Developments in Association Law 2017 – 2018

by Pillsbury Winthrop Shaw Pittman LLP

Pillsbury Winthrop Shaw Pittman LLP

A review of key legal developments at the federal and state levels for nonprofit organizations


Federal government and private antitrust enforcement continues against nonprofits.

Nonprofits have litigated in other areas including employee benefits, governance and tax.

Nonprofits can enhance compliance by learning from the legal outcomes of others.


Phila. Taxi Ass’n v. Uber Techs., 886 F.3d 332 (3d Cir. 2018)

Uber entered the Philadelphia taxicab market in October of 2014 and operated for two years without securing medallions or certificates of public convenience, which were required for traditional taxicabs. In October 2016, Pennsylvania passed a law that approved Uber to operate in Philadelphia and tasked the Philadelphia Parking Authority with regulating both traditional taxicab companies and vehicle-for-hire companies that operate through digital apps. The Philadelphia Taxi Association (PTA) and individual taxicab companies filed a complaint, alleging attempted monopolization under Section 2 of the Sherman Act.

The Third Circuit found that the PTA did not establish a claim of attempted monopolization because, although Uber could eliminate competitors in the Philadelphia taxicab market, it was not anticompetitive. Conversely, vehicle-for-hire companies strengthened competition by offering lower prices, more available vehicles, and a high-tech alternative to hailing traditional taxicabs. Uber’s ability to operate at a lower cost represented economic efficiency, which would lead to enhanced competition, better products, and lower prices for consumers. Uber’s recruiting of traditional taxicab drivers was also not anticompetitive because recruits were able to drive for Uber and thus not remain idle as taxicab drives may. Finally, PTA did not establish antitrust injury because harm to individual businesses does not equate to harm to competition.

N. Am. Soccer League LLC v. United States Soccer Fed’n Inc., 883 F.3d 32 (2d Cir. 2018)

Defendant, the United States Soccer Federation (USSF), designated soccer leagues as Division I, II, or III according to its Professional League Standards (Standards). From 2011 to 2017, the North American Soccer League LLC (NASL) operated as a Division II league, but its application for Division II designation for the 2018 men’s professional soccer season was denied. In response, NASL filed an antitrust suit against USSF, claiming that USSF applied its Standards in an anticompetitive manner to prevent NASL from competing with Major League Soccer LLC in the Division I market. NASL moved for a preliminary injunction in the form of designation as a Division II league and permanent enjoinment of USSF from utilizing the Standards to separate leagues into divisions.

The Second Circuit affirmed the District Court’s denial of NASL’s motion for a preliminary injunction and the Court’s reasoning that the USSF Board’s promulgation of the Standards failed to demonstrate a conspiracy. The court reasoned that, instead of having an adverse effect on competition, the Standards could be found to have a net procompetitive effect or no competitive effect at all.

Ass’n of Am. Physicians & Surgeons v. Am. Bd. of Med. Specialties, No. 14-cv-02705, 2017 U.S. Dist. LEXIS 205845 (N.D. Ill. Dec. 13, 2017)

The American Board of Medical Specialties (ABMS) offered a physician recertification program called the Maintenance of Certification (MOC) program. Participation was not required for physicians to be licensed to practice. However, ABMS obtained the agreement of The Joint Commission – a private organization that accredited health care organizations and hospitals – to require hospitals to mandate recertification for physicians to renew their medical staff privileges. In response, the Association of American Physicians & Surgeons Inc. (AAPS) sued ABMS alleging restraint of trade in violation of Section 1 of the Sherman Act.

The District Court granted a motion to dismiss in favor of ABMS because AAPS failed to allege a per se restraint of trade or that ABMS had sufficient market power to cause a restraint of trade. As the MOC program was voluntary, physicians were still able to practice medicine without certification. AAPS did not allege that the MOC program was required by a significant portion of American hospitals or that ABMS had the ability to control and coerce hospitals to force physicians to participate. Further, AAPS did not allege any reduction in the output or increase in the cost of medical care; and limiting patients’ access to their own physicians was not the type of injury antitrust laws intend to protect.

