Business Law Practice Group

Did AT&T Deliver on its Promise of Unlimited Data?

If a cellular service provider promises unlimited data, is it on the hook to deliver on that promise?  Yes, says the Federal Trade Commission.  Tuesday, the FTC filed a two-count Complaint against AT&T in a San Francisco federal court alleging that AT&T violated the Federal Trade Commission Act by its deceptive and unfair acts and …

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Designing A Credit Application That Works For Your Business (And Not Your Customer)

Few customers offer to pay in cash.  Most want some form of credit.  What credit you extend results from an objective and subjective assessment of the prospective customer’s credit-worthiness.  The steps you take to assess credit worthiness can mean the difference between a good paying customer and one who can, quite literally, put you out …

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The Death of Minority Shareholder Oppression Claims in Texas?

Bad news for minority shareholders in Texas.  On June 20, 2014, the Texas Supreme Court delivered the opinion in the case of Ritchie v. Rupe, which is available here.  In one of the most important business law cases decided by the Texas Supreme Court in recent memory, the Court ruled (in a 6-3 decision) that: (1)   There is no common …

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Texas Supreme Court Issues New “Spoliation” Rules with Implications for Company Document-Retention Policies

Earlier this month, the Texas Supreme Court issued a key decision on a subject every business owner and executive should know about: the duty to preserve company documents and the consequences for failing to do so.  A court, in some circumstances, can hold a company that has destroyed or failed to preserve documents responsible for …

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Fifth Circuit Clarifies the “Active Participation” Exception to the Internal Revenue Code’s Farming-Syndicate Rules

Recently, the United States Court of Appeals for the Fifth Circuit handed down some good news for individual cattle ranchers and farmers wishing to take advantage of S corporations for tax purposes, yet seeking to avoid having their business operations classified by the IRS as an impermissible tax shelter.  In Burnett Ranches, Ltd. v. United …

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Selection of Counsel Disputes Between Insureds and Insurance Company

Most businesses know that one of the first things it should do when it is sued, is to forward a copy of the petition or complaint to all potential insurers to put the insurance company on notice of the claim. The next question is who has the right to select counsel to represent the insured/company. …

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Bankruptcy Court’s Equitable Powers Not Unlimited

Lest we forget, the U.S. Supreme Court recently reminds us that Bankruptcy Courts, unlike other federal courts, are courts of equity and law; however, while bankruptcy judges have a great deal of discretion to carry out the philosophy and purpose of the Bankruptcy Code, that power is constrained. In Law v. Siegel, the Supreme Court …

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Responding to Preference Demand Letters- a Primer

A debtor’s bankruptcy is never a good thing (usually it means little or no payments on the debt will be forthcoming). Even greater insult to this injury is to receive a demand letter from a chapter 7 Trustee asking that you return funds paid to you by the account debtor in the days or months …

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Owning the Fruit of our Labors

Increasingly, companies are requiring their employees to assign to their employers any inventions or ideas they may come up with during, or after, the course of their employment. This Op-Ed in the New York Times discusses an interesting study the author made examining this question: “How does a reality in which we own so little …

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Eyes in the Sky – What drones are allowed to see in Texas

While Amazon may simply want to deliver packages to your home using drones, a vast field of public (law enforcement, military) and private (mapping, surveying, inspecting) uses for such unmanned aircraft is developing.  On September 1, 2013, the Texas Privacy Act (Tex. Gov’t Code Ch. 423) became law and set ground rules for the lawful …

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Getting “Hometowned”: U.S. Supreme Court Enforces Forum Selection Change

Forum selection clauses in contracts are important terms which govern where a certain dispute will be litigated.  For example, parties to a contract which provides for performance in one state may agree that all disputes will be litigated in another state.  Forum selection clauses are not to be confused with choice of law provisions in …

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The Texas Supreme Court Narrowed the Scope of the Contractual Liability Exclusion

In a unanimous decision, the Texas Supreme Court recently sided with the contractor in an insurance coverage dispute involving allegations of faulty construction. In Ewing Construction Company, Inc. v. Amerisure Insurance Company, the Texas Supreme Court limited the scope of an insurance policy exclusion for liabilities that contractors assume through contracts. Commercial General Liability (CGL) …

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Amending and Restating a Texas Certificate of Formation Just Got Easier

Great news for corporate law practitioners in Texas. One of my pet peeves with regard to filings with the Secretary of State has been eliminated. Thanks to recently enacted Senate Bill 847, effective September 1, 2013, a restated certificate of formation is no longer required to “identify by reference or description each added, altered, or …

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