Online Contracts
Nearly 2 years have passed since the decision by the U.S. Court of Appeals for the Second Circuit in <i>Specht v. Netscape Comm. Corp.</i> threw what some thought was a large monkey wrench into online contract formation. The practical effect of the decision, however, has not been as significant as had been feared, and businesses operating in cyberspace continue to successfully reach online agreements with end users and customers. <br>As a close reading of the Specht ruling and other decisions make clear, "clickwrap" and other online agreements that meet certain basic requirements for contract formation are, indeed, enforceable.
COPA Remanded: High Court Touts Filters And Warns Of Speech Chillers
For the second time in 2 years, the Supreme Court suspended the enforcement of the Child Online Protection Act (COPA) ' in <i>Ashcroft v. ACLU (II)</i> ' sending the case back to the federal district court in Philadelphia for further scrutiny of "plausible, less restrictive alternatives" to restrict minors' access to adult material on the Internet. <br>In a 5-4 decision, the Court, while sidestepping the ultimate question of whether COPA is unconstitutional, strongly hinted that the statute's speech-restricting effects appeared overbroad in light of less restrictive, technology-based filters available today.
Be Careful What You Look For: It Could Be an Authenticated Record
A recent bankruptcy court decision out of the District of Delaware found that a document contained on a Web site was an authenticated notice under UCC 9-404 notwithstanding the lack of affirmative action taken by the assignor or assignee. <i>In re Communications Dynamics, Inc.</i> WL 22345713 (Bankr. D. Del. 2003) is the first decision in which the authentication requirement to an account debtor in Section 9-404(a)(2) of the Uniform Commercial Code (UCC) is interpreted. This holding adds a new element to the UCC's definition of authentication and seems to ignore the plain language of the Code. This decision could have an impact on the leasing industry as the definition of an account debtor under Section 9-102(a)(3) of the UCC includes not only a lessee but will also include a lessor in conjunction with its own accounts payable.
In The Marketplace
Highlights of the latest equipment leasing news from around the country.
Beating True Lease Challenges: A Lessor's Guide to Structuring and Defending True Leases
Lessees increasingly challenge leases in bankruptcy proceedings or disputes with lessors. They assert and litigate the issue of whether a lease constitutes a disguised security arrangement instead of a true lease. This issue arises with respect to leases of equipment as well as software. The consequence of losing true lease status under state law can dramatically affect a lessor's legal rights and remedies and impair a lessor's economics. Despite this increased uncertainty, lessors can effectively structure and defend their lease transactions as true leases when armed with working knowledge of current judicial trends and applicable rules under the Uniform Commercial Code (UCC).
FOLLOW-UP: CA Supreme Court To Hear 'Friends' Arguments
The Supreme Court of California has denied a petition for review by Amaani Lyle but granted defendant Warner Brothers Television Productions' petition in a suit filed by Lyle, a writers' assistant, over the atmosphere in the writers' room of the TV series "Friends."
Counsel Concerns
<i>This occasional column will cover issues in serving as a lawyer in the entertainment industry. </i><br>A law firm represents a film production company. But as organizing both the company and a film project proceed, the company fails to raise sufficient funds to complete the project. Later, the director, a costumer, a construction coordinator and a production designer hired to work on the movie file suit for payment of services rendered and goods supplies. The suit alleges fraud and conspiracy. The law firm and its principals are named as defendants in the action. Is the law firm liable in the case?
Courthouse Steps
Recently filed cases in entertainment law, straight from the steps of the Los Angeles Superior Court.
