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[Meredith R. Miller]

That's Probably Why It's Considered "Timeless"

One of the pleasures of having been educated in the California State Public School System from kindergarten through college is the large number of very famous books you never actually had to read.  This means that it's now possible to discover some of these books at an age where you really understand them.

Take Fyodor Dostoevsky's Crime and Punishment, which I'm now listening to in an excellent audio books version.  Turns out that it's about a law student who goes deep into debt to finance his studies, can't get a job, and can't repay his loans.  Who would have thought that a 19th century Russian could be so up-to-date?

[Frank Snyder]

Mistake, 33 Cent Gasoline

From this story on Yahoo! News:

Dozens of drivers made a mad rush for cheap gas after a station employee accidentally changed the price to 33 cents a gallon. An employee closing Trig's Minocqua Shell for the night mistakenly entered the price of a gallon of gasoline as 32.9 cents instead of $3.299 on Monday night.

He left about 10 p.m., but drivers could still use their credit cards to buy gas.

Word of the bargain spread fast in the rural northern Wisconsin community, with 42 people buying 586 gallons of gas in an hour and 45 minutes. One person had pumped 27 gallons and two purchased 18 gallons.

Local police saw the horde at the station and called store manager Andrea Reuland, who went to the station and pushed the emergency stop.

"There were cars two deep at each of my pumps," said Reuland, who knew many of the drivers and told them they were being dishonest — the main store sign had the correct price.

"I was very upset that there's that many dishonest people," she said. "They knew there was a problem, and they took advantage of an employee's mistake and I think that's terrible."

There was some discussion on the listserve earlier in the semester about obviously wrong prices being advertised on eBay, too.

[Miriam Cherry]

Green Eggs and Contracts

Okay, law isn't exactly rocket science.  And contract law may not be as intellectually demanding as, say, Constitutional law, where the ability to count to five is critical.  But it's still a little sad when students see through what we try to do in class and manage to encapsulate one of our most mysterious doctrines in  language that any first-grader can follow.  Here, courtesy of Charles Calleros (Arizona State) is a pithy recap from one of his students.

DR. SEUSS ON OFFERS
by Alison Atwater

Listen! Listen! Can you hear?
There is an offer very near.

I want to offer, yes I do.
I want to offer a contract to you.
I want to offer right away.
I want to offer-what do you say?

I'll make an offer with a quote
I'll write it on this great, big note.

Stop right there! You cannot do it.
A quote has got no offer to it.
Unless you give a certain limit,
A quote has got no offer in it.

Then here's an offer to change your story:
My full-color ad in all its glory!

You cannot offer in an ad.
There's too much risk that will be had.
Your ad is seen by way too many;
An offer, well, you don't have any!

How about an offer made with laughter?
Will it bind us ever after?

It will not bind us, it cannot yoke.
You cannot offer with a joke!
No one with reason could thus glean
A serious offer is what you mean.

But surely I do offer well
When I tell you I will gladly sell.

You do not offer well at all!
An offer, that, I cannot call.
No power moves from you to me;
We won't contract if I agree.

Listen! Listen! What do you say?
What if I make you an offer this way?

I'll tell you the what and the where and the how,
I'll offer to make you a promise right now.
Then it is you who can make the decision.
Tell me, does this offer need more revision?

You've done it, I say! You've done it quite nicely
This time you've made me an offer precisely.

If I accept now, if I promise too,
A contract will form and then we'll be through!
Now I can see it-a transfer of power.
Thank you, thank you! We'll contract in the hour!

[Frank Snyder]

Law School The Musical

Josh Keesan, a Boalt Law student, has put together an album called "The Law of Rock, Vol. 1." The chorus from the track "Promissory Estoppel":

Cause I relied on you
And you screwed me through and through
So it’s Promissory Estoppel
We made plans far ahead
And now you say you want me dead,
Well, too bad: ’cause it’s Promissory Estoppel.

Check out this interview with the WSJ Law Blog. Listen here.

[Meredith R. Miller]

Launch Control, this is Houston. We are go for launch!