09.28.17 – Federal Trade Commission Approves Final Order In the Matter of National Association of Animal Breeders Inc.

(In re Nat’l Ass’n of Animal Breeders, 2017 FTC LEXIS 115 (F.T.C. September 26, 2017))

The National Association of Animal Breeders (NAAB) signed a cooperative research and development agreement that gave NAAB exclusive access to new technology developed by the U.S. Department of Agriculture (USDA). The technology analyzed commercially relevant genetic traits – such as milk yield – and produced a dairy bull’s Genomic Predicted Transmitting Ability (GPTA), which indicated the bull’s commercial value.

The Federal Trade Commission (FTC) charged NAAB with restraining competition for purchasing dairy bulls for use in artificial insemination. The FTC claimed that NAAB adopted a resolution that only NAAB members could obtain GPTAs and that any member who wanted to obtain a dairy bull’s GPTA had to have an ownership interest in the bull. The FTC argued that this resolution distorted the market because access to GPTA information ensured the price of a bull reflected its ability to produce more commercially efficient dairy cows.

In the final order, NAAB agreed to refrain from adopting rules that suppress competition by preventing access to technology or information. The order also stops the association from stifling price-related competition among its members and requires NAAB to implement an antitrust compliance program and meet compliance and reporting standards.


01.05. 18 – U.S. Department of Labor Issues Proposed Rule “Definition of ‘Employer’ Under Section 3(5) of ERISA-Association Health Plans”

On October, 12, 2017, President Trump’s Executive Order 13813, “Promoting Healthcare Choice and Competition Across the United States” named association health plans (AHPs) as an area of improvement that the Administration will prioritize.

Subsequently, the U.S. Department of Labor proposed a regulation under Title I of the Employee Retirement Income Security Act (ERISA) that would amend section 3(5) of the Act. The regulation would make it easier for an association to be considered “the ‘employer’ sponsor of a single multiple employer ‘employee welfare benefit plan’ and ‘group health plan.’” Specifically, the regulation would create a more flexible “commonality of interest” test under the definition of “employer” to determine which groups or associations of employers could create AHPs. Associations of employers could meet the standard via “common geography” or “common industry.”

The goal of the rulemaking is “to expand access to affordable health coverage, especially among small employers and self-employed individuals, by removing undue restrictions on the establishment and maintenance of association health plans under ERISA.”


Ryan v. Henry, Nos. 1 CA-CV 16-0217, 1 CA-CV 16-0601, 2018 Ariz. App. Unpub. LEXIS 98 (Ct. App. Jan. 18, 2018)

Four individuals decided to start a medical marijuana business and drafted a joint venture agreement, which divided the business and the profits equally. For the first dispensary, they executed Articles of Incorporation for a nonprofit entity, Absolute Healthcare Inc. (Absolute), and later replaced the Articles with the assistance of counsel. The new Articles stated that two of the individuals, a couple, solely comprised the board of directors and that they would serve until the first annual meeting of the members or Board of Directors, or until successors were elected and qualified. The Articles stated that Absolute would have members but the group subsequently executed Bylaws stating that Absolute would not have members. Three of the members filed suit to contest the identity of the members of Absolute’s board of directors.

The Court found that under Arizona law, when Articles and Bylaws conflict, the Articles control, so Absolute had members and those members elected the directors.

A Pocono Country Place Prop. Owners Ass’n v. Kowalski, 2018 Pa. Commw. LEXIS 159 (Commw. Ct. May 7, 2018)

Appellants, A Pocono Country Place Property Owners Association Inc. and eight members of its board of directors, petitioned to remove the defendant from his position as a director of Property Owners Association and bar him from serving as a director in the future. The issue presented was whether a director’s boorish and insulting behavior toward other members of the board of directors constitutes sufficient grounds for judicial removal of a director under Section 5726(c) of the Nonprofit Corporation Law of 1988 (Nonprofit Corporation Law), 15 Pa. C.S. § 5726(c).

