalities, Clayton P. Gillette

Fordham Urban Law Journal

No abstract provided.

The Regression Of "Good Faith" In Maryland Commercial Law, Lisa D. Sparks

University of Baltimore Law Forum

“Good faith,” in the affirmative or as the absence of bad faith, has always been a challenge to define and judge as a matter of conduct, motive, or both. Different tests apply a subjective standard, an objective standard, or even a combination of the two. Some parties may be held to different expectations than others. This determination of good faith has always been fact-driven and somewhat transcendental. Until recently, however, the question invoked a construct of fairness, resting on a two-pronged metric, at least insofar as several key titles of the Maryland Uniform Commercial Code were concerned. Since June 1, …

Share And Share Dislike: The Rise Of Uber And Airbnb And How New York City Should Play Nice, Alexandra Jonas

Journal of Law and Policy

Uber and Airbnb are two companies in the emerging “sharing economy” that provide individuals with a means to become entrepreneurs and benefit from a laissez-faire business model. The problem, however, is that while the benefits to users are great, so too are the risks. The dangers of operating without restraint and circumventing existing law are not only potentially harmful to unapprised users, but also adversely affect the continued use of these businesses. Every aggrieved user complaint has the potential for a lawsuit and every violation creates an opportunity for penalties. Left over are attempts by the courts and city government …

Mommy Dearest: Determining Parental Rights And Enforceability Of Surrogacy Agreements, William J. Giacomo, Angela Dibiasi

Pace Law Review

The governing law in this area is new and evolving and, as such, the allocation of the legal rights and responsibilities depend on which state has jurisdiction over the matter. This article will discuss the basic types of surrogacy agreements and examine the legal distinctions of their enforceability under New York and California law.