Commercial Law Commons^™

A New Role Of Causation Theory Towards Achieving Economic Contractual Equilibrium: Monitoring The Economic Equilibrium Of The Contract, Osama Ismail Amayreh, Izura Masdina Mohamed Zakri, Pardis Moslemzadeh Tehrani, Yousef Mohammad Shandi

Indonesia Law Review

The phrase “who says contractual, says justice” “qui dit contractuel dit juste” does not fully express the truth of our present reality, where the phrase itself falls into doubt, since the contract does not always result in fair obligations, as the contract is an expression of often unequal wills. In this regard, the French judiciary realized that the absence of justice in the contract might arise as a result of the contractual freedom afforded to the contracting parties and, thus, they developed the idea of Commutative Justice in the contract, such as the Piller’s decision, which is considered one of …

Identities Lost: Enacting Federal Law Mandating Disclosure & Notice After A Data Security Breach, John Ogle

Arkansas Law Review

Identity theft is real, it’s here, and consumers need protection. Over the past five years hackers have stolen billions of consumers’ sensitive information like social security numbers, addresses, and bank routing numbers from companies that have neglected their security measures. Most of the time these security breaches are easily preventable. Companies sometimes wait weeks, months, or even years to inform the customers whose information was stolen because there is no federal law that requires disclosure. As of 2018, all 50 states have adopted security breach notification laws that require companies to inform consumers that their information may have been stolen …

Combating Fake News And Censorship In The Digital Age: How The United Kingdom Serves As A Model For Future Regulatory Intervention In Multimedia M&A Deals, Jake Kline

Cornell International Law Journal

This Note examines how countries should balance the delicate issue of promoting mergers and allowing business owners to make their own decisions while simultaneously preventing any corporation from cornering too large a portion of any multimedia market. While in the past the general public was concerned that their respective governments would suppress the freedom of the press, they now face the reality that corporations likewise engage in censorship activities. The sheer size of the top multimedia corporations today, compounded with unprecedented technological abilities to target each consumer individually, mean their influence upon their audiences has never been stronger. M&A deals …

Comparative Analysis Of The Eu’S Gdpr And Brazil’S Lgpd: Enforcement Challenges With The Lgpd, Abigayle Erickson

Brooklyn Journal of International Law

In the wake of the adoption of the European Union’s General Data Protection Regulation (GDPR) in May 2018, other countries and jurisdictions have contemplated personal data privacy legislation. In August 2018, the former president of Brazil, Michel Temer, signed the country’s comprehensive data privacy regulation, Lei Geral de Proteção de Dados Pessoais (LGPD), into law. Temer, however, vetoed many of the enforcement provisions. Shortly before leaving office, Temer signed an executive order creating a regulatory agency as the bill initially called for, but situated the agency under executive control instead of creating a wholly independent agency. This Note provides a …

Anticompetitive Mergers In Labor Markets, Ioana Marinescu, Herbert J. Hovenkamp

Indiana Law Journal

Mergers of competitors are conventionally challenged under the federal antitrust laws when they threaten to lessen competition in some product or service market in which the merging firms sell. In many of these cases the threat is that in concentrated markets—those with only a few sellers—the merger increases the likelihood of collusion or collusion-like behavior. The result will be that the post-merger firm will reduce the volume of sales in the affected market and prices will rise.

Mergers can also injure competition in markets in which the firms purchase, however. Although that principle is widely recognized, very few litigated cases …

Taming Sherman's Wilderness, Derrian Smith

Indiana Law Journal

This Note proceeds in four Parts. Part I outlines the interpretive difficulties spawned by the vagueness of the Sherman Act—particularly, the judiciary’s necessary but undeniable departures from the text of the statute and the resulting doctrinal confusion. Part II considers ways in which the judiciary’s decision-making in Sherman Act cases approximates agency rulemaking and whether it makes sense to delegate interpretive authority to an antitrust agency. Yet, while the agency solution has upside, it would not easily escape criticisms that the Act does not provide sufficient notice of the conduct it proscribes and that the Act is an impermissible delegation …

