The Impact of the Patent Exhaustion and Implied License Doctrines on License Negotiations
October 01, 2003
Nothing should be left to chance when drafting patent licenses. Indeed, the parties on both sides of the transaction have a keen interest in eliminating ambiguities. This is particularly true with respect to the scope of the license grant. The licensor must be reasonably assured that it has not inadvertently given away more than what was bargained for. On the other side, the licensee must be reasonably assured that it may use the patent as it intended without being sued for infringement.
Sarbanes-Oxley, the SEC and Nasdaq
October 01, 2003
This article briefly summarizes the numerous provisions of the Sarbanes-Oxley Act, the rules under it, the corresponding proposed governance rules that a new public company listing on the Nasdaq National Market will be required to address, and the deadlines for being in compliance.
Has Anything Changed?
October 01, 2003
Nearly 2 years have passed since the Enron scandal broke, and a year has elapsed since Congress passed the Sarbanes-Oxley Act (the Act) in July 2002 in response to widespread calls for stronger measures to prevent and punish corporate fraud. Many observers expected securities class action litigation to rise in response to recent headline-making fraud scandals and the Act. However, little change has occurred in securities class action filings, dispositions and settlements, detailed statistical analysis shows. This article discusses the facts.
Consequences for FCPA Compliance
October 01, 2003
Over the past year, most issuers have been preoccupied with the basics of Sarbanes-Oxley compliance, with the result that some of the subtler compliance implications have not yet been fully appreciated. However, as discussed last month, it is evident that the provisions of the Act will have implications for compliance in all substantive areas in which a company maintains a compliance program, but especially those having payment and financial dimensions, such as the FCPA Section 302, already mentioned in the disclosure discussion last month ... This article completes the discussion.
Arbitration Awards Not Subject to Dilution
October 01, 2003
Arbitration awards are subject to limited judicial review. May parties contract to further limit the review afforded by courts to an award? The Second Circuit ruled parties may not seek to lower the standard of review of an arbitration award to be applied by a court.
Wage Claims under Labor Law: Executives Need Not Apply
October 01, 2003
Wage claims under Section 191 of the Labor Law are a handy gadget in a plaintiff's toolbox. Such statutory claims provide not merely for recovery of lost wages but also liquidated damages equal to 25% of the total wages due as well as attorneys' fees and costs. Section 191, however, has an Achilles heel, and that is its application to supervisors and executives or, better put, its inapplicability to them.
Non-Competition Law in France and the EU
October 01, 2003
In the international arena, U.S. employers should refrain from seeking to blindly impose the "American way" of drafting and implementing restrictive covenants in an attempt to harmonize their employees' working conditions all over the world. Indeed, there is simply no such a thing as a standard restrictive covenant that could be implemented whatever the location of the workplace in the world.
