February 25, 2016
Read the fine print. Everyone has heard that saying. I know it takes time, and who has time these days? Liquidated damages provisions are some of the fine print you should definitely be aware of in your business contracts, because they can come back to bite you. These clauses define in advance, at the time the parties enter into an agreement, the amount of damages one party has to pay the other party in the event of a breach of the contract. These are typical in service contracts, sales of goods contracts and construction contracts, I bet your business has signed many agreements... Read more.
February 23, 2016
This is my second blog concerning Sandy Hook. If you want to, read my first one here. This is the only blogging I've done when, as my fingers hit the keys, my stomach feels like a ton of lead. I try to come up with a catchy title (I love that Warren Zevon song), because I want people to read this, and visit my site, yadayadayada. But the title fits, doesn't it? I wish we could all just get outta here and act as if Sandy Hook never, ever happened. I read that each child had several bullets in their bodies. No wonder the gun makers are shouting "get me outta of this" to Judge Bellis in... Read more.
February 15, 2016
Employers and other defendants got a big win last week at the appellate court in Connecticut. In Palumbo v. Barbadimos (you can read the opinion here) the appellate court held that the defendant-employer had obtained a "vested right" to a trial before a judge once the plaintiff failed to claim a jury trial within the 10 day statutory time limit. Connecticut requires parties to file a jury claim within 10 days of the last pleading being filed to preserve the constitutional right to a jury trial. A party can file the claim sooner, but that wasn't the issue here. In fact, the issue was... Read more.
February 6, 2016
I blogged last month here about a recent Connecticut Superior Court case, which showcased some typical issues with non-competition and non-solicitation agreements. Another interesting part of the decision that caught my attention was the court's discussion about the interplay between two Connecticut statutes: CUTPA and CUTSA (don't you love acronyms). CUTPA is our unfair trade practices act, and CUTSA is our uniform trade secrets act. Employers almost always plead violations of these two laws when a former employee breaches restrictive covenants in an employment agreement. But this... Read more.
January 24, 2016
You want a non-competition or non-solicitation agreement your company can enforce, right? Stupid question, you say. Well, companies need to analyze the language in their contracts if that's their goal (some agreements I've seen make me doubt what the company's goal was, as if simply having something signed protected them.)
Trade secret litigation is always intellectually interesting for us, but expensive for clients to pursue or defend. Avoiding litigation and protecting your trade secrets starts with a good written agreement with restrictive covenants (promises to not do certain... Read more.
January 19, 2016
It seems, from our practice at least, that the number of Connecticut Department of Labor investigations is increasing. Indeed, the U.S. Department of Labor has collected $1.6 billion dollars in back wages since 2009 through its investigation efforts. And the Connecticut Department of Labor noted in a press release that it has ramped up its efforts at investigating the missclassification of workers as independent contractors. The acting Commissioner of the CT Agency, Dennis Murphy, no doubt will maintain those efforts in 2016. The Internal Revenue Service and the State DOL have agreed to... Read more.
January 17, 2016
A finale to my prior two blog posts on the Connecticut Supreme Court's decision in RBC Nice Bearings, Inc. v. SKF USA, Inc. You can read the decision here. Read my prior two posts here and here. In that case, the plaintiff RBC got burned because it basically never enforced its rights under a contract with the defendant, which was supposed to purchase a minimum amount of ball bearings each year from RBC. While the contract in that case appears to be a negotiated single contract, many contracts between buyers, sellers or distributors are created through an exchange of forms, such as... Read more.
January 13, 2016
The powerball jackpot is all the buzz. Besides thinking - just a little - about what I'd do with the money, I am also thinking about contracts to share in the winnings. You see, the alumni Facebook page for my college (Go Bonas!) has a feed where alumni purchase a ticket from their state and post it to the page, and agree to share the winnings. One alumnus posted the terms of the "sharing" agreement:
We share equally (for Jackpot (5+PB) and/or 5 matching ($1M))
Everyone that posts a ticket before drawing tonight. Owner of ticket keeps smaller prizes.
Cash, not... Read more.
January 11, 2016
Back to the Connecticut Supreme Court's decision in RBC Nice Bearings, Inc. v. SKF USA, Inc., a fun UCC read for any law junky. You can read my first post on this case here. Manufacturers (if there are any left in Connecticut...) should pay attention to this case. This case is really, really interesting. If you remember, the plaintiff was the seller under two long-term contracts to sell ball bearings to the defendant-distributor, a lot of ball-bearings. Both contracts required the defendant to purchase a minimum amount each year. There were two contracts because after a few years... Read more.
October 6, 2015
I always get a kick when, after reading a case, you get a laugh out of its name. That's one of many takeaways from the Connecticut Supreme Court's recent decision in RBC Nice Bearings, Inc. v. SKF USA, Inc., a Uniform Commercial Code case. These types of cases can only be interesting to UCC geeks like me. Somehow, distributor agreements, contracts, and minimum purchase requirements make it feel like Christmas. But seriously, the case is a great read for Article 2, franchise and distribution lawyers. It's chock-full of fun UCC concepts like waiver and course of performance.
There... Read more.