A federal appeals court recently ruled that “features and functions” of software programs are not trade secrets, particularly when those with access are not required to sign confidentiality agreements. Because trade secret information cannot be “unseen,” this ruling reinforces the need for owners to Continue Reading
Initial Interest Confusion in Amazon Case Is Troubling
Suppose you walk into a greasy cheeseburger joint and ask for a Coke. A cook who looks remarkably like the late John Belushi doesn’t say, “No Coke; Pepsi.” Instead, he says, “You want Coke? Have a Pepsi!” and you buy the Pepsi. Does Coke have a claim that you were confused into buying Pepsi? That Continue Reading
Corporation Law: Pennsylvania
This Q&A guide to corporation law in Pennsylvania addresses key areas of corporate law such as formation, foreign qualification, mergers, anti-takeover laws and dissolution. Answers to questions can be compared across a number of jurisdictions. Continue Reading
What Does It Mean to Be ‘Willful’? Defending Against Willful Violations of Securities Laws
Everyone can conjure up an image of a willful child—a kid who has made up his mind to disobey you. But the everyday understanding of "willful" is not what willful sometimes means in the law. Sometimes it can mean a deliberate and intentional violation of an authority, just like a willful child. Continue Reading
M&A: Facilitate Deal-Making through the Use of Representation and Warranty Insurance
In this frothy, seller-driven M&A market, representation and warranty insurance can help bridge the gap between a buyer and seller and facilitate deal-making. In M&A transactions, a seller seeks to limit the extent to which a buyer will have recourse to a seller after consummation Continue Reading
Seeking Review of Magistrate Judge Decisions in Civil Cases
In 1968, Congress enacted the Federal Magistrates Act to institute a system of magistrate judges to replace the United States commissioner system, which had been in place in some form since the 1790s. The purpose of the act was “to improve the quality of the judicial officers serving just below the Continue Reading
Heads Up! Inflation Adjustments to Acquisition Thresholds Are Just Around the Corner
“Want Coke? Buy Pepsi!” Is This Confusing?
Suppose you walk into a greasy cheeseburger joint and ask for a Coke®. A cook who looks remarkably like the late John Belushi doesn’t say, “No Coke; Pepsi.” Instead, he says, “You want Coke? Have a Pepsi!” and you buy the Pepsi®. Does Coke have a claim that you were confused into buying Pepsi? That Continue Reading
New Pennsylvania Law to Simplify Entity Transactions
Pennsylvania’s new Entity Transactions Law is expected to streamline the process of effecting certain fundamental changes or change of control transactions. Effective July 1, 2015, companies doing, or wishing to conduct, business in Pennsylvania will now be able to seamlessly complete certain Continue Reading
Six Tips for Generating Buzz Without Getting Stung
A good marketing department knows how to generate product “buzz” by leveraging external influencers and promotions. The challenge for the company is to avoid being stung by the FTC’s recently published Endorsement Guides (the “Guides”), or older regulations. Influencers can be consumers, Continue Reading