Traditional Baking, Inc.; clients are the principals, the attorney is an agent; under law of agency, principal is bound by agent's deeds, except attorney misconduct outside the scope of employment. 8(a)(2) short and plain statement of the claim showing that pleader is entitled to relief, give the defendant fair notice of claim and grounds upon which it rests. General Motors Corp.; sanctionable spoliation is destruction or material alteration of evidence or failure to preserve property for another's use as evidence in pending or reasonably foreseeable litigation; manufacturer opportunity to inspect Harnden v. Darue Engineering & Manufacturing; federal forum for federal tax litigation sufficiently substantial for exercise of federal question jurisdiction; federal title law; division of labor between state and federal courts United Oil Co. Parts Associates, Inc.; may obtain discovery regarding any matter, not privileged, relevant to claim or defense; other lawsuits regarding similar products relevant to a defendant's failure to warn; indemnify; indemnity agreement. UBS Warburg LLC; corporate counsel has duty to communicate discovery obligations so all relevant information is discovered, retained, and produced; once duty to preserve attaches, identify all sources of discoverable information. Injury in fact and redressability must be established even under a federal statute conferring a private cause of action, private right of action, standing, personal injury, public, injury in fact. Federal cigarette advertising regulations preempt conflicting state regulations, congress expressly preempts state or local action, conflicting state regulation must yield to federal law, supremacy clause. Seelig, Inc., Barriers to commercial traffic between states, direct or indirect, violate the Commerce Clause when purpose and effect of such barriers is to suppress or mitigate the consequences of competition between states. Oneida-Herkimer Solid Waste Management Authority; Laws that favor government operations, but that treat all private businesses equally, do not violate the Commerce Clause; dormant commerce clause. Police dog; drug dog sniff luggage; K-9 dog; investigative detention; when officer's observations lead him reasonably to believe that luggage contains narcotics, officer may detain luggage briefly to investigate circumstances that aroused his suspicion. when police investigation is no longer general inquiry into unsolved crime but focuses on particular suspect in police custody, must allow opportunity to consult with lawyer or warn of absolute constitutional right to remain silent. These grounds are extreme such ascorruption, fraud, partiality, misconduct, etc. William and Martha Messerly; as-is clause may defeat grant of rescission for mutual mistake relating to a basic assumption that materially affects the parties' agreed performance. Allapattah Services; class action, if named plaintiff meets requirement, supplemental jurisdiction over claims in same case or controversy even if claims for less than jurisdictional amount for diversity jurisdiction; Article III. Three branches of government; grant of executive authority cannot be overridden by a congressional veto, once congress has acted to vest authority in an administrative agency, it cannot act to overturn the action of that agency in the absence of further l Sequestration, budget appropriations cannot be delegated to a legislator the delegation of executive functions to a legislative administrator violates the constitutionally imposed doctrine of separation of powers. When officers have reasonable suspicion that person has committed crime or is about to commit crime, they may temporarily detain individual for questioning no longer than necessary to serve purposes of stop. Mattel, Inc.; The FAA provides the exclusive grounds for expedited vacatur and modification of arbitration awards. American Ash Recycling Corp.; The bargain theory of consideration does not actually require that the parties bargain over the terms of the agreement; rather, a promise and a reciprocal conventional inducement.
Patchak; suits under the APA must satisfy both Article III's standing requirement and be arguably within the zone of interests protected or regulated by the violated statute. Harris; Amending agency interpretation; when agency gives regulation a definitive agency interpretation, significant revisions require notice and comment under the APA. Duff & Phelps, Inc.; If a closely held company withholds from an employee-stockholder material information about possible increases in stock value in breach of its fiduciary duty, the employee-stockholder may be entitled to damages. M & F Worldwide Corp.; business judgment standard of review governs going private mergers with a controlling stockholder if independent special committee and informed vote of a majority of the minority stockholders. Oklahoma Alcoholic Beverage Laws Enforcement Commission; the type of business entity chosen may affect the types of business that can be conducted by the entity if it affect the licenses the entity may obtain. Ritter; In the absence of red flags alerting corporate directors to misconduct, good faith is measured by the directors' actions to assure that a reasonable reporting and information system exists. Underwriters performing a due-diligence investigation of two bond offerings by World Com, had a limited number of conversations with the stock issuer and its auditor, made only cursory inquiries, failed to look behind formulaic answers to questions. Colkitt; Under § 29(b) of the Securities Act of 1934, party may rescind contract that, when made or as performed, violates federal securities laws; convertible debenture; debenture; rescission; scienter. National Australia Bank, Ltd.; Subject matter jurisdiction in a fraud case exists if conduct in the United States was more than merely preparatory to fraud, and directly caused losses to foreign investors abroad; extraterritorial jurisdiction Business Roundtable v. WPCS Int'l Inc; A beneficial owner's acquisition of securities directly from an issuer, at the issuer's request and with the board's approval, is a "purchase" of those securities under Section 16(b). Right against self incrimination; right to counsel.
