The latest of a line of recent cases in which the U.S. Supreme Court has weighed the enforceability of class action waivers in arbitration agreements was before the court on Oct. 6, 2015, when the court heard oral argument in DirecTV, Inc. v. Imburgia, et al., No. 14-462, reports James A. McKenna of Jackson Lewis.

“These decisions almost uniformly have favored arbitration, and many employers have adopted and successfully utilized arbitration agreements containing class action waivers,” he explains.

DirecTV’s customers signed agreements requiring claims relating to the agreement or to the company’s service to be decided by binding arbitration on an individual basis. “Arbitration on a class basis was specifically prohibited. At the time Amy Imburgia signed the agreement, the controlling California law was the “Discover Bank rule” announced by the California Supreme Court in 2005. Under the Discover Bank rule, almost all consumer arbitration agreements containing class action waivers were deemed unconconscionable and, therefore, unenforceable,” according to the article.

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Blockchain technology has the potential to drastically change the way business is done, mainly in accounting and contracts, reports Inside Bitcoins.

“Large businesses make contracts on a daily basis. Contract law is a wide field of study and essential to understanding how to run a successful business. What happens if the other party breaches a contract? Does a contract need to be in writing to be legally binding? These are things business owners and decision makers need to know. Smart assets are not widely used in modern business, but the benefits of integrating them greatly exceed the low cost of implementing them,” according to the article.

Businesses can create and complete contracts that are stored on the public ledger permanently, it says.

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Good attorneys constantly evolve their contract provisions, but contract evolution hates to discard pieces that were once useful, writes J. Benjamin Patrick of Gordon & Rees LLP in an article published on Lexology.com. The tendency to keep these pieces can result in a contract having the equivalent of the human appendix: a piece no longer of any positive use and that harbors the potential for harm.

For example, outdated contract provisions linger in the “standard form” contracts used by many contractors and owners, he writes. “The presence of such a provision in your standard contract is a sign that some additional evolution is necessary in order to bring your contract up to current laws, standards, and industry practices.”

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Current contract management processes are lacking proper rules and controls, says ContractRoom in an article posted on its website. Serious consequences typically arise from lack of oversight during the negotiation phase or mismanagement of contract commitments after execution.

The company says poor time management or a simple manual error, either pre-or post-signature, could lead a business to miss a key deliverable and even risk being sued. This in turn could lead to significant legal expenses or even the loss of future business from a counterparty.

The article lists efforts a good contract manager (whether legal counsel or a business professional) can do to add control — even with a manual contracting process.

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A 7th U.S. Circuit Court of Appeals ruling in Northbound Group, Inc. v. Norvax, Inc. indicates that courts will not add parties to a contract after the contract has been negotiated, writes Stephen M. Proctor, a principal in Masuda Funai Eifert & Mitchell Ltd.

The article, published on Lexology.com, describes the case: “Norvax agreed to acquire the assets of Northbound and, for this purpose, formed an acquisition vehicle called Leadbot LLC. The result was an asset purchase agreement executed in February 2009 by and between Northbound and Leadbot LLC. Norvax was not a party to the asset purchase agreement. Northbound was to be paid through an “earn-out” calculated as a percentage of the monthly net revenue of Leadbot LLC.”

Northbound later sued Norvax and Leadbot, claiming a breach of contract.

“Once a contract is negotiated, a party will likely be unsuccessful in persuading a court to rewrite the contract or to add provisions that may not have been considered, are erroneous or, in hindsight, seem unfair,” Proctor writes.

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BakerHostetler’s International Disputes practice team will present the first program in a series of in-depth presentations and discussions that explore key legal and commercial issues unique to international contracts. It will include an in-person event and a webinar.

The program will be Thursday, Oct. 29, 2015, from 7:30 – 9 a.m. CDT for the in-person event (WEBINAR will start at 8 a.m. CDT).

Each presentation will be taught by experts from the legal and commercial sectors.

The event will cover:

• Choice of law – avoiding unintended consequences
• Choice of forum – choosing between arbitration or litigation in a foreign land
• Comparison of international arbitration forums – the difference between various international arbitration tribunals
• How to limit the length, scope, and cost of proceedings
• Currency repatriation – how do you make sure you can get paid or return the money home?
• Enforceability or avoidance of an award or judgment

Register to attend in person.

Register for the webinar.

A federal district court in New York recently held that a creditor could not be held liable for aggressively protecting its own interests when the plain language of the relevant documents permitted the actions taken by the creditor, according to a legal update from Dechert‘s Business Restructuring and Reorganization Group.

Lehman Brothers Holdings Inc. v. JPMorgan Chase Bank, N.A., No. 11-cv-7670 (RJS) (S.D.N.Y. Sept. 30, 2015) arose out of an adversary proceeding initiated by Lehman Brothers Holdings Inc. and its affiliated against JPM, the update reports.

“The Debtors advanced multiple causes of action and theories against JPM, alleging that JPM improperly and unfairly appropriated value from the Debtors (thus harming their creditors) in the months leading up to LBHI’s bankruptcy filing by allegedly strong-arming the Debtors into providing it with additional collateral and protections,” it continues. “The Court, however, entered summary judgment against LBHI on nearly all counts because it found that the written contracts between JPM and LBHI expressly permitted JPM’s purportedly inequitable actions.”

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Savvy owners – especially those with experience in litigation – know the importance of avoiding the growing variety of clauses that limit liability for construction industry vendors, writes Eric A. Grasberger of Stoel Rives LLP. Likewise, general contractors and architects need to be on guard against sub-tier liability waivers often lurking in the fine print or at the end of lengthy proposals.

“Owners are optimists and contractors are negotiators,” he writes. “Maybe this explains the increasing (and for owners, disturbing) presence of liability waivers in construction and design contracts.”

He discusses some of the clauses that should be considered carefully, including the consequential damages (CD) waiver, the limitation of liability (LOL), the warranty illusion, and options.

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