Law Blog
When is a billboard too racy?
A billboard in Atlantic City, New Jersey has recently garnered national attention. The billboard for “Moonshine Follies”, a show running at the Resorts Casino Hotel (“Resorts”) from February 20th to April 17th, pictures a woman’s bare bottom as part of the...
Does a person have to show that his reputation was harmed to bring a lawsuit for per se online libel or slander?
The NJ Supreme Court is currently considering an appeal that may determine once and for all whether a person can proceed with an online per se libel suit even though there is no evidence that his reputation has been actually harmed. In W.J.A. v. D.A., 416 N.J. Super....
Are Religious Organizations Required to Pay Property Taxes?
Tax-exempt religious organizations are generally exempted from paying property taxes. To avail itself of this exemption, the religious organization must show that: (1) the owner of the property is organized exclusively for a tax-exempt...
How Can a Charity Lose Its Tax-Exempt Status?
A charity’s tax-exempt status under §501(c)(3) of the Internal Revenue Code may be revoked for many reasons. However, the most common is if the charity stops operating exclusively for charitable purposes. The United States Court of Appeals for the Third Circuit...
One Cannot Fraudulently Transfer Business Assets to a Related Business to Escape a Creditor
On July 19, 2010, the Federal District Court for the Southern District of New York decided a case regarding the issue of successor liability and fraudulent conveyance in which a debtor transferred its assets to a related business and left a creditor without any return...
New York Court Upholds Cause of Action for Indemnification Under Asset Purchase Agreement
On July 19, 2010, the Federal District Court for the Southern District of New York decided a case in which it interpreted an asset purchase agreement (“APA”). The Court in Koch Industries, Inc. v. Aktiengesellschaft, -- F.Supp.2d --, 2010 WL 2927441 (S.D.N.Y.) held...
Lack of Bad Faith as a Basis for a Court Not to Award Attorneys Fees To a Minority Shareholder who Sues to Obtain Compensation for her Shares
Earlier this year, a State Court in Delaware determined the value of a minority shareholder’s shares which was in dispute. The unpublished opinion, In re Sunbelt Beverage Corp. Shareholder Litigation, 2010 WL 26539 (Del.Ch. Jan 05,...
What Value Should be Assigned to Shares Under a Buy Sell Agreement in Which the Value is Not Listed in the Contract?
A buy sell agreement is an effective tool to create a predictable value for shares in a closed (non-public) corporation. However, what happens if the buy sell provision refers to an exhibit that is not attached and the formula simply cannot be applied as intended in...
In Most Cases, Restrictive Covenants Are Only Enforceable By the Entity that Signed the Agreement Granting them
A restrictive covenant is generally defined as an agreement restricting the practice of a person’s profession or business after they leave their current employer. But can it be enforced by an entity that was not the original employer? That issue was addressed by the...
The Innocent Purchaser Defense as it Relates to Aquiring Domain Names
On April 6, 2010, the Ninth Circuit Court of Appeals sitting in California held that more facts needed to be developed before a lawsuit respecting the wrongful acquisition of domain names could be decided. In the course of that holding, the Court...
A Professional Negligence Policy Will Not Necessarily Cover A Related Defamation Claim Against the Insured.
On June 15, 2010, a Federal Court in Pennsylvania considered whether an insurance policy for professional negligence will cover a related claim for defamation. In Post v. St. Paul Travelers Ins. Co., __F.Supp.2d__, 2010 WL 2490750 (E.D.Pa.), the Court held it...
The Enforceability of “Pay if Paid” Clauses by Contractors Against Subcontractors
A June 30, 2010 case decided by the Appellate Division of the Superior Court of New Jersey, O.A. Peterson Construction Co., Inc. v. Englewood Hospital And Medical Center, 2010 WL 2696758 (N.J.Super., App.Div. 2010) dealt with the issue of whether a contractor can...
Consumer Reviews: A Form of Permitted Defamation?
Commentary: We regularly receive inquiries relating to postings on consumer review websites. The usual issue concerns the fact that the business owner feels that the customer’s posting is defamatory and should be removed. In such a case, there are a number of things...
New Jersey Appellate Division Confirms that the Consumer Fraud Act Does Not Apply to the Sale of Business
Caselaw: New Jersey: The New Jersey Appellate Division recently evaluated a claim arising from allegations of fraud in connection with the sale of business and associated real estate. In 539 Absecon Boulevard, LLC. v. Shan Enterprises, et. al., 2009 WL 774474, the...
The Importance of Attending to Corporate Formalities
Business Law: Corporate Formations: On this blog, we have previously discussed the fact that registering a business name with the State may be insufficient to adequately protect the corporate owners from individual liability. (Please see Simply Registering...
Use of Copyright Material in Background Scene: Gottlieb Development, LLC v. Paramount Pictures, Corp.: Fair Use Prevails, but Provides a Reminder of the Importance of Pre-Production Clearance
Intellectual Property: In Gottlieb Development LLC v. Paramount Pictures, Corp., 2008 WL 8396360 (S.D.N.Y. 2008), the Federal Court for the Southern District of New York recently decided a case involving the use as a background prop of a pinball machine, in the movie...
New Jersey Appellate Court Holds that Statute of Limitations for Hostile Work Environment Claim Commences Upon the Employee’s Leave
Employment Law: The New Jersey Appellate Division recently handed down an important decision interpreting the statute of limitations in work discrimination claims. In Toto v. Princeton Township, 2009 WL 88499 (N.J. Super.A.D. 2009), the Court held that the statute of...
Film Production Company Avoids Copyright Infringement Suit on Basis of Statute of Limitations
Intellectual Property: State and Federal law provides various remedies for parties who have been wronged by another. However, depending upon the nature of that claim, the injured party only has a limited time period in which to assert his claim. These deadlines, set...