Oliver E. Williamson University of California, Berkeley This paper combines institutional economics with aspects of contract law and organization theory to identify and explicate the key differences that distinguish three generic forms of economic organization-market, hybrid, and hierarchy. The analysis shows that the three generic forms are distinguished by different coordinating and control mechanisms and by different abilities to adapt to disturbances. Also, each generic form is supported and defined by a distinctive type of contract law. The costeffective choice of organization form is shown to vary systematically with the attributes of transactions. The paper unifies two hitherto disjunct areas of institutional economics-the institutional environment and the institutions of governance-by treating the institutional environment as a locus of parameters, changes in which parameters bring about shifts in the comparative costs of governance. Changes in property rights, contract law, reputation effects, and uncertainty are investigated.'

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Comparative Economic Organization: The Analysis of Discrete Structural Alternatives

This paper examines the progressive development of the new institutional economics over the past quarter century. It begins by distinguishing four levels of social analysis, with special emphasis on the institutional environment and the institutions of governance. It then turns to some of the good ideas out of which the NIE works: the description of human actors, feasibility, firms as governance structures, and operationalization. Applications, including privatization, are briefly discussed. Its empirical successes, public policy applications, and other accomplishments notwithstanding, there is a vast amount of unfinished business.

The New Institutional Economics: Taking Stock, Looking Ahead

The author systematically examines one of the important issues of information — establishing the market price. He introduces the concept of «search» — where a buyer wanting to get a better price, is forced to question sellers. The article deals with various aspects of finding the necessary information.

Economics of Information

Relationship management rapidly is becoming a central research paradigm in the marketing channels literature. A growing body of conceptual and empirical literature addresses different aspects of in...

https://www.jstor.org/stable/pdfplus/1252252.pdf

Interorganizational Governance in Marketing Channels

Credible Commitments: Using Hostages to Support Exchange

This paper explores the ramifications of introducing administered contracts -- long term, collective contractual relationships -- into economic analysis with attention being focused on the implicit regulatory contract. The perspective afforded by the administered contracts framework suggests that the economist's case against regulation has been overstated. Many of the problems associated with regulation lie in what is being regulated, not in the act of regulation itself. Further, many of the perceived failures of regulation (for example, entry restrictions) can be seen to have a plausible efficiency rationale.

Regulation and Administered Contracts

This note is concerned with the effects of contractual complexity on the precontract bidding process. Competitive bidding is seen to be a heterogeneous class of devices for transmitting information between organizations. Even for rather simple contracts (e.g., Demsetz' license plates contract), the purchaser is seldom interested solely in price -- he is interested in acquiring and providing information as well. For complex contracts, such as a fifteen-year cable television franchise, the information problems tend to dominate. The implications of locating the liability for provision of precontract information on providers and on purchasers are considered.

/pdf/competitive-bidding-and-the-production-of-precontract-3q30hkqtm9.pdf

Competitive Bidding and the Production of Precontract Information

SHOULD accountants be liable to third parties if they conduct an audit in a negligent manner? A half century ago, in Ultramares Corporation v. Touche, Niven & Co.,' Cardozo argued that they should not, unless their performance could be characterized as fraud. In recent years, courts in a minority of jurisdictions have concluded that Cardozo's argument is no longer compelling and they have found that "foreseeable" third parties could bring a tort action for ordinary negligence against the accountants.2 In addition to being subject to tort actions, accountants may also be liable under federal and state securities laws.3

/pdf/accountable-accountants-is-third-party-liability-necessary-3lo9xa25ol.pdf

Accountable Accountants: Is Third-Party Liability Necessary?

THE physical cleanup following one of the worst oil spills in history, that of the Exxon Valdez, is done.' The legal cleanup, however, has barely begun. Over 100 law firms participating in over 200 suits in federal and state courts involving more than 30,000 claims are presently engaged in litigation.2 Fishermen, cannery workers, fishing lodges, tour boat operators, oil companies whose shipments were delayed, and even California

/pdf/recovery-for-economic-loss-following-the-exxon-valdez-oil-2dra9ok3k0.pdf

Recovery for economic loss following the exxon valdez oil spill

Introduction Part I Some Concepts 1. The Net Profits Puzzle Part II Consideration 2. Reading Wood v. Lucy, Lady Duff Gordon with Help from the Kewpie Dolls 3. Mutuality and the Jobber's Requirements: Middleman to the World 4. Satisfaction Clauses: Consideration without Good Faith 5. Postscript on Freedom from Contract Part III Interpretation 6. Discretion in Long-Term Open Quantity Contracts: Reining in Good Faith 7. In Search of Best Efforts: Reinterpreting Bloor v. Falstaff 8. Columbia Nitrogen v. Royster: Do as They Say, Not as They Do 9. The "Battle of the Forms:" Fairness, Efficiency, and the Best-Shot Rule Part IV Remedies 10. Campbell v. Wentz: The Case of the Walking Carrots 11. Expectation Damages and Property in the Price 12. The Middleman's Damages: Lost Profits or the Contract-Market Differential 13. An Economic Analysis of the Lost--Volume Retail Seller 14. Consequential Damages 15. A Reexamination of Glanzer v. Shepard: Surveyors on the Tort-Contract Boundary Part V Option to Terminate 16. Bloomer Girl Revisited, or How to Frame an Unmade Picture 17. Bloomer Girl: A Postscript 18. Wasserman v. Township of Middletown: The Penalty Clause That Wasn't Part VI Impossibility, Related Doctrines, and Price Adjustment 19. Price Adjustment in Long--Term Contracts 20. Impossibility and Related Excuses 21. Alcoa v. Essex: Anatomy of a Bungled Deal 22. Mineral Park v. Howard: The Irrelevance of Impracticability Concluding Thoughts Notes References Table of Cases Index

Victor P. Goldberg

Papers

Regulation and Administered Contracts

Competitive Bidding and the Production of Precontract Information

Accountable Accountants: Is Third-Party Liability Necessary?

Recovery for economic loss following the exxon valdez oil spill

Framing Contract Law: An Economic Perspective