Monday, March 5, 2007
As Frank Snyder put it in the early days of this Blog:
[On] December 2, 1980, the Missouri Court of Appeals decided Katz v. Danny Dare, Inc., 610 S.W.2d 121 (Mo. Ct. App.1980), a popular casebook follow-up to Feinberg v. Pfeiffer Co. in the promissory estoppel part of the course. In the case, the president of the company wanted to get his brother-in-law to resign instead of having to fire him (thus ticking off his sister) so he promised him a pension. After the man retired, the company reneged on the promise, claiming that there was no consideration for the promise because the employee would have been fired anyway. The court's holding -- that there was no consideration but that there was reliance -- is just off base enough to make for great class discussion.
And also off-base enough to inspire a Limerick:
Katz v. Danny Dare
Shopmaker could have fired Katz.
Instead, they held family chats.
Now a pension is due,
Though Katz' work days aren't through.
Estoppel here seems a bit bats.
Friday, March 2, 2007
Over at Concurring Opinions, Nate Oman (William & Mary) has this fascinating post about the difference between repossession and piracy, specifically when we're talking about the repossession of a ship. The tale he recounts even involves the actions of a witch doctor - check it out!
[Miriam A. Cherry]
UNLV's William S. Boyd School of Law is looking for a visitor to teach some combination of Contracts, Sales & Leases, Payment Systems, and Secured Transactions during the 2007-08 academic year. If you are interested, please contact Associate Dean Joan Howarth.
[Keith A. Rowley]
What looked to be a prolific year for Revised Article 1 -- based on the number of January introductions -- now looks like it might produce fewer adoptions than either 2005 or 2006.
Utah SB 91 has passed both houses, but has not yet made its way to Governor Jon Hunstman, Jr.'s desk. Indiana SB 419, Kansas SB 183, and North Dakota HB 1035 have each passed one house and are in the other. Parallel bills Florida HB 151 and SB 252 are slowly progressing through their respective originating houses. Rhode Island SB 105 has been idling since its mid-January introduction. South Dakota SB 85 was been tabled until after the legislative session adjourns.
Utah SB 91, Indiana SB 419, and Kansas SB 183 have each been amended to replace uniform R1-301 with choice-of-law language tracking pre-Revised 1-105 -- keeping uniform R1-301's 0-for-22 streak alive. Kansas SB 183 and North Dakota HB 1035 adopt the uniform R1-201(b)(20) good faith standard. Indiana SB 419, Rhode Island SB 105, and Utah SB 91 retain the bifurcated good faith standard of pre-Revised 1-201(19), 2-103(1)(b) & 2A-103(3).
Elsewhere on the UCC front ...
Oklahoma HB 2172, proposing adoption of the 2003 amendments to UCC Articles 2 & 2A (along with certain conforming amendments to other articles), was introduced on February 5 and referred to the Oklahoma House Rules Committee on February 6. No further action has been reported.
Oklahoma HB 2171, proposing adoption of the 2002 amendments to UCC Articles 3 & 4 (along with certain conforming amendments to other articles), was also introduced on February 5 and referred to the Oklahoma House Rules Committee on February 6. No further action has been reported.
[Keith A. Rowley]
One of the big pedagogical divides among contracts teachers is whether to start the first-year Contracts course in the traditional way -- beginning with contract formation -- or to start with remedies. The first approach traces its origins to the creator of the first contracts casebook, Harvard's C.C Langdell. The latter was championed by another Harvard teacher, Lon Fuller.
The modern debate, says Scott Gerber (Ohio Northern) (top left) in a piece published on the AALS Contracts Section web site, began in discussions between Fuller and one of the titans of modern contract law, Yale's Arthur Corbin. Gerber details the interesting correspondence between them over The Casebook That Never Was.
Thursday, March 1, 2007
How's this for interesting... A $50,000 purchase of a rock quarry is really worth millions (billions?). Here's an excerpt from the whole story, which can be found here:
Matt White, a journeyman pitcher trying to make the Los Angeles Dodgers, could become baseball's first billionaire player.
It has nothing to do with his arm. He owns a rock quarry in western Massachusetts. White, who has appeared in seven big league games in nine professional seasons, paid $50,000 three years ago to buy 50 acres of land from an elderly aunt who needed the money to pay for a nursing home.
While clearing out a couple acres to build a home, he discovered stone ledges in the ground, prompting him to have the property surveyed. A geologist estimated there were 24 million tons of the stone on his land. The stone is being sold for upward of $100 per ton, meaning there's well over $2 billion worth of material used for sidewalks, patios and the like.
No word on what happened to the aunt (who one assumes is either still in a nursing home or who has passed away). Apparently White may turn his tale into a movie.
[Miriam A. Cherry]
On February 2, 2007, the Seventh Circuit (Posner, J.) enforced a forum-selection clause favoring Takeda, a Japanese pharmaceutial company, and thus affirmed the District Court's dismissal of Abbott Labs' suit brought in the Northern District of Illinois. The full opinion can be found here.
The parties to the suit formed a 50/50 joint venture, which became the Delaware Corporation, TAP Pharmaceuticals. In 1995, Takeda contracted to supply TAP for ten years with a heartburn and acid reflux drug, Prevacid. In 2004, just before the contract was due to expire, TAP's board voted to renew it. Abbott brought suit alleging breach of fiduciary duty by Takeda. Abbott alleged (and Judge Posner expressed some perplexity at the allegation) that Takeda had coerced Abbott to instruct its TAP directors to approve the contract renewal, even though TAP thereby agreed to an excessive price.
The Agreement that created TAP provided that it should be governed by Illinois law but that disputes "arising from, concerning or in any way relating to" the Agreement should be brought in Japan if Abbott is plaintiff.