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When Is a Lease of Personal Property a 'True Lease'?
Just because a document is labeled a lease may not make it so under commercial law. One of the more heavily contested issues under the Uniform Commercial Code (“UCC”) is whether an agreement transferring use and possession of personal property from one party to another is actually a lease as opposed to a sale subject to a security agreement. Here, we discuss the advantages and disadvantages of a “true lease” versus a security agreement, the legal considerations in determining how an agreement should be characterized under the UCC, and some interesting recent decisions in this area.
Lease or Security Agreement
There are many reasons from the legal perspective why a creditor may want to characterize the transaction as a lease and not a sale subject to a security interest. A lease affords protections to a lessor that a holder of a security interest does not have. For example, a “true lease” of goods is governed by Article 2A of the UCC. A creditor not in the business of leasing goods may be able to benefit from the Article 2A provisions dealing with “finance leases.” See, e.g., N.Y. U.C.C. ” 2A-209, 2A-211(2), 2A-212(1), 2A-213, 2A-407 and 2A-517. Under those provisions, the lessor is not responsible for the condition of the goods and does make implied warranties of fitness or merchantability. Those provisions also make the lessee's obligations to the lessor under the lease irrevocable and independent of the lessor's obligations or the condition of the leased goods (the latter being known as “hell or high water” obligations).
Yachts, Jets, Horses & Hooch: Specialized Commercial Leasing Models
Defining commercial real estate asset class is essentially a property explaining how it identifies — not necessarily what its original intention was or what others think it ought to be. This article discusses, from a general issue-spot and contextual analysis perspective, how lawyers ought to think about specialized leasing formats and the regulatory backdrops that may inform what the documentation needs to contain for compliance purposes.
Hyperlinked Documents: The Latest e-Discovery Challenge
As courts and discovery experts debate whether hyperlinked content should be treated the same as traditional attachments, legal practitioners are grappling with the technical and legal complexities of collecting, analyzing and reviewing these documents in real-world cases.
Identifying Your Practice's Differentiator
How to Convey Your Merits In a Way That Earns Trust, Clients and Distinctions Just as no two individuals have the exact same face, no two lawyers practice in their respective fields or serve clients in the exact same way. Think of this as a "Unique Value Proposition." Internal consideration about what you uniquely bring to your clients, colleagues, firm and industry can provide untold benefits for your law practice.
Risks and Ad Fraud Protection In Digital Advertising
The ever-evolving digital marketing landscape, coupled with the industry-wide adoption of programmatic advertising, poses a significant threat to the effectiveness and integrity of digital advertising campaigns. This article explores various risks to digital advertising from pixel stuffing and ad stacking to domain spoofing and bots. It will also explore what should be done to ensure ad fraud protection and improve effectiveness.
Turning Business Development Plans Into Reality
This article offers practical insights and best practices to navigate the path from roadmap to rainmaking, ensuring your business development efforts are not just sporadic bursts of activity, but an integrated part of your daily success.