DOCSLIB.ORG

Table of Contents

Total Page：16

File Type：pdf, Size：1020Kb

Download full-text PDF Read full-text
Table of Contents TABLE OF CONTENTS Volume 1 CHAPTER 1 Commercial Lease Fundamentals § 1.01 Evolution of the Modern Commercial Lease— Emergence of the “Killer Lease” .......... 1-3 [1] The Past and Today .................. 1-3 [2] Trends Impacting Commercial Leasing ......................... 1-5 [a] A Traditional Lease vs. Alternative Occupancy Arrangements— Issues to Consider ............ 1-6 [i] The Traditional Office Lease. 1-6 [ii] Alternative Occupancy Arrangements ............ 1-7 [b] Artificial Intelligence, Virtual Reality, and Augmented Reality ...................... 1-8.12 [i] VR vs. AR ................ 1-8.12 [ii] Utilizing the Technologies .... 1-8.13 [iii] Impact on Real Estate Deals ... 1-8.14 [iv] The Impact on Commercial Leasing ................. 1-8.17 [c] Pop Up Leasing ................. 1-8.18 [i] Pop Up Leases—What They Are and How They Work ... 1-8.18 [ii] Documenting the Pop Up Lease ................ 1-8.19 [d] Legalization of Marijuana: The Implications for Commercial Real Estate ................... 1-8.21 [i] Impact on Rents ............ 1-8.21 [ii] Federal Law vs. State Law. 1-8.21 xxxiii (Rel. 49) xxxiv OFFICE LEASES [iii] Other Issues Presented by Marijuana for Landlords and Tenants .............. 1-8.23 [e] Blockchain, Cryptocurrencies, Digitization and Records Retention .................... 1-8.23 [i] Introduction ................ 1-8.23 [ii] Tokenization ............... 1-8.24 [iii] Blockchain Uses and Benefits. 1-8.25 [iv] Legal and Regulatory Considerations . 1-8.26 [v] Smart Contracts ............. 1-8.27 [f] The Changing World of Commercial Real Estate ........ 1-8.28 [i] Adaptive Repurposing ....... 1-8.28 [ii] Building Communities ....... 1-8.29 [g] Looking to the Future ............ 1-8.30 § 1.02 What Is a Lease? ........................ 1-8.34 [1] Leasing vs. Owning .................. 1-8.34 [2] Lease vs. License. 1-8.34 [3] Necessity of a Writing ................ 1-8.36 [4] Elements Required for Enforceability .... 1-8.37 [5] Can Electronic Communications Satisfy the Writing Requirement Under the Statute of Frauds? ................. 1-8.38 [a] Electronic Transactions Statutes .... 1-8.38 [b] Statute of Frauds and Court Decisions .................... 1-8.39 [c] What Do UETA and E-Sign Mean? ...................... 1-8.45 [d] Best Practices. 1-8.45 [e] Conclusion ..................... 1-8.46 [6] Uniform Standards Toward a Fair Lease ........................ 1-8.47 § 1.03 Life of the Lease ......................... 1-9 [1] Signing vs. Execution ................ 1-9 [2] Contract Interval Before Possession ..... 1-12 [3] Cancellation of the Lease ............. 1-14 [a] During the Contract Interval ....... 1-14 [b] After Delivery of Possession ...... 1-15 [4] Conditional Demising. 1-18 § 1.04 Office Lease Provisions ................... 1-22.1 [1] In General .......................... 1-22.1 [2] Checklist of Lease Provisions. 1-22.5 [3] Omission of Terms ................... 1-23 TABLE OF CONTENTS xxxv § 1.05 Drafting and Analysis Basics ............... 1-24 [1] Interpreting Definition Pyramids ........ 1-24 [2] Following Lease Time Lines ........... 1-30.1 [3] Precision Drafting. 1-36 [4] Value of Lease Forms for Landlord and Tenant ....................... 1-41 [5] Long Range Planning ................. 1-43 § 1.06 Summary ............................... 1-45 CHAPTER 2 Who Is the Landlord and Who Is the Tenant? § 2.01 Who Has Authority to Sign the Lease? ....... 2-1 § 2.02 Who Is the Landlord? ..................... 2-5 [1] In General .......................... 2-5 [2] Ground Leases ...................... 2-5 [a] Ground Lessee as Landlord ....... 2-5 [b] Ground Lessor as Landlord ........ 2-6 [3] Landlord as Assemblage Owner ........ 