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Court Watch
U.S. Supreme Court Strengthens Franchisors' Ability to Litigate In Chosen Forum
On Dec. 3, 2013, the U.S. Supreme Court issued a unanimous opinion clarifying the procedural mechanism for dismissing or transferring a lawsuit in which the parties to the lawsuit are also parties to a contract with a valid forum-selection provision. Atlantic Marine Construction Co. v. United States District Court for the Western District of Texas, 134 S. Ct. 568, 571 U.S. ___ (2013). Perhaps more important, particularly for franchisors and other business owners, the Supreme Court held that such contractual forum-selection clauses will be enforced in “all but the most unusual cases.” This ruling gives franchisors strengthened ability to litigate contractual disputes in the forum of their choosing.
By way of background, Atlantic Marine Construction Co. (Atlantic Marine) and J-Crew Management Inc. (J-Crew Management) entered into a contract requiring all contractual disputes to be litigated in Virginia. J-Crew Management, however, filed suit in federal court in Texas when a dispute arose. Seeking to enforce the forum-selection clause, Atlantic Marine moved to dismiss the case for wrong or improper venue under Federal Rule of Civil Procedure (FRCP) 12(b)(3), or for the wrong venue under 28 U.S.C. '1406(a). Atlantic Marine alternatively moved to transfer the action to Virginia under 28 U.S.C. '1404(a). The district court denied Atlantic Marine's motion to dismiss and concluded that a motion to transfer venue under 28 U.S.C. '1404(a) is the sole mechanism to enforce a forum-selection clause, reasoning that dismissal is appropriate only when the contractual forum-selection clause identifies a foreign or state court forum, or an arbitral forum. Weighing several public and private interest factors relating to the request for a transfer, only one of which was the forum-selection clause, the district court concluded Atlantic Marine had not met its burden to transfer venue. The Fifth Circuit Court of Appeals agreed with the district court's analysis and denied Atlantic Marine's application for a writ of mandamus.
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?