Legal Research

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Franchising
Thursday, June 26, 2008
By David J. Kaufmann

" David J. Kaufmann, senior partner of Kaufmann, Feiner, Yamin, Gildin & Robbins, analyzes two recent rulings that split between favoring franchisors and franchisees: in the first, Domino's won dismissal of a challenge to the computer hardware and software requirements in its franchising pact; and in the second, Blimpies was denied a defense based on a questionnaire it required franchisees to complete. "

Antitrust
Thursday, June 26, 2008
By Elai Katz

" Elai Katz, a partner at Cahill, Gordon & Reindel, reports that the U.S. Court of Appeals for the Third Circuit ruled that a jury should have been permitted to consider a truck dealer's claim that a manufacturer and other dealers conspired to restrain competition among dealers assigned to different territories. Also, the Fifth Circuit affirmed 'quick look' condemnation by the FTC of collective negotiation of independent physicians' fees."

OUTSIDE COUNSEL:

Negotiating Earnout Provisions in Acquisition Pacts
Thursday, June 26, 2008
By Christopher T. Lamal

"Christopher T. Lamal, founder of Lamal Law Office, writes that so-called "earnout" provisions are a common feature of business acquisition agreements. Under an earnout provision, the purchase price for the acquired business is increased if the business meets certain financial performance targets over a specified period following the purchase. A recent decision highlights the importance of thoughtful planning and careful drafting in incorporating such a provision in an acquisition agreement."

CORPORATE UPDATE:

 Circuit Narrows Authority Of Court-Appointed Receivers
Thursday, June 26, 2008
By Alejandra Kim

"Noting that 'the power of a securities receiver is not unlimited,' a unanimous Second Circuit panel ruled that a court-appointed receiver lacked standing under New York's Debtor & Creditor Law to set aside an allegedly fraudulent conveyance of a Canadian company by a convicted stock swindler to his mother."