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Integration Clauses and the Proposed FTC Rule Revision
The Staff Report on proposed changes to the Federal Trade Commission (FTC) Franchise Trade Regulation Rule (the “Rule”) contains proposed amendments regarding the use of integration clauses in franchise agreements. The amendments are found in the additional prohibitions section, at Part 436.9 of the Rule, although other provisions of the Rule also are applicable including Part 436.1(f).
Integration clauses are provisions found in the franchise agreements themselves and typically state that the written agreement is the entire agreement of the parties with no other additional terms. Often the integration clause will also contain two additional provisions, which may be labeled “no representation” and “no reliance” clauses. These two contract provisions often state that no other representations were made to the prospect other than the written terms in the franchise agreement and that the prospect is relying on nothing other than the written provisions of the franchise agreement itself in entering the franchise agreement.
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.
Beach Boys Songs Written Decades Ago Triggered Current Quarrel With Lawyers
There's current litigation in the ongoing Beach Boys litigation saga. A lawsuit filed in 2019 against Nevada residents Mike Love and his wife Jacquelyne in the U.S. District Court for the District of Nevada that alleges inaccurate payment by the Loves under the retainer agreement and seeks $84.5 million in damages.
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.
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.
Transfer Tax Implications on Real Property Leases
The real property transfer tax does not apply to all leases, and understanding the tax rules of the applicable jurisdiction can allow parties to plan ahead to avoid unnecessary tax liability.