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The classical view enforces liquidated damages clauses constituting a reasonable estimate of damages in the event of breach. Under the modern view, they are...
interplay between contract and patent law is examined by Timothy Murray, Esq.
in the context of Wisconsin Alumni Research Foundation v. Xenon
Pharmaceuticals, Inc., 591 F.3d 876 (7th Cir. 2010).
NOTE: The links below may be accessed by
lexis.com subscribers. Non-subscribers
may obtain research...
Texas practitioners understand the need to expressly set out the types of
negligence they wish to receive or give indemnity upon to an indemnitee. They
also understand, and most generally comply with the requirement for
conspicuousness. However, indemnity clauses continue to be traps for the...
Murray, partner, Murray, Hogue & Lannis, discusses possible drafting
pitfalls in creating complex indemnity provisions in contracts designed to
manage costs and risks of loss.
This is a
cautionary tale for attorneys who draft contracts -- a warning to avoid a
The U.S. Supreme Court held in Rent-A-Center, West, Inc. v.
Jackson, 2010 U.S. LEXIS 4981 (2010) that a challenge to the validity of an
arbitration agreement that contains a provision delegating to the arbitrator
exclusive authority to resolve threshold issues relating to the validity of the
Note to Self: Remember not to unilaterally change the text of contracts that have
been signed ( via Adams Drafting ), even if it's only to "fix"
The dispute over who owns the Dodgers may turn on one
word. It is the 12th word of the second paragraph of the first exhibit of an
A U.S. district judge in Virginia has ruled that a restaurant chain operator is liable for breach of contract
and is obligated to pay a franchise consulting company for sales and marketing
services that the consultant performed for the chain under the contract between
the two companies. Rejecting...
by Robert S. Fisher
Every lawyer worries about
omitting a critical provision from a document being drafted or reviewed. The
practitioner structuring a loan transaction should be particularly cognizant
when making use of a standardized loan document, which may or may not contain
all the needed elements...
We've been talking the past few posts about boilerplate language in contracts . This
standardized language that falls towards the end of almost all contract
documents might seem to be excessive and pointless, especially when you're
trying to do the writing yourself.
Don't be so fast...
by Thomas L. Bowden, Sr.
You get an
agreement from a new vendor. You start to read it and your eyes glaze over. "In
the event that....provided, however,.....including but not limited to...... For the
avoidance of doubt.........." And on and on it goes. What gobbledygook.
Arbitrability--whether a contract
creates a duty for the parties to arbitrate
(rather than litigate) a particular grievance--is ordinarily a question of law
to be decided by the court. Virginia, however, adheres to a public policy
favoring freedom to contract. If two sophisticated businesses reach...
After all the due diligence on the sales agents and
representatives has been completed and they are ready to help you land that large
international contract, what is the role of compliance? I would argue that
compliance has as central a role to play in any international contract tender
Delinquent loans, mostly residential, are constantly in
the news, so it is easy to understand why some business owners may lose track
of the fact that missed payments are not the only way to get in trouble under
commercial loans, or leases or joint venture agreements, for that matter.
In Virginia, to state a claim for tortious
interference with contractual relationships, a plaintiff generally must allege (1) the existence of
a valid contractual relationship or business expectancy; (2) knowledge of the
relationship or expectancy on the part of the interferor; (3) intentional
In a decision with important
consequences to businesses that enter into contracts with consumers, the
Supreme Court of California in Riverisland Cold Storage, Inc. v.
Fresno-Madera Production Credit Association , 2013 Cal. LEXIS 253 (2013) [ an enhanced version of this opinion is available...
Corp. v. Innovative Brands Holdings, LLC , C.A. No. 3663-VCN (Del. Ch.
Jan. 31, 2013).
The only issue addressed in this decision on
cross-motions for summary judgment was the amount of damages based on a
stipulation as to liability for breach. In the course of its analysis...
They can be. The Uniform Commercial Code provides that a contract for the sale of goods may be made in any manner sufficient to show agreement, and that "an order or other offer to buy goods for prompt or current shipment shall be construed as inviting acceptance either by a prompt promise to ship...
This post continues to outline what I believe are the five steps in the life cycle of third party management. Today I will look at Step 4, the contract. However, before we get to the contracting stage a word about what to do with Steps 1-3. You cannot simply obtain the information detailed in these first...