Well, as last year, the weather for the annual International Contracts Conference threatens to be rainy. Nevertheless, it looks like a promising line up today here in Houston:

Panel One: Transactional Economics: Victor Goldberg’s Framing Contract Law Moderator: Franklin G. Snyder Commentators: Mark A. Gergen Stewart Macaulay Keith A. Rowley Respondent: Victor P. Goldberg

Panel Two: Theoretical Perspectives
Moderator: Keith A. Rowley
Aditi Bagchi, Imperfect Rights in Private Law
Daniel Markovits, Some Core Challenges for Contract Theory
Michael Pratt, Promises in Law and Morality
Hanoch Sheinman, Contracts and Promises

Panel Three: Issues in Contract Remedies
Moderator: Deborah Zalesne
Miriam A. Cherry, The Strange Tale of Trover the Dog
Chaim Saiman, Restitution in America
Stephen A. Smith, Substituionary Damages

Panel Four: Transactions and Costs
Moderator: Peter Linzer
Christian A. Johnson, Contractual Innovations Developed by the OTC Derivatives Industry: Amending Contracts to Deal with Systemic Industry Changes
Margaret L. Moses, Lowering Transaction Costs in Commercial Letters of Credit
Val D. Ricks, Syndicate Short Covering -- A Transaction Cost?
Peter L. Fitzgerald, International Contracting Practices Survey Project

[Meredith R. Miller]

On Urban Cowboys, Tanning Beds and Exculpatory Clauses

In preparation for a class discussion about public policy and the enforceability of exculpatory clauses, I did a little research on New York Law.  N.Y. General Obligations Law § 5-326 provides that:

Every covenant, agreement or understanding in or in connection with, or collateral to, any contract, membership application, ticket of admission or similar writing, entered into between the owner or operator of any pool, gymnasium, place of amusement or recreation, or similar establishment and the user of such facilities, pursuant to which such owner or operator receives a fee or other compensation for the use of such facilities, which exempts the said owner or operator from liability for damages caused by or resulting from the negligence of the owner, operator or person in charge of such establishment, or their agents, servants or employees, shall be deemed to be void as against public policy and wholly unenforceable.

In other words, an agreement waiving liability for negligence on the part of an owner or operator of a pool, gymnasium or place of amusement or recreation (or similar establishment) is not enforceable. 

My research revealed that the statute has (quite unsurprisingly) lead to litigation about what constitutes a “place of public amusement or recreation, or similar establishment.”  And, this question of statutory interpretation leads to a story about mechanical bulls (Meier v. Ma-Do Bars, Inc., 106 A.D.2d 143 (3d Dept. 1985). 

Here’s what happened.  It is the early 1980’s, presumably after or around the time of John Travolta’s brilliant performance in Urban Cowboy.  Plaintiff goes to a bar and observes other patrons riding a mechanical bull.  Here's a description of the scene:

The device simulated the spinning and bucking of actual bulls as they performed when ridden in rodeos. The participants attempted to ride the device in the same manner as animals are ridden. It must be assumed that when the device was ridden by patrons of the bar, a rodeo atmosphere was created in which satisfaction was derived from being able to stay on the bull for the predetermined period of time. That it was anticipated that some riders would be unable to stay on the bull was indicated by the fact that air mattresses were spread on the floor surrounding the device.

After observing other patrons ride the mechanical bull, plaintiff paid a $2 fee and signed a waiver of liability.  Plaintiff took a ride, leading to serious injuries (and I am in no way intending to make light of plaintiff's injuries, which are not specified in the court opinion).  Is the exculpatory clause enforceable?  Is this the type of situation/setting contemplated by the statute?  The appellate court held:

In our view, the instant case is a classic example of those situations which the Legislature had in mind when it extended the declaration of public policy in the General Obligations Law to apply to places of amusement and similar establishments. The mechanical bull was an amusement device for which plaintiff paid a fee to use and enjoy. That a potential danger existed is exemplified by the owner and operator's requirement that an exculpatory agreement be signed by a user. Defendant created a place of amusement or recreation by the installation of the device. * * * Section 5-326 of the General Obligations Law is controlling and that the agreement is null and void.

What’s the next case?  Ah, the beauty of a system of precedent.  A hairstyling salon with a tanning bed.  Does this constitute a “place of public amusement or recreation, or similar establishment”? (emphasis added).  Held: No.

A hairstyling salon with a tanning bed is not "similar" to a place of entertainment or recreation. The tanning bed may be considered part of the cosmetic service supplied by the defendant. Thus, a properly drafted exculpatory clause would not necessarily be void under the statute. Thus, the cross motion to dismiss the defense is denied.

There have been other interpretations of what constitutes a “place of public amusement or recreation, or similar establishment,” and establishments for educational purposes (even if teaching skydiving) are not within this definition.  (see, e.g., Gross v Sweet, 49 N.Y.2d 102 (NY 1979) (parachuting school held educational and not within scope of statute; exculpatory clause could be enforced); Gaskey v Vollertsen, 110 A.D.2d 1066 (4th Dept 1985) (motor speedway held to be within the scope of the statute; exculpatory clause not enforceable)).

[Meredith R. Miller]

Happy Thanksgiving!

Hope your Thanksgiving is as happy as this turkey's . . . shown here getting a pardon from President Truman.

