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Clause & Effect
Record Distribution/Promissory Estoppel
The U.S. District Court for the Southern District of New York overturned a jury verdict that EMI Music Marketing was liable to a record company in a distribution deal dispute based on the label's counterclaim of promissory estoppel. EMI Music Marketing v. Avatar Records Inc., 361 F. Supp. 2d 362. EMI entered into an agreement to exclusively distribute Avatar's product in the United States for 3 years. But after Avatar became indebted to EMI Music for over $1 million, Avatar's president Larry Robinson proposed restructuring as well as extending the distribution deal for a year. EMI Music terminated the discussions and filed suit. The court granted summary judgment for EMI Music on, among other causes of action, its claim of breach of contract. The court also granted summary judgment for EMI Music on Avatar's counterclaims of breach of implied covenant of good faith and fair dealing and for unfair competition before sending the case to a jury, which awarded Avatar $25,000 in compensatory damages.
The DOJ's Corporate Enforcement Policy: One Year Later
The DOJ's Criminal Division issued three declinations since the issuance of the revised CEP a year ago. Review of these cases gives insight into DOJ's implementation of the new policy in practice.
The DOJ's New Parameters for Evaluating Corporate Compliance Programs
The parameters set forth in the DOJ's memorandum have implications not only for the government's evaluation of compliance programs in the context of criminal charging decisions, but also for how defense counsel structure their conference-room advocacy seeking declinations or lesser sanctions in both criminal and civil investigations.
Use of Deferred Prosecution Agreements In White Collar Investigations
This article discusses the practical and policy reasons for the use of DPAs and NPAs in white-collar criminal investigations, and considers the NDAA's new reporting provision and its relationship with other efforts to enhance transparency in DOJ decision-making.
A Lawyer's System for Active Reading
Active reading comprises many daily tasks lawyers engage in, including highlighting, annotating, note taking, comparing and searching texts. It demands more than flipping or turning pages.
Bankruptcy Sales: Finding a Diamond In the Rough
There is no efficient market for the sale of bankruptcy assets. Inefficient markets yield a transactional drag, potentially dampening the ability of debtors and trustees to maximize value for creditors. This article identifies ways in which investors may more easily discover bankruptcy asset sales.