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Court Watch
Franchisor's Operation of Online Store does not Violate Exclusivity
The United States District Court for the District of Minnesota recently granted in part a franchisor's motion to dismiss a franchisee's claims for breach of contract and breach of the duty of good faith and fair dealing, holding that the franchisor acted within the bounds of the franchise agreements between the parties when the franchisor commenced the operation of an online store. Newpaper, LLC v. Party City Corp., No. 13-1735 ADM/LIB, 2013 U.S. Dist. LEXIS 137796, at 16 (D. Minn. Sept. 25, 2013).
In Newpaper, a party supply retail franchisee operating 25 Party America retail locations entered into an agreement (the “Agreement”) to convert its Party America locations to Party City stores, also agreeing to terminate all of its Party America franchise agreements and execute new Party City franchise agreements. Id., at 2. Said conversions were the result of the sale of Party America Corporation and Party City Corporation to a parent company. Id. The Agreement granted to the franchisee the exclusive right to operate Party City retail stores in Minnesota, Iowa, North Dakota, South Dakota, and 12 Wisconsin counties bordering Minnesota and Iowa. Id., at 3. In the Agreement, the franchisor reserved the right to sell its products as well as products sold by the franchisee through other distribution channels, including the Internet. Id.
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?