2-8 [4] Partnership or Corporation as Landlord ... 2-9 § 2.03 Who Is the Tenant? ...................... 2-10 § 2.04 Limitations on Landlord’s Authority ......... 2-15 § 2.05 Title Insurance. 2-16 [1] The Importance of Conducting a Title Search ..................... 2-16 [2] Title Insurance Coverage .............. 2-16 § 2.06 Covenant and Representation of Authority of Tenant ............................. 2-18 § 2.07 Summary ............................... 2-19 CHAPTER 3 The Leased Premises § 3.01 Space Selection ......................... 3-2 § 3.01A Description of Demised Premises ........... 3-4 [1] The Actual Premises ................. 3-4 [2] Beyond the Four Walls of the Premises ... 3-7 § 3.02 Measurement Standards ................... 3-8.1 [1] In General .......................... 3-8.1 [2] International Property Measurement Standards for Office Buildings ....... 3-11 § 3.03 Space Maintenance and Repair Obligations ... 3-12 (Rel. 49) xxxvi OFFICE LEASES § 3.04 Compliance and Safety .................... 3-13 [1] Compliance with Laws ............... 3-13 [2] Building Safety ...................... 3-15 [a] The Old Rule: Caveat Emptor ..... 3-15 [b] Addressing Safety Issues in the Lease .................... 3-17 [i] Delivery of Premises ........ 3-17 [ii] Destruction Clause .......... 3-18 [iii] Rent Abatement ............ 3-19 [iv] Insurance .................. 3-20 [v] Safe Occupancy Clause ...... 3-21 [c] Building Safety in the Aftermath of the World Trade Center Tragedy ... 3-22 [i] A Whole New World ........ 3-22 [ii] The Importance of Having Strategies in Place ........ 3-25 [iii] Future Safety Measures ...... 3-27 § 3.05 Tenant Relocation ........................ 3-28 [1] Notice, Timing and Frequency ......... 3-29 [2] Nature of Substituted Premises. 3-30 [3] Landlord’s Payment Obligations ........ 3-31 [4] No Additional Costs for the Tenant ..... 3-32 [5] Rent Credit ......................... 3-33 [6] Tenant’s Right to Terminate ........... 3-33 [7] Conclusion ......................... 3-33 § 3.06 Office Leases in Retail Space .............. 3-35 § 3.07 Summary ............................... 3-36 CHAPTER 4 The Lease Terms § 4.01 Commencement of the Lease Terms ......... 4-2 [1] Dating the Lease .................... 4-2 [a] Contract Interval ................ 4-2 [b] Impact on Base Years. 4-2.1 [c] Impact on Escalations ............ 4-4 [d] Impact on Rental Rates ........... 4-5 [2] Possession for Occupancy Terms ....... 4-6 [3] Demising Term ...................... 4-7 [4] Rental Term ........................ 4-8 § 4.02 Abatements, Concessions and Other Inducements Offered Tenants ............ 4-14.9 [1] Initial Considerations and the Letter-of-Intent Stage ............... 4-14.9 [2] Lease Negotiation and Strategy. 4-14.10 TABLE OF CONTENTS xxxvii [3] Lender Recognition .................. 4-14.11 [4] Abatements and Concessions ........... 4-14.12 [a] Rental Abatements ............... 4-14.12 [b] Concessions for Alterations ....... 4-14.15 [c] Recapture of Abatements or Concessions .................. 4-14.15 [d] Recapturing the Cost of Tenant Improvements and Leasing Commissions ................. 4-14.16 [e] Taking Over an Existing Lease .... 4-14.21 [i] In General ................. 4-14.21 [ii] The Various Takeover Options ................. 4-14.22 [iii] Landlord Sublease or Assignment Issues ........ 4-14.23 [iv] Conclusion ................. 4-14.24 § 4.03 Phased-In Possession or Occupancy ......... 4-14.25 § 4.04 End of the Term ......................... 4-17 § 4.05 Condition of the Premises ................. 4-19 § 4.06 Summary ............................... 4-23 CHAPTER 4A Security Deposits and Other Forms of Security § 4A.01 Introduction ............................. 4A-4 [1] General ............................ 4A-4 [2] Amount of Security .................. 