Law School Toolbox Podcast Episode 292: Listen and Learn -- The Erie Doctrine (Civ Pro)
Bar Exam Toolbox Podcast Episode 126: Listen and Learn -- The Erie Doctrine
In Housing & Redevelopment Insurance Exchange v. Guy Carpenter & Co., a Pennsylvania federal court considered the enforceability of a forum selection clause in a services agreement between Pennsylvania-based insurer Housing...more
The 2024 Washington State Legislature passed Substitute Senate Bill (S.S.B.) 5935 in February 2024, and Governor Jay Inslee signed the bill into law on March 13, 2024, updating and clarifying Washington law regarding...more
Every day, attorneys act as advisors to parties negotiating and drafting contracts. Among those terms often left to the lawyers are choice-of-law provisions. Which state’s law governs a dispute, in theory, should not...more
David F. Johnson co-presented with Zachary S. Davis from Stoel Rives LLP, in Portland, Oregon, on “Limitation of Liability Clauses in Business Contracts: Limiting Potential Damages and Avoiding Pitfalls” on January 31, 2023,...more
Commercial contract provisions dictating choice-of-law, the applicable statute of limitations, and forum selection are important yet often overlooked portions of agreements. A recent Rhode Island Supreme Court decision...more
The landscape for restrictive covenants and confidentiality agreements is changing rapidly across the country. Notice periods, compensation thresholds, and consideration requirements are increasingly common, and the days...more
Federal Insurance Company et al v. Select Energy Services LLC and Exco et al. is a reminder for negotiators of indemnity and defense obligations in oilfield contracts that choice of law is important. Ignore it when drafting...more
A recent Delaware Chancery Court opinion has elucidated Delaware’s approach to judicially modifying, or “blue-penciling,” overly broad noncompete agreements and deferring to parties’ choice of law provisions. The case, FP UC...more
David F. Johnson, lead writer for the Texas Fiduciary Litigator blog, discusses the enforceability of arbitration, forum-selection, and jury-waiver clauses in trust and will disputes as well as other related issues associated...more
We focus on two H2 2019 rulings that could affect M&A transactions in the future. Genuine Parts: Acceptance of termination fee does not prevent further remedies - In September 2019, the Delaware Chancery Court refused to...more
Preparing contracts can be like using the music for a performance. Like musicians are expected to perform from memory even when it does not serve them well, contracts include boilerplate language which does not add to the...more
North Carolina businesses commonly enter into contracts to buy or sell goods and services west of Murphy, north of Mt. Airy, south of Charlotte, and even east of Ocracoke. When contracts such as these extend beyond state...more
We review a lot of manufacturing contracts for our clients. As most people know, there are often clauses that dictate what law will apply if there is a dispute (a.k.a. “choice of law” clauses) and where that dispute will be...more
Many companies frequently use non-compete and non-solicit clauses in their employment agreements. However, there are several important legal issues to consider before drafting and executing these agreements. When an employee...more
Technology constantly changes. Firms are periodically put to the choice about whether to upgrade their technology or build a new platform. An expert software vendor/installer can greatly assist firms in making and...more
In the process of drafting contracts, parties can shape the process for resolving their future disputes. They can potentially select the forum for dispute resolution, the body that will resolve the disputes, the law that will...more
Not spelling out in your agreements, even in informal agreements, where disputes can be resolved and what law will govern them can lead to some unhappy results. That is exactly the position that United Excel Corporation and...more
As intellectual property licensing continues to grow more prevalent, legal practitioners and business personnel are being asked to craft and negotiate agreements that can significantly impact a business’s ability to compete...more
In Fern Computer Consultancy Ltd v Intergraph Cadworx & Analysis Solutions Inc [2014] EWHC 2908 (Ch) (29 August 2014), the English High Court analyzed the arguments for and against non-English forum selection and choice of...more
Court confirms that, in certain circumstances, a contract can be made in two jurisdictions. On 7 October 2013, in Conductive Inkjet Technology Ltd v Uni-Pixel Displays Inc, [2013] EWHC 2968 (Ch), the High Court of...more
In this Publication: - 2.1 Introduction 2–1 - 2.2 General Considerations About Contract Drafting 2–2 - § 2.2.1 Does the Contract Reflect a “Meeting of the Minds”? 2–2 - § 2.2.2 The Words of the...more
The Colorado anti-indemnity statute significantly affects the enforceability of indemnification provisions in Colorado construction contracts. With some limited exceptions, construction contracts imposing broad indemnity...more
Because of time constraints and the desire to get the business, subcontractors and suppliers routinely sign lengthy subcontracts and master service agreements without closely reading the terms and conditions. ...more
Last week, the Massachusetts Supreme Judicial Court (SJC) held that plaintiffs who live and work outside of Massachusetts for Massachusetts-based companies can sue for purported violations of Massachusetts’ independent...more
As we have previously posted in Choice of Law in a Contract Can Be Critical, Ensuring Your Dispute Is Resolved in the Forum You Want Is Not Always Easy, and Selection of Forum Other Than Massachusetts May Not Avoid Wage Act...more