In my first roundup post of 2011 Eighth Circuit contracts cases, I discussed Weitz v. MH Washington, a breach of contract case that was decided by the Eighth Circuit a year ago. I focused in the post on the role of sloppy contract drafting and sloppy contract performance in the court’s piercing the corporate veil analysis. The court considered other contract law issues, however, including the principle that a party to a contract can’t hinder the other party’s performance and then sue for its failure to perform.
In Weitz, a developer refused to pay its contractor although the contractor had substantially performed its duties under the contract. [continue reading…]
The China Law Blog is a must read for anyone doing business in China and it’s a good read for anyone doing business anywhere. It’s going into its seventh year of publication—that’s a long time in dog years and an eternity in blog years—yet it’s still fresh and interesting.
Dan Harris and Steve Dickinson co-author the blog, which is published by Seattle law firm Harris & Moure, where they both practice.
This description of the blog from its “about” page gives you a good feel for what to expect from the blog and the practical nature of the posts: [continue reading…]
I recently stumbled upon a couple of contracts products. One is TOSAmend, which allows you to mark up online terms of service before agreeing to them in the hope that you’ll be able to form a contract on more favorable terms. The other is PocketNDA, a small notebook of form non-disclosure agreements for those times when lunch conversation gets serious. What do you think, are these useful contracts tools or mere novelties?
According to the Eighth Circuit’s opinion in this case, under Missouri law a party to a breach of contract action can recover attorneys’ fees for enforcing its rights under the contract via an indemnification clause only if the clause expressly allows for it. But Judge Gruender took issue with that characterization of Missouri contracts law in his dissent. The Missouri Supreme Court might clarify the issue in the future, but in the meantime, the careful drafter would be advised to be crystal clear when the parties intend to maintain the right to recover attorneys’ fees incurred in inter-party litigation. [continue reading…]
Liquidated damages provisions can be a useful way to ensure that you have a remedy if the other party to a contract fails to live up to its end of the bargain. When things go south in a commercial relationship, proving that a breach of the contract has occurred is only half the battle; the other half is proving damages, which can often be difficult. (The third half is executing on the judgment, but that’s a subject for a different blog.) A liquidated damages clause can help solve that problem.
IP Draughts is hands down the best new contracts blog of 2011. It’s published by Mark Anderson, the principal partner at UK intellectual property firm Anderson Law LLP. Mark writes most of the posts himself, although the project is a team effort and includes an occasional post by others at his firm.
Some might argue that IP Draughts is in fact an IP blog, rather than a contracts blog, but I beg to differ. I’ve collected some of my favorite contracts posts to support my case. [continue reading…]
I don’t often link to content located in the nether regions of a law firm’s website, but this piece about indirect damages is worth an exception. It was written by Stephen Brett of the UK intellectual property law firm Anderson Law LLP. Not coincidentally, one of the best contract law blogs I follow is the firm’s IP Draughts blog, which covers intellectual property issues with a heavy emphasis on contract issues.
Owatonna Clinic — Mayo Health System sued Medical Protective Company, its medical malpractice insurer, for refusing to defend and indemnify it in a malpractice suit. Medical Protective’s defense was that Owatonna had not complied with the insurance policy’s notice requirements. The United States District Court for the District of Minnesota ruled in favor of Owatonna Clinic, and Medical Protective appealed.
A claims-made policy, the clinic’s malpractice policy covered only claims submitted during the policy period. [continue reading…]
Pop quiz: You work for a title company. During a routine audit of your closed files you discover that a lien release is missing from a deal that closed a few years ago. Without the lien release your customer’s house remains subject to a lien granted by the residential developer who sold the lot to your customer. Do you (a) request a lien waiver to make sure things are in order or (b) let sleeping dogs lie?
I’m not going to tell you what I would do, but a recent case decided by the Missouri Court of Appeals (Melson v. Traxler) dealt with just such a scenario. [continue reading…]
Safety National Casualty Corporation (“Safety National”) engaged Austin Resolutions, Inc. (“Austin”) to negotiate savings on bills from a hospital. The bills were Safety National’s responsibility by virtue of a claim against an excess workers’ compensation policy Safety National had issued. Under the oral agreement between Safety National and Austin, Austin was to be paid 25% of any savings it negotiated.
The claim under Safety National’s excess liability policy arose out of serious injuries sustained by an employee of Safety National’s insured in a car accident while on the job. [continue reading…]