Mc Nulty; Ordinarily, the conduct of an attorney is imputed to his client, since allowing a party to evade the consequences of the acts or omissions of his freely selected agent would be inconsistent with system of representative litigation. Mitsubishi Motors Corp; When a lawyer inadvertently receives materials that obviously appear to be subject to attorney-client privilege or otherwise confidential and privileged, the lawyer must immediately notify the sender. CITGO Petroleum Corp; Non-refundable retainer fees and other non-refundable provisions in attorney fee agreements will be upheld if reasonable; sophisticated client; contract is in writing; incurred expenses. UBS Warburg LLC; Once a party reasonably anticipates litigation, it must suspend its routine document retention/destruction policy and put in place a litigation hold to ensure the preservation of relevant documents; spoliation. City of New York; To prevail on a claim for denial of a fair trial due to prejudicial publicity, the plaintiff must establish (1) improper leaks; (2) in fact denied a fair trial; and (3) other remedies were not available or used to no avail. Environmental Assessment; when an agency has no ability to prevent a certain effect, the agency cannot be considered a legally relevant cause of such effect; so under NEPA, the agency need not consider these effects in its EA. United States; Mere knowledge that spills and leaks occur after the sale of a chemical product is insufficient for concluding the seller "arranged for" disposal of hazardous chemical for CERCLA liability. Preventative detention of criminal defendant does not violate substantive due process under fifth amendment nor constitute excessive bail under eighth amendment if clear and convincing evidence defendant presents threat to safety of community. S.; if a party repudiates a contract, the other party is entitled to restitution for any benefit he has conferred on the repudiating party by way of part performance or reliance. Jackson; The Federal Arbitration Act puts arbitration agreements on equal footing with other contracts, and requires courts to enforce them according to their terms; unconscionability challenges. Cendant Mobility Services Corp.; a promise that the promisor should reasonably expect to induce action or forbearance and does is binding if injustice can be avoided only by enforcement of the promise. Morell; even when there is no fraud, there may be mutual mistake; where both parties share a common false assumption about a vital fact upon which their bargain is based, the transaction may be avoided.
A plaintiff seeking to challenge a government regulation as an uncompensated taking of private property may proceed only by alleging a physical taking, a total regulatory taking, a Penn Central taking, or a land-use exaction. United States; CERCLA does not mandate joint and several liability; scope of liability must be determined from traditional and evolving principles of common law. Atlantic Research Corp; CERCLA § 107(a)(4)(B) provides Potentially Responsible Parties (PRPs) with a cause of action to recover, from other PRPs, costs voluntarily incurred in cleaning up a contaminated site; contribution. Movants, protective order, federal rule of civil procedure 30(b)(2), record a deposition by nonstenographic means and is given the choice of the method of recording, absent annoyance, embarrassment, oppression, and undue burden or expense. Benguet Consolidated Mining Co.; exercise general jursidiction gives court authority to hear all claims at place of defendant's domicile or place of service, without showing connection between specific claims and forum state. Independent counsel; subpoena duces tecum; ad testificandum. RAM Holdings, Inc.; When the examination of extrinsic evidence does not lead to an obvious, objectively reasonable conclusion, the court may apply the forthright negotiator principle. Donovan; A contract is not enforceable if an essential term is indefinite or a promise to perform is illusory, but may enforce if extrinsic evidence makes more definite and the promise to perform less illusory.
When Congress mandates a specific definition of a statutory term, an agency cannot interpret the meaning of the term differently under its regulations. Twombly; sufficient factual allegations required for Fed. Judicial impartiality is not a compelling enough interest to justify suppressing candidates views, government regulations that supress speech on the basis of its content must be narrowly tailored, first amendment. Nontestimonial evidence obtained as a result of a defendant s voluntary statement given without the benefit of miranda warnings need not be excluded at the defendant's trial; fruit of the poisonous tree doctrine. Crossmedia Services, Inc.; when a benefit is offered subject to stated conditions, and the offeree takes the benefit with knowledge of the terms of the offer, the taking constitutes acceptance of the terms.
