Principal (commercial law)

About: Principal (commercial law) is a research topic. Over the lifetime, 1579 publications have been published within this topic receiving 35379 citations. The topic is also known as: Principal (commercial law).

Online Platforms, Agency, and Competition Law: Mind the Gap

Abstract: Many of the world’s most valuable companies adopt the online platform business model to bring together different groups of customers—suppliers and customers—seeking to transact with one another. This Article aims to establish the correct legal characterization of these platforms and the implications thereof for competition law purposes. To do so, it explores two related questions: first, whether platforms are agents of their suppliers; and, second, whether the competition law prohibition of anticompetitive agreements should apply to agreements between platforms and suppliers, which restrict competition on the relevant market for the products/services regarding which the platform facilitates a transaction. The first question arises because the platform business model resembles an agency arrangement more than any other, and many platforms selfproclaim to be agents of their suppliers. Yet, the decisional practice and commentary have developed on the premise that they are not agents. The second question arises due to the “agency rule” under the “single economic entity doctrine,” according to which restrictive agreements between an agent and a principal take place within the same “undertaking” and are consequently immune from the competition law prohibition of anticompetitive agreements between separate undertakings. After applying concepts of agency and similar delegation models found in different areas of law to the standard contracts of six major platforms—Amazon Marketplace, Apple App Store, Uber, eBay, Booking.com, and, Airbnb—this Article finds that, as a matter of positive law, all of these platforms are agents of their suppliers. Consequently, platforms’ agreements with their suppliers that restrict competition on the relevant products/services market cannot be scrutinized due to the agency rule under the “single economic entity doctrine” as currently conceived. This represents a significant “platform gap” in the application of competition law in digital markets. Following these findings, this Article conducts a normative assessment to demonstrate that in the context of platforms that not only intermediate transactions for, but also compete with their suppliers on the relevant market, the “single economic entity doctrine” should be (re)interpreted. The “agency rule” should not apply to agreements of such platforms and suppliers that contain restrictions of competition on the relevant market. This is because the conflict of commercial and competitive interests between a “principal” (supplier) and an “agent” (platform) that competes with its principal fundamentally violates the principles of agency and the reasoning underlying the single economic entity doctrine. This Article develops a “competitive neutrality” principle to inform and underlie this proposed (re)interpretation of the “single economic entity doctrine.” This (re)interpretation fills the “platform gap” identified in this Article by subjecting the agreements of platforms that are not in a competitively neutral position with their suppliers to the full application of the prohibition of anticompetitive agreements.

Criminal Justice and the Exclusion of Incriminating Statements in Singapore

Abstract: There is inevitably tension in any criminal justice system between the state’s interest in securing the evidence necessary to convict a guilty party and the need to respect individual rights, uphold the rule of law and protect the legitimacy of criminal convictions. This tension is examined in the context of the criminal justice system in Singapore. A general overview is given of the criminal process, including its social and international dimensions. Focus is placed upon the law on the exclusion of incriminating statements obtained wrongfully from the accused person. The principal features of this law are the voluntariness test for the admissibility of such evidence, the oppression doctrine and the discretion to exclude incriminating statements where their prejudicial effect if admitted at the trial is likely to outweigh their probative value. In defending the operation and scope of these exclusionary rules, and the weakening of certain rights such as the right of silence and the right to counsel, local conditions and values are often invoked in official discourse. One theme that emerges is the influence of crime control ideology in shaping the criminal process.

The Path of the Law and Its Influence: Traversing Holmes's Path toward a Jurisprudence of Logical Form

Abstract: Holmesian Anti-Logic and the “Fallacy of Logical Form” The life of the law is, and should be, logic suffused by experience and experience tempered by logic. That is the principal proposition I defend in this essay. It is now a commonplace that Holmes's declaration “The life of the law has not been logic: it has been experience” is, as Thomas Grey has said, the “central slogan of legal modernism.” Holmes first offered it in 1880 in a review of C. C. Langdell's book on contracts, and he repeated it prominently at the opening of The Common Law , published in the same year, where it serves as part of an extended admonition about the limitations of “logic” in the best explanation of common law doctrines: The object of this book is to present a general view of the Common Law. To accomplish that task, other tools are needed besides logic. It is something to show that the consistency of a system requires a particular result, but it is not all. The life of the law has not been logic: it has been experience. The felt necessities of the time, the prevalent moral and political theories, institutions of public policy, avowed or unconscious, even the prejudices which judges share with their fellow men, have had a good deal more to do than the syllogism in determining the rules by which men should be governed. The law embodies the story of a nation's development through many centuries, and it cannot be dealt with as if it contained only the axioms and corollaries of a book of mathematics.