Trade Secret Protection In Japan And The United States: Comparison And Recommendations, Thomas Landman

Brooklyn Journal of International Law

Trade secret law is a vital, yet often misunderstood, form of intellectual property law. As economic superpowers, both Japan and the United States realize that effective trade secret protection is essential for the prosperity of their domestic economies, and both nations have enacted laws to protect their trade secrets. While both Japan and the United States are signatories to the TRIPS agreement and therefore provide a shared baseline standard of trade secret protection, cultural and systemic differences between the two nations have resulted in differences in the way each nation implements its trade secret laws. This Note traces the history …

The Singapore International Commercial Court: The Future Of Litigation?, Man Yip

Research Collection Yong Pung How School Of Law

The Singapore International Commercial Court (‘SICC’) was launched on 5 January 2015, at the Opening of Legal Year held at the Singapore Supreme Court. What prompted the creation of SICC? How is the SICC model of litigation different from litigation in the Singapore High Court? What is the SICC’s track record and what does it tell us about its future? This article seeks to answer these questions at greater depth than existing literature. Importantly, it examines these questions from the angle of reimagining access of justice for litigants embroiled in international commercial disputes. It argues that the SICC’s enduring contribution …

Empire, Trade, And The Use Of Agents In The 19th Century: The “Reception” Of The Undisclosed Principal Rule In Louisiana Law And Scots Law, Laura Macgregor

Louisiana Law Review

The article discusses the importance of the undisclosed agency concept in agency law in Scots law and Louisiana law in the 19th century, including its theories of origin, use by agents, and importance in trade.

A Commercial Law For Software Contracting, Michael L. Rustad, Elif Kavusturan

Washington and Lee Law Review

Since the 1980s, software is at the core of most modern organizations, most products and most services. Part II of this Article examines how the U.C.C. evolved as the primary source of law for the first generation of computer contracts during the mainframe computer era. Part III examines how courts have overextended U.C.C. Article 2, as the main source of law for software licensing, to the limits. Part IV argues that the ALI and the NCCUSL should propose a new Article 2B for software licensing. Part V recommends a new Article 2C for “software as a service.”

Do Female Investors Support Female Entrepreneurs? An Empirical Analysis Of Angel Investor Behavior, Seth C. Oranburg, Mark Geiger

Law Faculty Scholarship

There is an ongoing debate on why female entrepreneurs face greater challenges than their male counterparts do in raising capital for their companies. Rooted in homophily – theory supporting the notion that women support women – is the argument that there are not enough female investors to support female-led firms. In the context of accredited investor-investee exchanges, we explored whether the gender of investor and the gender of investee’s CEO are related. Using a United States sample of 529 investments from fiscal year 2018, we found a significant association between the gender of the investor and the gender of the …

Propuesta Para La Mejora Y Modernización De La Legislación Societaria En Ecuador [Proposal For The Improvement And Modernization Of Corporate Law In Ecuador] In Spanish, Aurelio Gurrea-Martinez, Cesar Coronel Jones

Research Collection Yong Pung How School Of Law

This paper seeks to provide some policy recommendations for the improvement and modernization of corporate law in Ecuador. These proposals have been based on the international literature and the particular features of Ecuador (that is, a country with many micro and small companies, state-owned enterprises, underdeveloped capital markets, unsophisticated courts, among other aspects). Secondly, since the legal, economic and institutional features of Ecuador can be found in other Latin American countries, this paper also seeks to be helpful to other countries in the region planning to reform their corporate laws. Finally, this paper seeks to contribute to the improvement and …

Restitution, Man Yip

Research Collection Yong Pung How School Of Law

The year 2018 produced only a handful of cases on the law of unjust enrichment and restitution. However, two are seminal cases and of note to the entire common law world: Ochroid Trading Ltd v Chua Siok Lui1 (“Ochroid”) and Turf Club Auto Emporium Pte Ltd v Yeo Boong Hua2 (“Turf Club”). Ochroid dealt with the hotly debated topic of the illegality defence against a claim in unjust enrichment for the recovery of money paid pursuant to an illegal contract. Rejecting the newly formulated Patel v Mirza3 approach under English law, the Court of Appeal in Ochroid set Singapore law …