[Frank Snyder]

The Law of the Turkey

I'd hazard a guess that nearly all contract law concepts can be learned with turkey cases (and one chicken case... and maybe one cow case). In the spirit of Thanksgiving, some turkey cases here (In the U.S., this time of year is rough for the turkeys. It is also likely a rough time for purveyors of turkeys, especially if their contracts do not go as planned. Thanksgiving 1917 was certainly difficult for Jacobsen-Reimers Co, a California company. . .) and here (George R. Whaley had been a poultry farmer for some 35 years. For 20 of those years, under oral contract, Whaley supplied turkeys to H&H Poultry Co., a poultry processor. . .).

Have a Happy Thanksgiving!

[Meredith R. Miller]

Up in Smoke

Well, the tale described here about the man who collected on an insurance policy after his cigars went up in smoke: as suspected, it is likely an urban myth.

The antecedent of the legend?  Possibly a joke about accountants that goes something like this:

"He's the kind of accountant you've got to admire. Last year he deducted eighty cartons of cigarettes from my income tax. Called it loss by fire!"

There is even a song out there about the legend.

[Meredith R. Miller -- h/t Skipp C. Galythly]

Tom Waits on Commerce

Tom Waits performing "Step Right Up" in 1977.  Mostly accurate lyrics/translation available here.   ["You got it buddy: the large print giveth and the small print taketh away..."]

Enjoy!

[Meredith R. Miller]

FW: Fw: Fwd: FWD: Best Lawyer/Insurance Story of the Year...

Don't you love those forwarded, forwarded, forwarded, forwarded emails?  This is why someone invented infinity.  Well, my dear friend's mother (Ada) sent along this one, probably because I'm a lawyer.  The story (of course) proclaims itself to be true, and I paste it here (below) in its entirety -- including original emphasis and self-conscious narration (from an unknown narrator many forwards back?).  Who cares if it is true - the lesson to law students: stay awake in both contracts and criminal law.

Charlotte, North Carolina:

A lawyer purchased a box of very rare and expensive cigars, then insured them against, among other things, fire.  Within a month, having smoked his entire stockpile of these great cigars and without yet having made even his first premium payment on the policy the lawyer filed a claim against the insurance company. In his claim, the lawyer stated the cigars were lost in a series of small fires.

The insurance company refused to pay, citing the obvious reason, that the man had consumed the cigars in the normal fashion. The lawyer sued....and WON!

Now stay with me...

Delivering the ruling, the judge agreed with the insurance company that the claim was frivolous.

The judge stated nevertheless, that the lawyer held a policy from the company, which it had warranted that the cigars were insurable and also guaranteed that it would insure them against fire, without defining what is considered to be "unacceptable fire" and was obligated to pay the claim.

Rather than endure lengthy and costly appeal process, the insurance company accepted the ruling and paid $15,000 to the lawyer for his loss of the cigars lost in the fires.

NOW FOR THE GOOD PART...

After the lawyer cashed the check, the insurance company had him arrested on 24 counts of ARSON!!!

With his own insurance claim and testimony from the previous case being used against him, the lawyer was convicted of intentionally burning his insured property and was sentenced to 24 months in jail and a $24,000 fine.

This is a true story and was the First Place winner in the recent Criminal Lawyers Award Contest.

[Meredith R. Miller]

Severus Snape on the Classroom Environment

Since the days of C.C. Langdell, the Socratic Method has dominated the law school classroom.  Many successful teachers, however, use alternative approaches in their classrooms. 

This, used by permission from the good folks at Movies in Fifteen Minutes.

[Frank Snyder]

Maybe We Should Teach More CISG

Ruskin Co. is a manufacturer of dampers and louvers for buildings.  My brother David Snyder (no, not the contracts prof) is manager of their plant in Thailand.  He dropped me an e-mail about a recent transaction of theirs, which sounds like a bad contracts exam problem.

Ruskin-Thailand gets an order to fabricate three hundred special high-temperature switches for an order being built by Ruskin’s plant in Monterey, Mexico.  The heat sensors used in the switches are manufactured by Honeywell.  Ruskin-Thailand places an order for the sensors from Honeywell’s South East Asia Distributor in Singapore.  Honeywell-Singapore transmits the order to Honeywell-U.S.  Honeywell-U.S. imports the sensors from its facility in China.  Honeywell-U.S. then ships the sensors to the distributor, Honeywell-Singapore, which then ships the sensors to Ruskin-Thailand.

Ruskin-Thailand builds the switches and installs the sensors. It then ships the assembled switches to the Ruskin test facility in Kansas City, Missouri.  Ruskin-Kansas City performs the tests, then ships the tested switches to Ruskin-Monterey.  Ruskin-Monterey builds the order and installs the switches, and then ships the completed units to the customer . . . in Beijing.