In-house counsel may bring a common-law action for retaliatory discharge resulting compliance with Code of Professional Responsibility provision that represents a clear and definitive statement of public policy. Sweet; plaintiff in a transactional malpractice action must show that but for the alleged malpractice, it is more likely than not that plaintiff would have obtained a more favorable result; but-for causation. In re Primus; when freedom of association is involved, the state must demonstrate a compelling subordinating interest, and that the means employed is closely drawn to avoid unnecessary abridgement of associational freedoms. Carona; the government may use deception in its investigations in order to induce suspects into making incriminating statements, even if reprensented by an attorney. CERCLA authorizes contribution for environmental cleanup costs from other responsible parties only when the party seeking contribution has been sued under CERCLA 106 or 107(a). The EPA authority under the Clean Air Act includes the power to mandate the inclusion of emissions-control designations in pre-construction permits AND the power to determine whether the designations are in accord with the provisions of the Act. Jayco, Inc.; summary judgment testimony usually form of an affidavit or sworn statement even if a court's consideration of inadmissible evidence is in error, such error is harmless it if does not affect any party's substantial rights. Eminent domain, inverse condemnation, just compensation, ripeness, taking, environmental concerns justify limitations on development, when a regulation denies all economically beneficial or productive use of property. Eminent domain, just compensation, public purpose, takings of private property for use by other private citizens pursuant to a carefully considered economic development plan intended for a public purpose are valid under the Fifth Amendment. Heller; Words and phrases in the Constitution are to be interpreted according to their normal and ordinary meanings as understood when the provision in question was adopted; second amendment. Freedom from Religion Foundation; Taxpayers have standing to bring Establishment Clause challenges to a federal expenditure only if that expenditure is made pursuant to an explicit congressional authorization; establishment clause. Raich; Medical marijuana; Prescription marijuana; THC; Congress may regulate intrastate activity if there is a rational basis for concluding that the activity may have a substantial effect on interstate commerce; necessary and proper clause. Georgia; The enforcement power in the Fourteenth Amendment gives Congress the power to create a private right of action for violations of the Amendment; Americans with Disabilities Act; sovereign immunity. CSuspicionless drug testing of public school students involved in extracurricular activities is reasonable means of furthering schools interest in preventing and deterring drug use. If law enforcement officers have reason to believe individual giving consent to search has authority over premises to be searched, then entry will be validated even if it is later determined that person did not have authority to consent. Indigent misdemeanor defendant is entitled to appointed counsel at criminal trial when suspended sentence of imprisonment may later be enforced upon revocation of probation. Criminal defendant does not have constitutional right to appointed counsel to assist in pursuing discretionary appeal in state court or petition for certiorari in supreme court of united states. For purposes of Miranda, interrogation occurs when police either expressly question suspect in custody or engage in any actions or dialogue that police should know is reasonably likely to elicit incriminating response from suspect. Ed Stefanko; Contract provisions requiring the issuance of an injunction are not binding on the trial court; granting or denying a preliminary injunction rests within the trial court's equitable discretion, Hall Street Associates, L.
Controlling shareholder; control of sale; presumtion that, in making a business decision, corporate directors act on an informed basis, in good faith, and in the honest belief that the action taken is in the company's best interests. Louisiana-Pacific Resources, Inc; The Commerce Clause is not implicated by a statute that regulates corporations even-handedly and imposes no special or distinct burden on out-of-state interests; dormant commerce clause; straight voting. Mc Kesson HBOC, Inc.; stockholder has right to make written demand to inspect corporate books and records for purpose reasonably related to person's interest as stockholder; derivative action; parent corporation; subsidiary corporation. Verizon Communications, Inc; Stockholders seeking inspection of corporate books and records must present some evidence suggest credible basis from which court can infer mismanagement, waste, or wrongdoing may have occurred. Omission to act by one under a legal duty to do so is sufficient for criminal liability if it is a substantial factor in bringing about the consequences prohibited by statute. Homicide; malice afterthought; manslaughter; murder. Causation; habeas corpus; intervening cause; second-degree murder; superseding cause.