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Contracts Commons

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Full-Text Articles in Contracts

Colloquy, Transactional Economics: Victor Goldberg’S Framing Contract Law, Keith A. Rowley, Mark P. Gergen, Victor Goldberg, Stewart Mcaulay Nov 2015

Colloquy, Transactional Economics: Victor Goldberg’S Framing Contract Law, Keith A. Rowley, Mark P. Gergen, Victor Goldberg, Stewart Mcaulay

Mark P. Gergen

Panel discussion among law faculty who teach contracts of 2007 book authored by Victor Goldberg, which suggests that an economic approach to contract interpretation is appropriate.


Copyright As Contract, Jeffrey L. Harrison Oct 2015

Copyright As Contract, Jeffrey L. Harrison

Journal of Intellectual Property Law

Copyright is essentially a contract between the author and the public with the government acting as the agent of the public. The consideration received by authors is defined by duration and breadth of exclusivity. The consideration for the public is the creation of a "work" that will be available on a limited basis for the life of the author plus 70 years and then available without limit after that. If there were no transaction costs at all, it would be possible to "pay" authors different amounts of exclusivity. Perhaps a greeting card would get one holiday season of exclusivity, if …


Privity's Shadow: Exculpatory Terms In Extended Forms Of Private Ordering, Mark P. Gergen Oct 2015

Privity's Shadow: Exculpatory Terms In Extended Forms Of Private Ordering, Mark P. Gergen

Florida State University Law Review

No abstract provided.


Contract Design And The Shading Problem, Robert E. Scott Oct 2015

Contract Design And The Shading Problem, Robert E. Scott

Marquette Law Review

Despite recent advances in our understanding of contracting behavior, economic contract theory has yet to identify the principal causes and effects of contract breach. In this Article, I argue that opportunism is a primary explanation for why commercial parties deliberately breach their contracts. I develop a novel variation on opportunism that I identify as “shading,” a behavior that more accurately describes the vexing problems courts face in rooting out strategic behavior in contract litigation. I provide some empirical support for the claim that shading behavior is both pervasive in litigation over contract breach and extremely difficult for generalist courts to …


The Sound Of Silence - An Analysis Of The Incorporation Of Arbitration Terms After Contract Formation, Jonathan Muk Jan 2015

The Sound Of Silence - An Analysis Of The Incorporation Of Arbitration Terms After Contract Formation, Jonathan Muk

Jonathan Muk

R1 International Pte Ltd v Lonstroff AG [2014] SGCA 56 (“R1 International”) is significant for it affirms the position that an arbitration clause may be incorporated into a contract subsequent to its formation if there was a prior understanding to that effect. In its decision, the Court of Appeal overruled the decision of the trial judge and held that an arbitration clause stating that arbitration is to be held in Singapore was incorporated subsequent to the formation of the contract. An analysis of the case is worthwhile, since the court’s view was that the arbitration term was incorporated as a …


Artificial Insemination From Donor (Aid) – From Status To Contract And Back Again?, Yehezkel Margalit Jan 2015

Artificial Insemination From Donor (Aid) – From Status To Contract And Back Again?, Yehezkel Margalit

Hezi Margalit

The last few decades have witnessed dramatic changes in the institutions of family and parenthood and an abandonment of the historical emphasis on their bionormative structures. These changes are the result of societal shifts with respect to public openness and technological innovations that segregate marital relations from sexuality and fertility. The resultant parenthood structures, which depart from traditional spousal and parental models, intensify the ability and need to determine legal parenthood in numerous unprecedented contexts. Sir Henry Maine famously stated that mankind is pacing from status toward contract. This theme has had particular resonance during the past half century in …


Frictions And The Persistence Of Inferior Contract Terms, Royce De R. Barondes Jan 2015

Frictions And The Persistence Of Inferior Contract Terms, Royce De R. Barondes

Faculty Publications

A rudimentary conceptualization of the development of ancillary contract terms would assert competition will result in terms that are joint-wealth-maximizing for merchants and customers. Building on developments in modeling frictions in markets, this article presents simple models of frictions in multi-period contracting as to ancillary contract terms. The modeling illustrates that, for plausible parameter estimates of frictions, combinations of switching costs and investigation costs may allow collectively inferior contract terms to persist in consumer transactions. The results are in harmony with recent evidence illustrating the infrequency with which consumers actually read contract terms. The modeling identifies circumstances where this opportunistic …


Internet Giants As Quasi-Governmental Actors And The Limits Of Contractual Consent, Nancy Kim, D.A. Jeremy Telman Jan 2015

Internet Giants As Quasi-Governmental Actors And The Limits Of Contractual Consent, Nancy Kim, D.A. Jeremy Telman

Faculty Scholarship

Although the government’s data-mining program relied heavily on information and technology that the government received from private companies, relatively little of the public outrage generated by Edward Snowden’s revelations was directed at those private companies. We argue that the mystique of the Internet giants and the myth of contractual consent combine to mute criticisms that otherwise might be directed at the real data-mining masterminds. As a result, consumers are deemed to have consented to the use of their private information in ways that they would not agree to had they known the purposes to which their information would be put …


Getting Paid In The Naked Economy, Meredith R. Miller Jan 2015

Getting Paid In The Naked Economy, Meredith R. Miller

Scholarly Works

“It’s the end of work as we know it,” reports consulting firm Accenture in a paper about the “rise of the extended workforce.” (Gartside, Silverstone, Farley & Cantrell, Trends Reshaping the Future of HR: The Rise of the Extended Workforce, at 3 (Accenture 2013). The report predicts that, “[i]n the future, organizations’ competitive success will hinge on...workers who aren’t employees at all.” The legal nature of employment is changing and has been changing for quite some time; fewer and fewer workers are “employees.”

It is not new or novel to recognize that, from a legal perspective, there are many benefits …


Breaking “Too Darn Bad”: Restoring The Balance Between Freedom Of Contract And Consumer Protection, Stephanie Drotar Jan 2015

Breaking “Too Darn Bad”: Restoring The Balance Between Freedom Of Contract And Consumer Protection, Stephanie Drotar

NYLS Law Review

No abstract provided.