[Frank Snyder]

For Sale: Hedy Lamarr Contract

Hedy Lamarr was a famous Hollywood star, but she is perhaps best known today as the owner of the most famous nose in contract law history.  Lamarr was not a party to Sullivan v. O'Connor, but it her unusually fine olfactory organ played a major role in that case.

You can get your own piece of Lamarr contract memorabilia this week on eBay.  On sale is Lamarr's original eight=page 1947 contract with the William Morris Agency.  Happy bidding.

[Frank]

New Legal Profession Blog

We're delighted to note the addition of a great new blog to the Law Professor Blog Network, which features (among others) Tulane contracts prof Jeff Lipshaw.(left).  The new Legal Profession Blog aims to explore the boundary (or perhaps "no fly zone"?) between the law schools and the practicing bar.  Lipshaw, who before he became an academic was a law firm partner and general counsel of a Fortune 500 company, knows that line better than most.  His colleagues include procedure scholar Alan Childress (George Washington) and Michael Frisch, who is General Counsel to Georgetown University.

There are several good posts there already, including a good discussion of the New York State Bar's consideration of the question whether lawyer blogs should be considered "advertising," and Lipshaw's advice to new graduates on how to be successful.  (Note:  It's not brown-nosing and stabbing your colleagues in the back.) 

Rather shockingly, Lipshaw reveals that he does not drink at lunch, even when the martinis are a dime each, which means that New Orleans is apparently wasted on him.

[Frank Snyder]

Carolina Looking for Authors

If you're a law professor with a hankering to do something comparative, Carolina Academic Press has a really interesting opportunity.  CAP is launching a series of books treating law from a comparative perspective, under the general editorship of Andrew McClurg (Mempis).  He's looking for folks who want to work as authors in the series.  Current comparative law expertise isn't necessary, since the books are sensibly going to be co-authored by both U.S. and foreign experts.  Click on "continue reading" for the details.

                       Call for Authors

Dear Colleagues:

Carolina Academic Press (CAP) is beginning a series of comparative law texts called the "Contextual Approach Series" (CAS). I’m serving as editor. CAP and I are looking for U.S. law professors in a variety of subject areas to serve as lead authors for entries in the series.

The goal of the CAS is to create a series of interesting, student-friendly, self-contained, accessible comparative law books that—using co-authors from the U.S. and two other countries—clearly and concisely explain how law works in practice around the world in different subject areas. The books will be paperbound and roughly 200 pages.

The first book, Practical Global Tort Litigation: U.S., Germany and Argentina (McClurg, Koyuncu and Sprovieri) (PGTL), is in publication production and will be available for use as a model. Detailed guidelines for authors in the series also are available.

As the title of the series suggests, each book will be based on a set of case or problem facts raising prototypical, universal legal issues in the particular subject area. This contextual approach is intended to bring comparative law to life and make it digestible and understandable to law students by giving them a foundation to attach the law to.

As an example, PGTL takes a simple products liability case involving a shattering glass jar through the legal systems of the U.S., Germany, and Argentina. Other examples: a criminal law text could take a simple theft case through the U.S. and two other legal systems; a family law text could take a divorce problem through the U.S. and two other systems; a criminal procedure book could compare the handling of a search, arrest and confession in the U.S. and two other systems; a wills and trusts book could address property disposition upon death in the U.S. and two other legal systems, etc.

The three co-authors will explore and analyze issues raised by the problem facts from the perspective of their respective legal systems in side-by-side country-specific sections.

The U.S. author will serve as the lead author and will enlist, with the editor’s help, the two non-U.S. authors. The U.S. author has primary responsibility for supervising, editing, and integrating the contributions of the non-U.S. authors. This will require learning the relevant law of the two non-U.S. countries. In selecting countries for study, one goal is to choose legal systems that are representative of major world regions, legal traditions or both.

A lack of experience or background in comparative law is not a bar if you have a sincere interest in studying and learning about other legal systems. The non-U.S. co-authors are expected to provide the primary expertise regarding foreign law. I had no prior background in comparative law before writing PGTL with Adem Koyuncu in Cologne and Luis Sprovieri in Buenos Aires. On the other hand, as a former faculty member at the Florida International University College of Law, I did have access to international resources, which proved essential.

All subjects are open to consideration.

If you have an interest in becoming an author in this series, please send a preliminary inquiry to amcclurg@memphis.edu that includes: (1) the subject area you would be interested in writing about; (2) a c.v.; and (3) any early ideas you might have regarding a set of problem facts and candidates for the two non-U.S. countries (and co-authors in those countries).