4A-6 [a] Security Initially Required ........ 4A-6 [b] Changing the Amount of the Security ..................... 4A-7 [3] Transfer of Security .................. 4A-10 [4] Assignment of Lease ................. 4A-12 [5] General Tenant Concerns .............. 4A-13 [6] Landlord Issues—Treatment of Security Deposits in a Tenant’s Bankruptcy .... 4A-14 § 4A.02 Kinds of Security ........................ 4A-17 [1] Introduction ......................... 4A-17 [2] Cash Security ....................... 4A-17 [a] Segregation of Cash Security ...... 4A-17 [b] Interest and Earnings on Cash Security ..................... 4A-19 [c] Cash Security—The Bankruptcy Problem ..................... 4A-20 [3] Letters of Credit ..................... 4A-20 (Rel. 49) xxxviii OFFICE LEASES [a] What Is a Letter of Credit? ........ 4A-20 [b] Treatment of Letters of Credit in a Tenant’s Bankruptcy ......... 4A-22 [c] Issuing Bank Failure ............. 4A-25 [i] General ................... 4A-25 [ii] Role of the FDIC ........... 4A-26 [iii] Landlord Steps to Mitigate Risk .................... 4A-27 [d] Standby Letters of Credit Versus Cash Security Deposits in a Tenant Bankruptcy ............ 4A-30 [i] Advantages ................ 4A-30 [ii] Disadvantages .............. 4A-30 [e] Letters of Credit—General Information .................. 4A-31 [i] Common Forms of Letters of Credit ................ 4A-31 [ii] The Parties Involved ......... 4A-31 [iii] Governing Codes ........... 4A-31 [iv] Irrevocability/Modification of Letter of Credit ........ 4A-32 [v] Conditions to Payment ....... 4A-33 [vi] Term of Letter of Credit/ Evergreen Letters of Credit ................ 4A-34 [vii] Transferability .............. 4A-34 [viii] Presentation, Governing Law, Jurisdiction and Venue, and Enforcement .......... 4A-35 [ix] Partial Drawings ............ 4A-36 [x] Notice of Draw ............. 4A-37 [xi] Sample Lease Provision ...... 4A-37 [xii] Comment .................. 4A-40 [4] Guaranties .......................... 4A-40 [a] Introduction ...................
Load more

Recommended publications
  • 403 - the Landlord (Or Tenant) Wants Us to Sign What?
    ACC’s 2010 Annual Meeting Be the Solution. Monday, October 25 4:30pm-6:00pm 403 - The Landlord (or Tenant) Wants Us to Sign What? Linda Madway Vice President and Associate General Counsel Charming Shoppes, Inc. William Peltin General Counsel Ridge Property Trust Stacy Siegal Vice President and General Counsel rue21 This material is protected by copyright. Copyright © 2010 various authors and the Association of Corporate Counsel (ACC). Materials may not be reproduced without the consent of ACC. Reprint permission requests should be directed to ACC’s Legal Resources Department at ACC: +1 202.293.4103, x338; [email protected] ACC's 2010 Annual Meeting Be the Solution. Session 403 Faculty Biographies Linda Madway Linda Madway is vice president and associate general counsel of Charming Shoppes, Inc., a retail company located in Bensalem, Pennsylvania, which owns the Lane Bryant, Fashion Bug, and Catherines store chains. Her areas of practice include real estate, general corporate, technology and import matters. Since joining the company, Ms. Madway has negotiated hundreds of store leases as well as leases for office, warehouse and distribution center locations. Prior to joining Charming Shoppes, Ms. Madway was a real estate associate at Saul Ewing LLP, a Philadelphia law firm. Her practice at Saul Ewing included retail, office and industrial leasing, sales and purchases of commercial properties and real estate lending. Ms. Madway also taught business law at Immaculata College in Immaculata, Pennsylvania. Ms. Madway is currently the president of CSI Charities, Inc., created by Charming Shoppes to support children's charities. Ms. Madway served on ACC's DELVACCA Board for many years and was chapter president.