The defendant directed multiple insulting remarks at these Board members including emails that characterized specific female directors as “cunning and conniving,” “vindictive and spiteful,” and “incoherent”; telling a female director at a Board meeting that “maybe I’d let you cook for me” and more.

The Board suspended the defendant, and Plaintiffs filed a petition to remove him as a director and bar him from serving as a director under Section 5726(c) of the Nonprofit Corporation Law.

The trial court found that “proper cause” for court removal of a director under Section 5726(c) cannot be found without a showing that the director committed fraud, dishonesty, gross mismanagement, a violation of the Nonprofit Corporation Law or other illegal or ultra vires conduct. Because Kowalski’s boorish and unprofessional behavior did not constitute fraud, dishonesty, gross mismanagement, or illegal or ultra vires conduct, the court denied Plaintiffs’ petition to remove him as a director. The appellate court affirmed the trial court’s order.

Swank v. Valley Christian Sch., 188 Wash. 2d 663, 398 P.3d 1108 (2017)

Drew Swank, a student athlete at Valley Christian School (VCS), died from complications after contact with another player during a high school football game. Drew’s parents sued VCS (a nonprofit religious school) and Drew’s coach on behalf of his estate and individually.

In 2009, the Washington legislature passed the Lystedt law, RCW 28A.600.190. The purpose of the Lystedt law was to reduce the risk of further injury or death to youth athletes who suffer concussions in the state of Washington. The Lystedt law requires youth athletes to be removed from play immediately when they are suspected of sustaining a concussion or head injury and may not return until they are evaluated by and receive written clearance from a licensed health care provider. During the game, Drew complained of neck and head pain, but his coach put him back in play.  Drew was then hit by an opposing player, suffered head injuries, and died two days later. The Swanks brought common law negligence claims against the coach and the school for violating the Lystedt law.

Coach Puryear moved for summary judgment, arguing that under Rev. Code Wash. (ARCW) § 4.24.670 he is immune from liability for simple negligence because he was a volunteer of a nonprofit organization (the school VCS).  The trial court granted summary judgment on all counts against the Swanks, and an intermediate appellate court affirmed.

The Swanks appealed to the Washington State Supreme Court, which reversed the lower courts.  The state Supreme Court held that Coach Puryear met the definition of a “volunteer”, but he was only entitled to immunity if his conduct was simply negligent rather than grossly negligent. The Court found that the evidence created genuine issues of material fact regarding Coach Puryear’s degree of fault and should be relayed to a jury. As a result, the Court held that summary judgment on the claims against Coach Puryear was improper and reversed the lower court’s judgment, thus reinstating the Swank’s common law negligence claims against the coach and, by extension, VCS.


Data Research & Handling Inc. v. Vongphachanh, No. 1:16-CV-392, 2018 U.S. Dist. LEXIS 30935 (N.D. Ind. Feb. 27, 2018)

Data Research planned to launch an Employer-Assisted Housing Benefit Plan to provide financial assistance to individuals purchasing homes. The corporation alleged that the National Association of Realtors Inc. (NAR) spread the claim that Data Research was operating illegally, and asserted various claims against NAR, including libel, slander, tortious interference with contract, and tortious interference with a business relationship.

The Court granted NAR’s motion to dismiss for lack of personal jurisdiction. The Court agreed that despite NAR’s existing contacts in Indiana – including chartering associations, over 16,000 members, and selling education and other services to residents there – the law required more connection between NAR and the forum state in order for Data Research to sue it there.


Freedom Path Inc. v. IRS, Civil Action No. 3:14-CV-1537-D, 2017 U.S. Dist. LEXIS 104970, 120 A.F.T.R.2d (RIA) 5125 (N.D. Tex. July 7, 2017)

The Internal Revenue Service (IRS) denied Freedom Path’s application for recognition as a social welfare group under § 501(c)(4). Using the “facts and circumstances test” of Revenue Ruling 2004-6, the IRS determined that a significant amount of Freedom Path’s communications were political campaign interventions, so the organization was not considered as operating exclusively for the promotion of social welfare. In response, Freedom Path challenged the denial and claimed that the “facts and circumstances” test was unconstitutionally vague and/or overbroad.