I look forward to hearing from you. When I was teaching at FIU and living in Miami, I became convinced that comparative law is destined to be a cornerstone of U.S. legal education. Writing PGTL was one of the most interesting experiences of my academic career. I learned more than in any year since my first year of law school.

Regards,

Andrew J. McClurg
Herbert Herff Chair of Excellence in Law
Cecil C. Humphreys School of Law
The University of Memphis
3715 Central Avenue
Memphis, TN 38152

More Taste, Less Filling?

Okay, I was teaching this Cardozo opinion today.  You know, the one with the rather florid language that none of the students can make any sense of?  That seems to make these sweeping statements that can't possibly be literally what he means?  And I ran across this while looking for a visual aid.  (Click to enlarge.)

These folks can make this clock with any name you like, so I have absoultely no idea how they managed to pick this one for their sample.

[Frank Snyder]

New Consumer Law and Policy Blog

A new consumer law and policy blog has been launched, hosted by the Consumer Justice Project (part of Public Citizen's Litigation Group).   The blog is coordinated by Deepak Gupta from Public Citizen Litigation Group and Jeff Sovern of St. John's University School of Law, and will include contributions from a diverse group of lawyers and law professors who practice, teach, or write about consumer law and policy.  You can reach the blog at www.clpblog.org.

[Carol Chomsky]

Promissory Liability, Reliance and the Day of Atonement

Don't miss Ethan Leib's interesting connections between contracts, Cardozo's opinion in Jacob & Youngs v. Kent (a/k/a "The Reading Pipe Case") and the Jewish Day of Atonement (Yom Kippur).  And, the equally interesting response from Keith Scharfman. 

One question I have: why bother to keep your (past or future) promises with god if your fate was already sealed either way 10 days earlier on Rosh Hashanah?  Perhaps we are judged by something other than our ability to keep our promises.

Clarification from Jeffrey Lipshaw: Actually, according to the legend, you are inscribed in the Book of Life on Rosh Hashanah, and sealed on Yom Kippur.

Thus, the Unataneh Tokef recites "on Rosh Hashanah it is written, on Yom Kippur it is sealed."

Also, a traditional greeting on Yom Kippur is "g'mar tov" which is short for "may you be sealed well."

[Meredith R. Miller]

Best Firms to Work For: 2007

The good folks at Vault, whose mission is to do for law firms what U.S. News has done for law schools, have released their rankings of the Most Prestigious Law Firms for 2007.  This year's survey is sensibly based on responses from 15,000 associates at big firms, who are the ones who keep up with prestige changes on a regular basis.

Especially interesting for aspiring associates who want prestige and cutting-edge business work, but also want to be treated like a human being, four of the most prestigious firms are also ranked among the top 20 in the associates' survey for quality of life.  Using our own proprietary "Prestige/Quality Index" ranking methodology, which involves careful adding together the rankings in each category and then dividing by two, we at ContractsProf have ranked the Four Most Desirable Law Firms for 2007:

1   9.5 Debevoise & Plimpton LLP, New York

2. 10.0  Latham & Watkins LLP, Los Angeles

3  10.5  Davis, Polk & Wardwell, New York

4  13.5  Weil, Gotshal & Manges, New York

When you apply to these firms, please tell them that you heard about them on ContractsProf.  (Images:  Happy associates at Latham, left, and Davis Polk, right.)

[Frank Snyder]

Kindergarten Contracts

I suppose a contracts professor ought to be glad to see contract creeping into areas where it hasn't ordinarily been used.  But kindergarten?

As my five-year-old, young Williston Langdell ("Will") Snyder (left), bravely went off to his first day of kindergarten yesterday, he was required to bring in a signed agreement among himself, his parents, and his teacher.  Given the fact that I'm also a party, I was reluctant to give him legal advice, so I told him the best thing to do was to sign it without reading it, which is good because he probably couldn't, anyway.  Here it is:

COLLEGE STATION INDEPENDENT SCHOOL DISTRICT
                College Hills Elementary School

Student, Parents/Guardians and Teacher School Compact

As a STUDENT at College Hills Elementary School, I will take responsibility for my learning:
I will be proud of College Hills Elementary School, have respect for everyone there, and follow the school rules along with the Skills of Success (S.O.S.).
I will be responsible for my own behavior and choices.
I will put forth my best effort and attitude at all times.
I will remember to take home my homework and any notes for my family.
I will share at least (3) important things happening at school each day with my family.

[Child's signature] [Date]

As a PARENT/GUARDIAN of a student at College Hills Elementary School, I will take responsibility for his/her learning:
I will seek opportunities to help with my child's education and to praise him/her each day.
I will listen to, talk with, and be aware of my child's friends, concerns, and behaviors.
I will work and communicate with my child's teacher, as needed.
I will control TV viewing and video/computer games.
I will establish a designated time and place to read to and work with my child each day.
I will have my child rested, prepared, and on time to learn each day.