A Reformulated Test For Unconscionability, Vincent Ooi, Walter Yong

Research Collection Yong Pung How School Of Law

Apart from its interesting facts, this case, BOM v BOK [2018] SGCA 83, is significant for its rejection of a “broad” doctrine of unconscionability, the existence of which has been a matter of some debate in English law, and which has been accepted in Australia (see Commercial Bank of Australia Ltd v Amadio (1983) 151 C.L.R. 447; (1983) 46 A.L.R. 402). It also proposes a new test for the doctrine of unconscionability that is narrower than Amadio, based on the requirements inCresswell v Potter [1978] 1 W.L.R. 255. The test for unconscionability in English law has been a matter of …

The Dark Side Of Reputation, Emily Kadens

Cardozo Law Review

This Article seeks to contribute to the literature challenging the role of reputation in disciplining commerce. The historical disputes discussed here, which arose in the supposedly privately-ordered zone of the premodern merchant, add nuance to our understanding of how commerce works in the real world. Part I briefly reviews some of the problems the economic and network theory literature has identified with reputation. Part II turns to the history and demonstrates how trust could be cheaply manufactured due in part to potential partners' failure to look beyond superficial indicia of reputation. Part III then considers why reputation might have been …

Law School News: Welcome, Professor Nadiyah Humber 5-20-2019, Michael M. Bowden

Life of the Law School (1993- )

No abstract provided.

Threads Of Terror, Crime, & Slavery: “He Who Would Pry Behind The Scenes Oft Sees A Counterfeit”, Gabriella Manduca

Journal of Law and Policy

Over the past decade, there has been a greater appreciation of how “following the money trail” directly contributes to the fight against terrorism, crime, and corruption around the world. Money serves as the oxygen for any activity, licit or illicit; it is the critical enabler for any organization, from international crime syndicates like the Mexican cartels to terrorist groups like the FARC, ISIS, and Hezbollah. Financial intelligence has helped governments to better understand, detect, disrupt, and counter criminal and terrorist networks and expose political corruption. Since the September 11, 2001 terrorist attacks, . . . [nations] have strengthened their ability …

Hertz So Good: Amazon, General Jurisdiction's Principal Place Of Business, And Contacts Plus As The Future Of The Exceptional Case, D. (Douglas) E. Wagner

Cornell Law Review

No abstract provided.

Lactose’S Intolerance: The Role Of Manufacturers’ Rights And Commercial Free Speech In Big Dairy’S Fight To Restrict Use Of The Term “Milk”, Kathleen Justis

Brooklyn Law Review

This note examines the relationship between restrictions on commercial speech and manufacturers’ First Amendment right to describe their products to consumers, with a focus on the DAIRY PRIDE Act. It argues that broad, content-based restrictions of commercial speech, like that proposed in the DAIRY PRIDE Act, likely impose unconstitutional limitations on manufacturers’ First Amendment right to freedom of speech. This note recommends that both Congress and the FDA should refrain from passing a statute or promulgating a regulation like the DAIRY PRIDE Act. Rather, it proposes that adding rules to control the proportions and location of disclaimers on product labels …

The Use Of Soft Law In The Creation Of Legal Norms In International Commercial Law: How Successful Has It Been?, Henry Deeb Gabriel

Michigan Journal of International Law

In this Article, I examine several interrelated points. After defining soft law in Part II, I briefly set out some of the assumed advantages soft law instruments may have over legislation and regulations in Part III. In Part IV, I examine why some soft law instruments in international commercial law have been successful in creating international legal norms. In this Part, I specifically examine the UNIDROIT Principles of International Commercial Contracts to show how one might gauge success by looking beyond the express purpose of the instrument. I also compare the UNIDROIT Principles of Commercial Contracts with the American Law …