The court concluded that the “facts and circumstances test” of Revenue Ruling 2004-6 was not unconstitutionally vague because the ruling was a civil regulation, and therefore subject to a more lenient vagueness standard than criminal law. In addition to a lack of controlling precedent supporting holding it void for vagueness, the use of a multifactor test did not make a tax rule vague per se. The ruling was also not subject to a heightened vagueness standard by virtue of being a restriction on speech.

2017 PLR LEXIS 8207, PLR 201746028 (I.R.S. August 24, 2017)

The organization was formed as a nonprofit entity that would act as a membership-based trade association. Its members would be current and former owners and representatives of Independent Franchisees or Licensees of Brand. Its two classes of membership were voting members and non-voting members. The organization’s mission was to provide assistance to members by conducting educational workshops and by sponsoring trade shows. Its main source of support was vendor fees paid by trade show vendors. The organization sought IRC § 501(c)(6) status, but the IRS denied the application.

The IRS held that the organization did not meet the criteria in § 501(c)(6) because it was not organized and operated as a business league but in fact was organized to provide particular services to members. That being so, the organization did not satisfy the requirement that its operation be focused on improving business conditions in one or more lines of business. The organization thus was similar to the entities described in Rev. Rul. 58-294 and Rev. Rul. 67-77 because it was engaged in furthering the business interests of Brand’s Franchisees, which was a particular brand. This was illustrated by the fact their trade shows are only for vendors used by franchisees and potential vendors of franchisees, rather than the improvement of business conditions of one or more lines of business. Therefore, the IRS determined that the organization was only improving business conditions for Franchisees and exemption was properly denied.

2017 PLR LEXIS 8290, PLR 201750020 (I.R.S. September 19, 2017)

The organization was a membership entity that was formed for the purpose of advertising and promoting the products and services of Dealers who traded in Brand Vehicles. Only one class of Membership existed, and it was limited to persons, firms and entities actively engaged in retailing new Brand Vehicles. Representatives from member dealerships sat on the organization’s board. Members contributed funds on a monthly basis. Upon dissolution, assets were to be distributed to Members on a prorated basis.

The organization applied for IRC § 501(c)(6) exemption but the IRS denied the application. It held that the organization was not a business league per Treas. Reg. § 1.501(c) (6)-1 because its activities did not improve the business conditions of one or more lines of business. Moreover, that the organization’s advertising services furthered the business interests of Members, not the entire auto industry. Because the organization’s activities actually provided advertising on behalf of Members, the organization was providing specific services to Members and was not eligible for exemption.

2017 PLR LEXIS 8620, PLR 201820019 (I.R.S. July 19, 2017)

The organization sought IRC § 501(c)(6) exempt status for its provision of trained and qualified Officials to oversee amateur hockey games. Membership was voluntary and open to any person who met certification requirements. “Member rinks” were facilities that hosted Games. Rinks were charged fees based on the type of game, age level and skill level of players. The organization did not schedule games but simply provided Officials. The organization collected fees from rinks and redistributed it to participating Officials. The organization’s only source of income was dues and fees generated by its provision of scheduling services.

The IRS denied exemption. It held that the organization existed to afford employment services to its members and thus provided a private benefit to members. Not only did the organization not improve business conditions per Treas. Reg. § 1.501(c)(6)-1 but members of its board received a percentage of its revenue as compensation, which resulted in prohibited inurement. In that way, the IRS held that the organization was similar to the entity in Ind. Retail Hardware Asso. Inc. v. United States, 177 Ct. Cl. 288, 366 F.2d 998 (1966), which had failed to qualify for § 501(c)(6) exemption because providing services for members was a substantial activity and was not an exempt activity for which exemption was available.

2017 PLR LEXIS 8335, PLR 201751023 (I.R.S. September 27, 2017)

The organization sought IRC § 501(c)(6) exempt status as a membership organization providing programming for members and their guests, most of whom were small business owners or managers. Members also could pay an additional fee for the privilege of presenting business-related proposals to other members at such meetings.

