A Fuller Understanding of Contractual Commitment

Pen on Paper

What do recitals of contractual obligation actually do? Pennsylvania, uniquely, permits parties to contract into obligations under the Uniform Written Obligations Act. But many other states permit mere recitals of consideration to conclusively establish the enforceability of a contract, even gratuitous promises otherwise unsupported by bargained-for-exchange. In contract theory, the enforceability of such naked recitals

Changes Coming to Anti-Money Laundering Compliance in New York

Coins

Recently, New York’s Department of Financial Services (“DFS”), the State’s banking and insurance regulator, identified two challenges to effective financial regulation: (1) deterrence for individual bad actors and (2) adequate anti-money laundering (“AML”) compliance by banks and other financial institutions. According to the DFS, federal regulation has been insufficient to address these challenges. Thus, like

Theory of the Deal: Negotiating Simulated Business Transactions

Temple Law LawMeet 2015

This February, Temple Law sent a team coached by Professors Ed Ellers and Jonathan Lipson to the National Transactional LawMeet Mid-Atlantic Regional Competition at Benjamin N. Cardozo Law School in New York. The Transactional LawMeet places dozens of law school teams in the role of counsel tasked with negotiating a simulated business transaction. This year,

Proposed Amendments to Delaware Appraisal Statute Attempt to Curb, not End, Appraisal Arbitrage

When a corporation is acquired for cash in a merger, Delaware, the corporate home of many public companies, generally provides stockholders with appraisal rights. Appraisal allows dissenting stockholders who comply with the requirements set forth in Section 262 of the Delaware General Corporation Law to seek a judicial determination of the “fair value” of their

Obama Administration Proposes Federal Data Breach Notification Standard

Data Breach

This January, President Obama announced a series of initiatives aimed at protecting consumer data. One of these proposals is the Personal Data Notification and Protection Act (“PDNPA” or “Act”), which would create a federal standard for data breach notifications. If passed, businesses will need to know these new requirements to prepare adequately for a data

No Mouthpiece, No Privilege: Pennsylvania Superior Court Holds that the Attorney-Client Privilege Does Not Survive the Dissolution of a Business Entity

Attorneys Speaking

Dissolving a business comes with a host of complicated legal issues, and the Superior Court of Pennsylvania recently added one more to the list. In Red Vision Systems, Inc. v. National Real Estate Information Services, L.P., 2015 Pa. Super. 5 (2015), the Court held for the first time that the attorney-client privilege dissolves along with