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News Briefs
Proposed New Laws in UK Could Make Standard Franchise Agreements Unenforceable
The Law Commission recently published a draft Unfair Contract Terms Bill (“UCTB”). If the bill remains unchanged in its final form, the UCTB will bring about a fundamental change in the way in which standard franchise agreements are regarded by courts and could be disastrous for franchisors.
The Unfair Contract Terms Act 1977 (“UCTA”) regulates certain exclusion clauses in business-to-business contracts, including franchise agreements. Under UCTA, if a franchisee signs a standard form franchise agreement, he or she can challenge a term that excludes or limits liability for breach of contract, and the clause will only be enforceable if it is fair and reasonable. At present, there is no legal requirement for other clauses of the franchise agreement to be fair or reasonable, and therefore they cannot be challenged by a franchisee.
Major Differences In UK, U.S. Copyright Laws
This article highlights how copyright law in the United Kingdom differs from U.S. copyright law, and points out differences that may be crucial to entertainment and media businesses familiar with U.S law that are interested in operating in the United Kingdom or under UK law. The article also briefly addresses contrasts in UK and U.S. trademark law.
The Article 8 Opt In
The Article 8 opt-in election adds an additional layer of complexity to the already labyrinthine rules governing perfection of security interests under the UCC. A lender that is unaware of the nuances created by the opt in (may find its security interest vulnerable to being primed by another party that has taken steps to perfect in a superior manner under the circumstances.
Strategy vs. Tactics: Two Sides of a Difficult Coin
With each successive large-scale cyber attack, it is slowly becoming clear that ransomware attacks are targeting the critical infrastructure of the most powerful country on the planet. Understanding the strategy, and tactics of our opponents, as well as the strategy and the tactics we implement as a response are vital to victory.
Legal Possession: What Does It Mean?
Possession of real property is a matter of physical fact. Having the right or legal entitlement to possession is not "possession," possession is "the fact of having or holding property in one's power." That power means having physical dominion and control over the property.
The Anti-Assignment Override Provisions
UCC Sections 9406(d) and 9408(a) are one of the most powerful, yet least understood, sections of the Uniform Commercial Code. On their face, they appear to override anti-assignment provisions in agreements that would limit the grant of a security interest. But do these sections really work?