The IRS denied exemption. The organization did not meet the criteria in § 501(c)(6) and Treas. Reg. § 1.501(c)(6)-1 because it was not formed to promote the common business interests of a particular industry or trade but in fact existed to create business opportunities for its members, and members had no common interest other than a mutual desire to increase sales. Similar to the organizations described in Rev. Rul. 67-77 and Rev. Rul. 73-411, its activities were not directed toward improvements in any particular line of business. Instead, the organization proposed to provide a service for members by providing a forum for networking and business promotion opportunities. Since its meetings focused on networking and referrals and generating business leads for members, not on improving business conditions, it was serving the private interests of members and was not eligible for exemption per § 501(c)(6).

Special thanks to Pillsbury 2018 Summer Associates Crystal Fomba (New York University School of Law, 2019) and Nicole Steinberg (Northwestern Pritzker School of Law, 2019) for their invaluable assistance in preparing the text.

DISCLAIMER: Because of the generality of this update, the information provided herein may not be applicable in all situations and should not be acted upon without specific legal advice based on particular situations.

© Pillsbury Winthrop Shaw Pittman LLP | Attorney Advertising

Written by:

Pillsbury Winthrop Shaw Pittman LLP

Pillsbury Winthrop Shaw Pittman LLP on:

Readers' Choice 2017
Reporters on Deadline

"My best business intelligence, in one easy email…"

Your first step to building a free, personalized, morning email brief covering pertinent authors and topics on JD Supra:
*By using the service, you signify your acceptance of JD Supra's Privacy Policy.
Custom Email Digest
- hide

JD Supra Privacy Policy

Updated: May 25, 2018:

JD Supra is a legal publishing service that connects experts and their content with broader audiences of professionals, journalists and associations.

This Privacy Policy describes how JD Supra, LLC ("JD Supra" or "we," "us," or "our") collects, uses and shares personal data collected from visitors to our website (located at (our "Website") who view only publicly-available content as well as subscribers to our services (such as our email digests or author tools)(our "Services"). By using our Website and registering for one of our Services, you are agreeing to the terms of this Privacy Policy.

Please note that if you subscribe to one of our Services, you can make choices about how we collect, use and share your information through our Privacy Center under the "My Account" dashboard (available if you are logged into your JD Supra account).

Collection of Information

Registration Information. When you register with JD Supra for our Website and Services, either as an author or as a subscriber, you will be asked to provide identifying information to create your JD Supra account ("Registration Data"), such as your:

  • Email
  • First Name
  • Last Name
  • Company Name
  • Company Industry
  • Title
  • Country

Other Information: We also collect other information you may voluntarily provide. This may include content you provide for publication. We may also receive your communications with others through our Website and Services (such as contacting an author through our Website) or communications directly with us (such as through email, feedback or other forms or social media). If you are a subscribed user, we will also collect your user preferences, such as the types of articles you would like to read.

Information from third parties (such as, from your employer or LinkedIn): We may also receive information about you from third party sources. For example, your employer may provide your information to us, such as in connection with an article submitted by your employer for publication. If you choose to use LinkedIn to subscribe to our Website and Services, we also collect information related to your LinkedIn account and profile.

Your interactions with our Website and Services: As is true of most websites, we gather certain information automatically. This information includes IP addresses, browser type, Internet service provider (ISP), referring/exit pages, operating system, date/time stamp and clickstream data. We use this information to analyze trends, to administer the Website and our Services, to improve the content and performance of our Website and Services, and to track users' movements around the site. We may also link this automatically-collected data to personal information, for example, to inform authors about who has read their articles. Some of this data is collected through information sent by your web browser. We also use cookies and other tracking technologies to collect this information. To learn more about cookies and other tracking technologies that JD Supra may use on our Website and Services please see our "Cookies Guide" page.

How do we use this information?