Chasing Down the Devil: Standardsof Prudent Investment Under theRestatement (Third) of Trusts

Abstract: Table of Contents I. Introduction 336 II. The Evolution of Fiduciary Investment Standards 337 A. Foundations of the Prudent Man Standard 337 B. Shortcomings of the Prudent Person Standard 342 C. An Introduction to the Prudent Investor Rule 345 III. An Overview of Modern Portfolio Theory 348 IV. Advancements Made Under the Restatement (Third) of Trusts 353 A. The Duty to Balance Risks Against Total Returns 353 B. The Duty to Diversify 355 C. The Duty of Impartiality 358 D. The Authority to Delegate 361 E. Expanding Liability for Trustees 364 V. The Practical Effects of the Prudent Investor Rule 366 A. A Current Perspective on Past Cases 366 1. Estate of Knipp 366 2. First Alabama Bank v. Martin 370 3. In re Bank of New York (Spitzer) ... 372 B. The Response Among the States 375 VI. Conclusion 381 I. Introduction Be sober, be vigilant; because your adversary the devil, as a roaring lion, walketh about seeking whom he may devour. - 1 Peter 5:81 For more than one hundred years, protecting trust principal while generating the highest income possible marked the fundamental purpose of fiduciary investment standards.2 In keeping with this purpose, trust doctrine evolved throughout the nineteenth and twentieth centuries to forbid speculative fiduciary investments.3 Because traditional trust doctrine caused ultimate liability for losses to the trust to sit like a devil on the shoulder of every trustee, the threat of losses encouraged investments in low-risk ventures only.4 Today, however, it is the corrosive effects of inflation that create the greatest threat for trustees.5 Increasingly, low-risk, interest-bearing securities fail to keep pace with inflation, and thus, inflation becomes the roaring lion, walking about, seeking to devour the trust.6 Unfortunately, the traditional restrictions on fiduciary investment largely remain in place.' Such restrictions now hamper a trustee's ability to be vigilant against this new adversary - the devil of inflation.8 The Restatement (Third) of Trusts emerges in response to this challenge. Drawing heavily from current investment techniques, it seeks to reformulate trust doctrine so that trustees may be flexible enough to avoid the effects of inflation.9 This effort takes shape in the form of the Restatement (Third)'s "prudent investor rule.'o Given the importance of the investment function to fiduciary administration, an understanding of this new standard for prudent investing is essential. In Part II, this Note provides a brief overview of the historical evolution of fiduciary investment standards." Part III provides an introduction for laypersons to the central features of modern portfolio theory- the conceptual foundation of the prudent investor rule.l2 Part IV demonstrates the recent progression of trust doctrine by reviewing the fundamental changes made by the Restatement (Third).13 Part V.A considers the practical application of the prudent investor rule by using it to revisit three prominent fiduciary investment cases.14 Part V.B assesses the effect of the new standard by reviewing the statutory response to the Restatement Third) among the states.l5 Part VI concludes by discussing recent demographic trends that make the use of trusts more important than ever. Part VI then recommends that state legislatures quickly move to adopt legislation reflecting the standards of the prudent investor rule so that trustees have the flexibility needed to respond effectively to those trends.l6 II. The Evolution of Fiduciary Investment Standards A. Foundations of the Prudent Man Standard England greatly influenced the development of "prudent" trustee investment practices in nineteenth-century America."7 The English fiduciary investment standard was the product of financial disaster, and it worked primarily to protect beneficiaries from losses caused by speculative trust investments. …

The Battle for Mindshare: The Emerging Consensus that the First Amendment Protects Corporate Criticism and Parody on the Internet

Abstract: This article describes the development of trademark liability for corporate criticism or parody on the Internet and the emerging judicial consensus that imposing liability on this form of political speech violates the First Amendment rights of Internet users. The article begins by analyzing the expansion of trademark rights from a method of protecting merchants against counterfeiting into a broad-ranging tort against any invasion of consumers’ good feelings towards a business or its products. Courts and Congress made this expansion possible by eroding the requirement of commercial competition as a prerequisite to trademark liability and by crafting sometimes overbroad rules against creating “initial interest confusion,” establishing negative associations with a trademark, or “cybersquatting” on a domain name similar to a mark. Fortunately, the federal appellate courts are making it increasingly clear that the First Amendment shields Internet speech devoted to criticizing or making fun of corporations from censorship under trademark law. The author argues that this emerging consensus is consistent with the principal normative justifications for trademark rights as a means of preserving valuable property interests and promoting economic efficiency. Finally, he contends that trademark rights should be restricted to policing commercial competition, rather than non-commercial Internet speech. This limitation is essential if consumers are to preserve their autonomy in light of the pervasive influence of advertising and their ability to participate fully in a democratic society in light of the considerable power of the business world. © 2004 Virginia Journal of Law & Technology Association, at http://www.vjolt.net. Use paragraph numbers for pinpoint citations. † Assistant Professor of Law, Florida International University College of Law. E-mail: htravis@post.harvard.edu. J.D., 1999, Harvard Law School. I thank Professors William W. Fisher III and Mark Lemley for introducing me to the intricacies of trademark law in cyberspace, and Jason King Binder, Soyoung Jung, and the Virginia Journal of Law and Technology for their editorial insight.