[Signature]  [Date]

As a TEACHER at College Hills Elementary School, I will take responsibility for my students' learning:
I will listen to and respect your child and you at all times.
I will provide an environment conducive to learning.
I will keep you, the parent/guardian, informed as to your child's progress at least every three weeks (if grades are 75 or below) and at the end of every six weeks.
I will provide the instruction necessary to assist your child in acquiring the skills for the successful completion of the current grade level.

[Signature]  [Date]

It's in quadruplicate -- white copy for the teacher, pink for the office, yellow for the child, and goldenrod for the parents.

There are obvious questions here.  Is Will bound?  He's a minor, but the thing is also signed by his parent, me.  I'm signing on my own behalf, but don't I now have a possible conflict of interest?  If he is bound, is he in breach of the contract if he decides he is not, in fact, proud of College Hills elementary school?  Suppose he's just doing that in bad faith?  If three important things don't actually happen to him in school, so that he can't share them with his family, does he have an impossibility excuse?  Does "family" mean he has to share them will all of us, including his older brother Llewellyn, who will hold his hands over his ears?  I suppose a child is never too young to start learning contract law.

[Frank Snyder]

Back to School Shopping

Have you thought about what you will wear for the first day of classes?  Here's a suggestion:

 

[Meredith R. Miller]

"Funny Girl" Contract for Sale

Up for aution on eBay this week is one of the original contracts by which Jules "Nicky Arnstein" Arnold assigned the rights to his unpublished autobiography to his children Frances Brice Stark, and William Brice.  Arnstein, a professional gambler who turned to crime and did stretches at Leavenworth and Sing Sing, was married to radio star Fanny Brice.

Frances Stark happened to be married to Hollywood producer Ray Stark, and the work would later become Funny Girl.

[Frank Snyder]

But How Much are the Rolaids?

Co-blogger Miriam Cherry describes a $100 burger, available in Boca Raton, Florida.  But Boca should instead laud those ubiquitous meatless patties -- Boca Burgers -- as a regional claim to fame.  Why?  Because Philly's own restaurateur Stephen Starr has Boca beat with a kobe cheesesteak, available for $100 at Barclay Prime.  A description of the haute cheesesteak:

Served with a small bottle of champagne, Barclay Prime's cheesesteak is made of sliced Kobe beef, melted Taleggio cheese, shaved truffles, sauteed foie gras, caramelized onions and heirloom shaved tomatoes on a homemade brioche roll brushed with truffle butter and squirted with homemade mustard.

The Wharton Journal described the $100 cheesesteak as a "clever marketing ploy" and explained that it might actually be a value compared to other items on the menu:

though it costs $100 (the rest of the menu entrees average around $36-$48), the cheesesteak is big enough to serve two people and comes with a small bottle of champagne (which would be about $18 if ordered by the glass). By my back of the napkin calculation, the cheesesteak actually cost about $32 per person, well in line with the cost of the other entrées.

So - it doesn't sound like the kobe cheeseteak comes with fries, but it does come with champagne.

[Meredith R. Miller]

Dilbert on Non-Compete Agreements

The cartoon strip Dilbert has been spoofing legal matters for the past week or so.  Here, you'll find its take on non-compete agreements.  Very funny.  FWIW, I suspect the referenced provisions aren't enforceable...

[Eric Goldman]

The Replacements' SNL Contract

This contract tale about the Replacements from anecdotage.com:

"Saturday Night Live" producers were so worried about an appearance by Paul Westerberg and the Replacements (who once sang their song "Shut up!" with a "F--- you!" chorus after disagreeing with a nightclub manager) that they forced the band to sign a $20,000 agreement not to swear on the air.

Westerberg endeavored to sneak in as much profanity as possible with subtle replacements. During their performance of "Kiss Me on the Bus," for example, he replaced the word "bus" with a mumbled "butt."

[He also mouthed the words "F--- you" as he stepped back from the mike. But because they were inaudible, Westerberg's words, while greatly annoying to the show's producers, did not violate the band's contract.]

[Meredith R. Miller]

Company Counseling

I think we've mentioned this site before, but those who like to keep up on what lawyers who advise businesses (both in-house and out-house) are thinking should regularly check out the Company Counselor blog.  A lot naturally focuses on things other than commercial law, but editors Denise Diaz and Linda Chan make it an interesting and eclectic mix.

[Frank Snyder]

History for the Young

Are you a junior scholar who's not presented more than two papers at a national conference?  Are you interested in legal history?  Are you free in mid-November?