We use the information and data we collect principally in order to provide our Website and Services. More specifically, we may use your personal information to:

  • Operate our Website and Services and publish content;
  • Distribute content to you in accordance with your preferences as well as to provide other notifications to you (for example, updates about our policies and terms);
  • Measure readership and usage of the Website and Services;
  • Communicate with you regarding your questions and requests;
  • Authenticate users and to provide for the safety and security of our Website and Services;
  • Conduct research and similar activities to improve our Website and Services; and
  • Comply with our legal and regulatory responsibilities and to enforce our rights.

How is your information shared?

  • Content and other public information (such as an author profile) is shared on our Website and Services, including via email digests and social media feeds, and is accessible to the general public.
  • If you choose to use our Website and Services to communicate directly with a company or individual, such communication may be shared accordingly.
  • Readership information is provided to publishing law firms and authors of content to give them insight into their readership and to help them to improve their content.
  • Our Website may offer you the opportunity to share information through our Website, such as through Facebook's "Like" or Twitter's "Tweet" button. We offer this functionality to help generate interest in our Website and content and to permit you to recommend content to your contacts. You should be aware that sharing through such functionality may result in information being collected by the applicable social media network and possibly being made publicly available (for example, through a search engine). Any such information collection would be subject to such third party social media network's privacy policy.
  • Your information may also be shared to parties who support our business, such as professional advisors as well as web-hosting providers, analytics providers and other information technology providers.
  • Any court, governmental authority, law enforcement agency or other third party where we believe disclosure is necessary to comply with a legal or regulatory obligation, or otherwise to protect our rights, the rights of any third party or individuals' personal safety, or to detect, prevent, or otherwise address fraud, security or safety issues.
  • To our affiliated entities and in connection with the sale, assignment or other transfer of our company or our business.

How We Protect Your Information

JD Supra takes reasonable and appropriate precautions to insure that user information is protected from loss, misuse and unauthorized access, disclosure, alteration and destruction. We restrict access to user information to those individuals who reasonably need access to perform their job functions, such as our third party email service, customer service personnel and technical staff. You should keep in mind that no Internet transmission is ever 100% secure or error-free. Where you use log-in credentials (usernames, passwords) on our Website, please remember that it is your responsibility to safeguard them. If you believe that your log-in credentials have been compromised, please contact us at

Children's Information

Our Website and Services are not directed at children under the age of 16 and we do not knowingly collect personal information from children under the age of 16 through our Website and/or Services. If you have reason to believe that a child under the age of 16 has provided personal information to us, please contact us, and we will endeavor to delete that information from our databases.

Links to Other Websites

Our Website and Services may contain links to other websites. The operators of such other websites may collect information about you, including through cookies or other technologies. If you are using our Website or Services and click a link to another site, you will leave our Website and this Policy will not apply to your use of and activity on those other sites. We encourage you to read the legal notices posted on those sites, including their privacy policies. We are not responsible for the data collection and use practices of such other sites. This Policy applies solely to the information collected in connection with your use of our Website and Services and does not apply to any practices conducted offline or in connection with any other websites.

Information for EU and Swiss Residents

JD Supra's principal place of business is in the United States. By subscribing to our website, you expressly consent to your information being processed in the United States.

  • Our Legal Basis for Processing: Generally, we rely on our legitimate interests in order to process your personal information. For example, we rely on this legal ground if we use your personal information to manage your Registration Data and administer our relationship with you; to deliver our Website and Services; understand and improve our Website and Services; report reader analytics to our authors; to personalize your experience on our Website and Services; and where necessary to protect or defend our or another's rights or property, or to detect, prevent, or otherwise address fraud, security, safety or privacy issues. Please see Article 6(1)(f) of the E.U. General Data Protection Regulation ("GDPR") In addition, there may be other situations where other grounds for processing may exist, such as where processing is a result of legal requirements (GDPR Article 6(1)(c)) or for reasons of public interest (GDPR Article 6(1)(e)). Please see the "Your Rights" section of this Privacy Policy immediately below for more information about how you may request that we limit or refrain from processing your personal information.
  • Your Rights
    • Right of Access/Portability: You can ask to review details about the information we hold about you and how that information has been used and disclosed. Note that we may request to verify your identification before fulfilling your request. You can also request that your personal information is provided to you in a commonly used electronic format so that you can share it with other organizations.
    • Right to Correct Information: You may ask that we make corrections to any information we hold, if you believe such correction to be necessary.
    • Right to Restrict Our Processing or Erasure of Information: You also have the right in certain circumstances to ask us to restrict processing of your personal information or to erase your personal information. Where you have consented to our use of your personal information, you can withdraw your consent at any time.

