Publications

According to the National Council of Nonprofits, there more than 1.4 million 501(c)(3) charitable nonprofits in the United States alone. This nonprofit sector is a vital part of our national and local infrastructure, providing important services and advocacy for a wide range of people in urban, suburban and rural areas. Often, the people who serve as officers and directors for non-profits do so because the mission of the non-profit aligns with their interests and concerns. These well-meaning board members may not be aware of the potential liability that attaches with service as an officer or director of a non-profit. Because non-profits by…

How many times has a CEO or another executive reached a deal “in-principle” with a non-U.S. company by telephone or over a lunch or dinner meeting? Mostly likely, the dealmaker walks away from the meeting thinking that the details could be ironed out later and the company would not be bound to an enforceable agreement until a written contract is signed. If no agreement is ever signed the company would face no potential liability. This concept—that agreements must be in writing to be enforceable—is known as the “statute of frauds” and is so well-entrenched in U.S. jurisprudence and business practice that it is widely assumed that no matter …

Sixty years after Andy Warhol first painted Campbell Soup cans, the question of “what is art?” is again being asked of one of his works. But this time the question is being asked in the highest court of the land rather than the court of public opinion. What an ironic twist. The Supreme Court is being asked what is a transformative use that does not infringe another’s copyright, a question as close to deciding what art is as any court is likely to get. For if a work is merely a copy or derivative of what has been done before, how can it be art? Under the law, if the work is a copy or derivative of a work that is protected under a federally …

New York law is a great boon when it comes to private arbitration. The law is well-developed (and in fact served as the basis for the Federal Arbitration Act); New York is home to a plethora of experienced professional arbitrators and arbitration centers; and the enforcement process for arbitration awards in the state courts is well established. Something else that sets New York law apart is that punitive damages are not allowed in private arbitration. Punitive damages are those designed to punish a party for its conduct or deter a party (and others) from wrongfully acting in the future, rather than compensate an injured party for the othe…