If the answer to all three of these questions is "yes," you'll be interested in the American Society for Legal History's Kathryn T. Preyer Scholars program.  Here's the deal:

The Kathryn T. Preyer Memorial Committee of the ASLH invites submissions for the Kathryn T. Preyer Scholars Competition.  The competition is named in honor of the late Kitty Preyer, a distinguished historian of early America and beloved member of the Society.  The two winners of the competition will be named Kathryn T. Preyer scholars.  Each will present the paper that he or she submitted to the competition at the Society's annual meeting in Baltimore on November 16-19, 2006.  Kathryn T. Preyer Scholars will receive a $250 cash award and reimbursement of expenses of up to $750 for travel, hotel and meals.

Submissions are welcome on any legal, institutional and/or constitutional aspect of American history.  Graduate students, law students, and other early-career scholars who have presented no more than two papers at a national conference are eligible to apply. Papers already submitted to the ASLH Program Committee, whether or not accepted for an existing panel, and papers never submitted are all equally eligible for the competition.

Submissions should include a curriculum vitae of the author, contact information, and a complete draft of the paper to be presented.  The draft may be longer than could be presented in the time available at the meeting (twenty minutes) and should contain supporting documentation, but one of the criteria for selection will be the suitability of the paper for reduction to a twenty-minute oral presentation.

The deadline for submission is June 15, 2006.  The Preyer Scholars will be named by August 1.  Electronic submissions (preferably in Word) are strongly encouraged and should be sent to the members of the Preyer Committee: Lyndsay Campbell, Christine Desan, Sarah Barringer Gordon, Maeva Marcus, and Laura Kalman, Chair.

[Frank Snyder

Department of Contracts Musicology: Excuses

Having mentioned Harry Flechtner's The CISG Song yesterday, we thought we'd mention an oldie but goodie: the C&W classic Excuses, by Chapman's Tom Bell.  There's no recording available, but the refrain goes like this:

Mistake, frustration, impratiCAbility:
Thanks to these reasons, I am now are free.
Mistake, frustration, impratiCAbility!
The whole deal is OFF, between you and me.

[Frank Snyder]

Department of Contracts Musicology: The CISG Song

Inside the soul of every contracts professor there lurks an artist.  Well, maybe not every contracts professor -- some of us are a little prosaic.  But for some profs like Pitt's Harry Flechtner, life is all moons and Junes and love and skies above -- and the United Nations Convention on Contracts for the International Sale of Goods.

Fletchtner's The CISG Song was the hit of the Center for International Legal Education's 2005 conference, The CISG and the Business Lawyer: The UNCITRAL Digest as a Contract Drafting Tool.  Now you, too, can listen to it in the confort of your own home!

[Frank Snyder]

A Lawyer, and Old Enough to Drink, Too

If students seem to be getting younger, you can take some solace that sometimes they are getting younger.  Witness Mario Tabone, who is getting his joint JD-MBA from Detroit-Mercy at the age of 21.  Apparently after working in his family's fruit orchards, law school was a snap.

[Frank Snyder'

Unincorporated Business Prof Blog Launches

Contracts folks who also teach agency or business associations will be pleased to hear that our sister section, the AALS Section on Agency, Partnerships, LLCs, and Unincorporated Business Associations has launched Unincorporated Business Law Prof Blog.  Contracts prof Greg Duhl (Southern Illinois) is the editor-in-chief of the blog.  It already has a good deal of useful stuff.  Even those who don't teach B.A. may find it interesting, since a lot of agency cases involve contractual issues.  Be sure to check it out.

[Frank Snyder]

Shrinks Rapt Over Cases

In a new book, Minds on Trial, a law professor and a clinical psychologist profile what they consider to be the “20 Most Psychologically Intriguing Legal Cases” of the past fifty years or so.  We’re not sure whether to be pleased or offended that none of them is a contract case.

[Frank Snyder]

Herding Introverted Cats That You Can't Punish

Putting up with university administrators is admittedly a pain in the neck, but just try to imagine how difficult it must be for them.  The Financial Times offers a column ruminating on why academics are "employees from hell."  (You need to be a subscriber to access it.)

[Frank Snyder -- hat tip to Allen Kamp]

Thanks Again

Thanks particularly to all those who came and participated at the inaugural International Contracts Conference!  It's easy to put on a good conference when so many enthusiastic people show up intent on really learning from each other and exposing themselves to new ideas.

To shift into promoter mode, It is not too early to start thinking about next year's event.  Those who have an interest in a particular topic and would like to take responsibility for putting together a panel on it should get in touch with me.  This particularly includes junior scholars -- do not be shy!  We would be happy to have those panels get published as mini-symposia in a law review of your choice, since the goal is to get scholarship disseminated as broadly as possible.  I look forward to seeing y'all in White Plains next year.

