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PEN MEETING PAPER MIGHT NOT PROVE A MEETING OF THE MINDS

By: Matthew Bartley

On August 21, 2019, a Delaware Chancery Court ruled that a fully executed written agreement—signed by relatively sophisticated parties—can be deemed unenforceable if uncertainty exists in the agreement’s formation. In Kotler v. Shipman Associates, LLC, C.A. No. 2017-0457-JRC (Del. Ch. Aug. 21, 2019, corrected (typo on page four) Aug. 27, 2019), the court ruled that an equity warrant agreement between an employee and her former employer was unenforceable because it did not codify the required objective intent of both parties to be bound by its provisions.

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T-MOBILE/SPRINT MERGER (FEAT. THE OPPOSITION)

By: Kyle Broadfoot

T-Mobile and Sprint are the third- and fourth largest wireless service carriers in the United States, and they want to merge to create a cellular giant to compete with Verizon and AT&T. The two announced the plan in April 2018, when T-Mobile CEO John Legere announced that the two had reached an agreement on a $26 billion deal, followed by an application for approval by the Federal Communications Commission in June 2018.

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PETITIONER AND RESPONDENT REACH AN AGREEMENT IN SCOTUS TAX REFUND CASE

By: Hong Deng

The Internal Revenue Service (IRS) allows an affiliated group of corporations to file a consolidated federal return instead of separate returns. In doing so, the IRS will pay the group’s designated agent a single refund that discharges the government’s liability to all group members. However, federal law says little on how to distribute the money among the group members.

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EVALUATING PERFORMANCE ESCAPE OPTIONS IN THE WAKE OF COVID-19

By: Benjamin Hill

As of April 2, 2020, the Coronavirus, or COVID-19, has sickened over 981,000 people on 6 continents worldwide, and has killed over 50,000. The virus has also had a substantial economic impact, hitting industries such as movie theaters, airlines, and hotels especially hard. In such an economic climate, companies may find themselves hard pressed to fulfill all of their contractual obligations, and wondering whether the virus triggers any contractual clauses that may terminate their duties to perform. Three such potential options are force majeure clauses, the doctrine of impossibility, and the doctrine of frustration.

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WHEN BANKRUPTCY HAS BENEFITS

By: William Anderson

Purdue Pharma filed for Chapter 11 bankruptcy on September 15 as part of a settlement deal to end several lawsuits alleging the company’s responsibility for the opioid crisis.

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GETTING REAL ABOUT DIVERSITY

By: Adina Weisberg

BigLaw has been slow on improving diversity; top law firms will not even be close to mirroring law school classes until 2057 (for gender diversity) and 2084 (for racial diversity). To address this issue, five firms will work with Diversity Lab, through its Move the Needle Fund (“MTN”), on incorporating experimental methods based on research and data.

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FACIAL RECOGNITION: FACEBOOK SETTLES A CLASS ACTION FOR $550 MILLION

By: Ryan Lee
Facebook announced that it has agreed to pay $550 million to settle a class action lawsuit. The class action began over Facebook’s use of facial recognition technology in Illinois on Illinois residents. The case, In re Facebook Biometric Information Privacy Litigation (15-cv-03747-JD) (N.D. Cal.), comes specifically from a photo-labeling service rolled out by Facebook to make it easier to identify the people in your photos and then to tag them. The service, known as Tag Suggestions, uses a face-matching software to suggest the names of people in users’ photos.

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