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    Something You May Not Think About When Choosing Another State's Law

    California courts generally will apply Section 187 of the Restatement Second of Conflicts of Laws when deciding choice of law questions.  Nedlloyd Lines B.V. v. Superior Court, 3 Cal. 4th 459, 465 (1992).  Until now, it hasn't been known whether a...

    Choice of Law/Conflict of Law, contract

    The Case Whose Name The Delaware Supreme Court Dare Not Speak

    The big news yesterday in corporate jurisprudence was the Delaware Supreme Court's decision in Salzberg v. Sciabacucchi in which the Delaware Supreme Court upheld forum selection charter provisions that require claims under the Securities Act of...

    Choice of Law/Conflict of Law

    Court of Appeal Has "No Comment" On Trulia

    In 2016, the Delaware Court of Chancery famously put the brakes on disclosure only settlements, warning "to the extent that litigants continue to pursue disclosure settlements, they can expect that the Court will be increasingly vigilant in...

    California Corporations Code, Choice of Law/Conflict of Law

    In This Case, The First Filed Case Was Last

    In 2014, Kimberly-Clark Corporation, a Delaware corporation, spun off Halyard Health, Inc., a Delaware corporation, pursuant to a distribution agreement.  The distribution agreement required Halyard to indemnify Kimberly-Clark against certain...

    Choice of Law/Conflict of Law

    Court Finds Forum Selection Clause That Includes Jury Trial Waiver To Be Unenforceable

    California courts will generally give effect to a mandatory forum selection clause unless enforcement would be unreasonable or unfair, and the party opposing enforcement of the clause ordinarily bears the burden of proving why it should not be...

    Choice of Law/Conflict of Law

    Delaware Court Declines To Apply California Labor Code Despite California Choice Of Law

    Do California Labor Code provisions governing employees apply to persons performing work outside of California?  What if that work is performed pursuant to an agreement that includes the following provisions?

    Choice of Law/Conflict of Law

    New California Labor Code Statute Results In Enforceable Covenant Not To Compete

    In October 2016, I wrote about a newly enacted statute, Labor Code Section 925.  That statute prohibits an employer from requiring an employee who primarily resides and works in California, as a condition of employment, to agree to a provision that...

    Choice of Law/Conflict of Law

    Forum Selection Clause Prevails Over State Securities Law Anti-Waiver Statute

    The Washington State Securities Act includes the following provision:

    Choice of Law/Conflict of Law

    California Court Applies California Law To Officer Of Delaware Corporation

    Not quite three years ago, I penned the following lines:

    Choice of Law/Conflict of Law

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