[Frank Snyder]

Through the Fire

Even if you aren’t a basketball fan (and I am not), check out Through the Fire.  It is a documentary about Sebastian Telfair’s rags-to-riches jump from Lincoln High School straight to the NBA.  Telfair grew up in a public housing project in Coney Island, Brooklyn and, passing up an offer to play at Louisville, he skipped college and entered the 2004 NBA draft directly out of high school.  The movie is compellingly woven together by interviews with Telfair, his brothers, his high school coach and, also, intense high school game footage.  The story follows Telfair’s high school basketball “career” to his eventual signing of a $15 million sneaker deal in his senior year – all this after Telfair emotionally mentions in an interview that he grew up without money to purchase sneakers, and had to borrow his sister’s sneakers to play out on the Coney Island courts.

And, the movie is at least marginally related to contract law for a few reasons.  First, it shows the scouts and other forces of the seemingly lawless basketball culture in the lead-up to Telfair’s pre-NBA $15 million endorsement deal with Adidas.  Second, it, perhaps, raises questions about sneaker companies’ donation of shoes and use of charismatic high school players to begin building brand loyalty in the schools (and, thereby, help competitive NYC high schools to lure agile teenage basketball players with the incentive of free sneakers).  And, finally, it indirectly introduces what seems to be a hotly contested issue: whether a 20-year age requirement for the NBA draft should be included in the Collective Bargaining Agreement between the NBA and players.

[Meredith R. Miller]

Lipshaw on Contracts in Middle Earth

Although Middle Earth contract theory is not an overly studied subject, it seems clear that Elvish or Numenorian jurisprudence holds to an autonomy and freedom basis for contract versus a more utilitarian welfare maximization theory.  In The Hobbit, Bilbo Baggins, who has chanced on the One Ring underneath the mountains, makes a bargain with Gollum that the two will play a riddle game.  If Gollum wins, he will eat Bilbo, and if Bilbo wins, Gollum will show him the way out of the mountain.  Bilbo stumps Gollum with the question "What have I got in my pocket?"  (Left, the riddle contest going on the subterranean darkness.)

Later, in the prologue to The Lord of the Rings, Tolkien comments:

The Authorities, it is true, differ whether this last question was a mere "question" and not a "riddle" according to the strict rules of the game; but all agree that, after accepting it and trying to guess the answer, Gollum was bound by his promise.  And Bilbo pressed him to keep his word; for the thought came to him that this slimy creature might prove false, even though such promises were held sacred, and of old all but the wickedest things feared to break them.

There is no indication, from the text at least, that Tolkien consulted with his fellow Oxford don, P.S. Atiyah, on this

                                                 -- Jeff Lipshaw

[Frank Snyder]

Actionable Words

Among the materials distributed to all the attendees at the Mother Ship's Annual Meeting in D.C. is a glossy piece containing the 2005 survey results of the Law School Survey of Student Engagement.  There's interesting stuff in it, including things you might not expect (part-time students are better-prepared than full-time students throughout law school), and some that you might (law school is better at teaching critical thinking than in promoting understanding among different ethnic and racial groups).

The title is a little unfortunate:  The Law School Years: Probing Questions, Actionable Data.  Actionable?  Since my home institution is one of the participants, I hope not.

[Frank Snyder]

Happy New Year!

New Year's Fireworks over the Sydney Opera House (Image: Wikipedia open license)

A Grinchly Contest for the Title of Uncivilest

Dahlia Litwick at Slate seeks stories about attorneys' most evil "pre-holiday shenanigans" -- a contest to determine the meanest thing done to an opponent right before the holidays.  Here's her explanation:

So, here's a class they don't teach in law school: screwing over your opponent just in time for the holidays. They probably should. For anyone with even a lick of evil in their soul and a filament of creativity in their brain, the law offers a whole host of opportunities for wrecking the lives of others.

Consider the perfectly timed restraining order, or the spontaneous motion for an order to show cause—or in fact anything that could bury the other side in research and paperwork the day before Christmas. Think about the possibilities for 11^th-hour changes in the visitation schedule for the children—requiring canceled plane tickets and Christmas Eve court appearances. Or the last-minute effort to have a local crèche or tree deemed unconstitutional.

Sure, we'd all like to pretend this stuff doesn't happen. Until they get a few drinks in us and we start to brag about all the vile and devious tricks we've pulled to wreck the other side's holidays. And for any lawyer reading this column who is shocked, shocked to learn that some attorneys deliberately file motions and pleadings in order to trash the Christmas season for others, well, just go back to saving the Mediterranean Monk Seal or whatever it is you do.

So, send in your submissions before it is too late: grinchesq@hotmail.com.

[Meredith R. Miller]