You can make a request to exercise any of these rights by emailing us at or by writing to us at:

Privacy Officer
JD Supra, LLC
10 Liberty Ship Way, Suite 300
Sausalito, California 94965

You can also manage your profile and subscriptions through our Privacy Center under the "My Account" dashboard.

We will make all practical efforts to respect your wishes. There may be times, however, where we are not able to fulfill your request, for example, if applicable law prohibits our compliance. Please note that JD Supra does not use "automatic decision making" or "profiling" as those terms are defined in the GDPR.

  • Timeframe for retaining your personal information: We will retain your personal information in a form that identifies you only for as long as it serves the purpose(s) for which it was initially collected as stated in this Privacy Policy, or subsequently authorized. We may continue processing your personal information for longer periods, but only for the time and to the extent such processing reasonably serves the purposes of archiving in the public interest, journalism, literature and art, scientific or historical research and statistical analysis, and subject to the protection of this Privacy Policy. For example, if you are an author, your personal information may continue to be published in connection with your article indefinitely. When we have no ongoing legitimate business need to process your personal information, we will either delete or anonymize it, or, if this is not possible (for example, because your personal information has been stored in backup archives), then we will securely store your personal information and isolate it from any further processing until deletion is possible.
  • Onward Transfer to Third Parties: As noted in the "How We Share Your Data" Section above, JD Supra may share your information with third parties. When JD Supra discloses your personal information to third parties, we have ensured that such third parties have either certified under the EU-U.S. or Swiss Privacy Shield Framework and will process all personal data received from EU member states/Switzerland in reliance on the applicable Privacy Shield Framework or that they have been subjected to strict contractual provisions in their contract with us to guarantee an adequate level of data protection for your data.

California Privacy Rights

Pursuant to Section 1798.83 of the California Civil Code, our customers who are California residents have the right to request certain information regarding our disclosure of personal information to third parties for their direct marketing purposes.

You can make a request for this information by emailing us at or by writing to us at:

Privacy Officer
JD Supra, LLC
10 Liberty Ship Way, Suite 300
Sausalito, California 94965

Some browsers have incorporated a Do Not Track (DNT) feature. These features, when turned on, send a signal that you prefer that the website you are visiting not collect and use data regarding your online searching and browsing activities. As there is not yet a common understanding on how to interpret the DNT signal, we currently do not respond to DNT signals on our site.

Access/Correct/Update/Delete Personal Information

For non-EU/Swiss residents, if you would like to know what personal information we have about you, you can send an e-mail to We will be in contact with you (by mail or otherwise) to verify your identity and provide you the information you request. We will respond within 30 days to your request for access to your personal information. In some cases, we may not be able to remove your personal information, in which case we will let you know if we are unable to do so and why. If you would like to correct or update your personal information, you can manage your profile and subscriptions through our Privacy Center under the "My Account" dashboard. If you would like to delete your account or remove your information from our Website and Services, send an e-mail to

Changes in Our Privacy Policy

We reserve the right to change this Privacy Policy at any time. Please refer to the date at the top of this page to determine when this Policy was last revised. Any changes to our Privacy Policy will become effective upon posting of the revised policy on the Website. By continuing to use our Website and Services following such changes, you will be deemed to have agreed to such changes.

