Three Case Studies of Business Law

Extract

[...] However, the company wants to minimize the tax it will pay on the new entity's profits. At the same time, we have decided to deal with a new manufacturer in China “ChinaCo” but you thing that this latter could try to duplicate our products. In fact, in the agreement that the Chinese company sent us, there is no clause concerning dispute resolution. That's why; we have decided to hire a lawer in order to solve this problem on the legal scale. [...]

[...] Directors of a company owe a FIDUCIARY duty to the company, but the BUSINESS JUDJEMNT RULE ensures that their decisions will not be second‐guessed by the courts in the absence of fraud, illegality, or a conflict of interest When a principal has not actually authorized an agent to do something but says or does something to a third party that leads the third party to believe the agent has been authorized to do that thing, the agent is said to have APPARENT authority The standard for whether a court in one country will be able to exercise personal jurisdiction over a person and thus be able to compel him or her to obey its orders depends on whether EQUALITY A party who is ready to perform under a contract but who learns from the other party that he (the other party) will not make payment under the contract is under a duty to MITIGATE his damages The primary advantage of incorporation is THE LIMITED LIABILITIES FOR SHAREHOLDERS; the primary disadvantage is DOUBLE TAXATION In order to prove discrimination in employment based on race or gender, sometimes a discriminatory intent is unnecessary where a practice can be shown to have DISPARATE IMPACT When the parties have agreed to have a neutral person decide their dispute outside of court (instead of a judge), that process is known as MEDIATION In claims for negligence, the main issue in establishing whether a person's act or omission was the legal cause of another's injuries is whether the harm was FORESEEABLE The fundamental interest that contracting parties seek to have fulfilled (and perhaps the biggest determinant of happiness in life) is their EXPECTATIONS The key determinant of whether someone who works for you is your employee as opposed to an independent contractor is the degree of CONTROL Price‐fixing is an example of PER SE illegal antitrust conduct; other anti‐competitive business practices are evaluated using RULE OF REASON A trademark protects IDENTIFICATION; a copyright protects EXPRESSION OF AN IDEA; and a patent protects INVENTIONS Perhaps the greatest but most under‐utilized advantage of arbitration is that, in terms of how a future dispute is going to be resolved, it allows the parties to specify LOCATION, ARBITRAROS, TIMING, GOVERNING LAWS in advance The clause that is perhaps least‐often discussed during the negotiation of a contract but that may, more often than not, determine the outcome of any litigation before it even starts isTHE FORUM SELECTION CLAUSE. http://legal-dictionary.thefreedictionary.com/contract+law http://faculty.chass.ncsu.edu/garson 2008 G. David Garson Dowd & Dowd, Ltd. v. Gleason Ill.App.3d Ill.Dec N.E.2d 854 (1996) Pimpinello v. Swift & Co N.Y 162- N.E (1930). [...]

[...] Our client asked us to print his logo on each MP3 players. We were a few days late in the delivery and he refused to pay what he signed for. In this case, the first thing to do is checking the contract: itis “an agreement with specific terms between two or more persons or entities in which there is a promise to do something in return for a valuable benefit known as consideration”[1]. In fact, if you do business with another company, we have to determine a contract which has to be accepted and negotiated by both parts. [...]

[...] In fact, if we are used to deal with this Buyer and that he is used to order big amounts, we have to find a solution in order to satisfy him and to keep him loyal towards our company. In our case, we don't know what is mentioned in the contract and above all, if there is a written contract. Moreover, it is very difficult to take a decision because we don't know how long the delay is. In fact, as we have explained before, according to the delay, the result will be different. [...]

[...] In fact, she acted unbeknownst to us. Let's remember here, that the relationship between principal and agents is “the central dilemma investigated by principal agent theorists is how to get the employee or contractor (agent) to act in the best interests of the principal (the employer) when the employee or contractor has an informational advantage over the principal and has different interests from the principal.”[2] In our case, we can presume that Anna didn't act in the best interest of the Company. [...]