Contacting JD Supra

If you have any questions about this Privacy Policy, the practices of this site, your dealings with our Website or Services, or if you would like to change any of the information you have provided to us, please contact us at:

JD Supra Cookie Guide

As with many websites, JD Supra's website (located at (our "Website") and our services (such as our email article digests)(our "Services") use a standard technology called a "cookie" and other similar technologies (such as, pixels and web beacons), which are small data files that are transferred to your computer when you use our Website and Services. These technologies automatically identify your browser whenever you interact with our Website and Services.

How We Use Cookies and Other Tracking Technologies

We use cookies and other tracking technologies to:

  1. Improve the user experience on our Website and Services;
  2. Store the authorization token that users receive when they login to the private areas of our Website. This token is specific to a user's login session and requires a valid username and password to obtain. It is required to access the user's profile information, subscriptions, and analytics;
  3. Track anonymous site usage; and
  4. Permit connectivity with social media networks to permit content sharing.

There are different types of cookies and other technologies used our Website, notably:

  • "Session cookies" - These cookies only last as long as your online session, and disappear from your computer or device when you close your browser (like Internet Explorer, Google Chrome or Safari).
  • "Persistent cookies" - These cookies stay on your computer or device after your browser has been closed and last for a time specified in the cookie. We use persistent cookies when we need to know who you are for more than one browsing session. For example, we use them to remember your preferences for the next time you visit.
  • "Web Beacons/Pixels" - Some of our web pages and emails may also contain small electronic images known as web beacons, clear GIFs or single-pixel GIFs. These images are placed on a web page or email and typically work in conjunction with cookies to collect data. We use these images to identify our users and user behavior, such as counting the number of users who have visited a web page or acted upon one of our email digests.

JD Supra Cookies. We place our own cookies on your computer to track certain information about you while you are using our Website and Services. For example, we place a session cookie on your computer each time you visit our Website. We use these cookies to allow you to log-in to your subscriber account. In addition, through these cookies we are able to collect information about how you use the Website, including what browser you may be using, your IP address, and the URL address you came from upon visiting our Website and the URL you next visit (even if those URLs are not on our Website). We also utilize email web beacons to monitor whether our emails are being delivered and read. We also use these tools to help deliver reader analytics to our authors to give them insight into their readership and help them to improve their content, so that it is most useful for our users.

Analytics/Performance Cookies. JD Supra also uses the following analytic tools to help us analyze the performance of our Website and Services as well as how visitors use our Website and Services:

  • HubSpot - For more information about HubSpot cookies, please visit
  • New Relic - For more information on New Relic cookies, please visit
  • Google Analytics - For more information on Google Analytics cookies, visit To opt-out of being tracked by Google Analytics across all websites visit This will allow you to download and install a Google Analytics cookie-free web browser.

Facebook, Twitter and other Social Network Cookies. Our content pages allow you to share content appearing on our Website and Services to your social media accounts through the "Like," "Tweet," or similar buttons displayed on such pages. To accomplish this Service, we embed code that such third party social networks provide and that we do not control. These buttons know that you are logged in to your social network account and therefore such social networks could also know that you are viewing the JD Supra Website.

Controlling and Deleting Cookies

If you would like to change how a browser uses cookies, including blocking or deleting cookies from the JD Supra Website and Services you can do so by changing the settings in your web browser. To control cookies, most browsers allow you to either accept or reject all cookies, only accept certain types of cookies, or prompt you every time a site wishes to save a cookie. It's also easy to delete cookies that are already saved on your device by a browser.

The processes for controlling and deleting cookies vary depending on which browser you use. To find out how to do so with a particular browser, you can use your browser's "Help" function or alternatively, you can visit which explains, step-by-step, how to control and delete cookies in most browsers.

Updates to This Policy

We may update this cookie policy and our Privacy Policy from time-to-time, particularly as technology changes. You can always check this page for the latest version. We may also notify you of changes to our privacy policy by email.

Contacting JD Supra

If you have any questions about how we use cookies and other tracking technologies, please contact us at:

- hide

This website uses cookies to improve user experience, track anonymous site usage, store authorization tokens and permit sharing on social media networks. By continuing to browse this website you accept the use of cookies. Click here to read more about how we use cookies.