    [Show full text]
  • The Impact of Large Music Festivals on Local Music Venues
    DISCUSSION PAPERS IN ECONOMICS Working Paper No. 12-05 Exclusive Dealing and Its Effects: The Impact of Large Music Festivals on Local Music Venues Scott Hiller University of Colorado at Boulder October 2012 Department of Economics University of Colorado at Boulder Boulder, Colorado 80309 © October 2012 Scott Hiller Exclusive Dealing and Its Effects: The Impact of Large Music Festivals on Local Music Venues Scott Hiller∗ October 18, 2012 Abstract In this paper I consider the use of exclusive contracts among four of the United States' most prominent music festivals to examine their influence on local music venues. Exclusive dealing questions have long been thought to either increase efficiency as theorized by the Chicago school, or cause a dampening of competition by restricting the options of competitors. Empirical anal- ysis has been limited to a few industries and the effects are inconclusive. By utilizing a unique industry and multi-year dataset, as well as variation in the use of exclusive dealing across the country as determined by the location of large music festivals, this paper adds to the paucity of empirical analysis of exclusive dealing and provides new insight into an ignored sector of the music industry. Results show that exclusive contracts correlate with a decrease in the number of venues in affected cities by nine to 35 percent, with smaller cities being disproportionately impacted. The distinct negative impact appears to be unique in the literature. This paper shows the potential for competition dampening and proves that exclusive dealing is not only efficiency enhancing, but can be anticompetitive. Keywords: Competitive effects, exclusive contracts, exclusive dealing, music industry JEL Codes: L11, L42, L82 ∗Department of Economics, University of Colorado; [email protected].
    [Show full text]
  • Shopping Center Legal Update
    VOL. 25 ISSUE 1 SPRING 2005 International Council of Shopping Centers, Inc. 1221 Avenue of the Americas, 41st floor, New York, NY 10020-1099 Phone (646) 728-3800 In Depth Shopping Center Rejected Landlord Syndrome: Don’t Get ‘Stubbed Out’ When Your Retail Tenant Files for Bankruptcy ________2 Legal Update Closing the Loop on Radius Restrictions ________________4 California Appellate Courts Rule on Enforceability of Estoppel Certificates ________________________________8 The legal journal of the shopping center industry Coughing on a Dusty REA: Saul v. Home Depot __________12 “Good Faith and Fair Dealing” in Optionland __________14 Eminent Domain for Economic Development: Take It or Leave It __________________________________________17 Of Interest Articles ______________________________________________21 Assignment/Sublease ______________________________21 Bankruptcy________________________________________21 Condemnation/Eminent Domain ____________________22 Contracts ________________________________________22 Covenants ________________________________________22 Fees ______________________________________________22 Landlord and Tenant ______________________________22 Leases ____________________________________________22 Tort Liability ______________________________________23 Worker’s Compensation ____________________________23 2 6Legislation___________________________________________23 From Canada In Depth Not Every Transfer Triggers a Tenant’s Right of First Refusal to Purchase ________________________________24 21 Judicial/Legislative
    [Show full text]
  • Page 1 of 69
    Case 3:18-cv-00598-MO Document 35 Filed 10/25/18 Page 1 of 69 Nika Aldrich, OSB #160306 Email: [email protected] Thomas M. Triplett, OSB #651256 Email: [email protected] Angela E. Addae, OSB # 163335 Email: [email protected] Kathryn Kelly, OSB #175162 Email: [email protected] SCHWABE, WILLIAMSON & WYATT, P.C. 1211 SW 5th Avenue, Suite 1900 Portland, OR 97204 Telephone: 503-222-9981 Facsimile: 503-796-2900 Attorneys for Soul’d Out Productions, LLC UNITED STATES DISTRICT COURT DISTRICT OF OREGON SOUL’D OUT PRODUCTIONS, LLC, Case No. 3:18-cv-00598-MO an Oregon limited liability company, SECOND AMENDED COMPLAINT Plaintiff, FOR VIOLATIONS OF FEDERAL AND STATE ANTITRUST STATUTES v. AND STATE LAW UNFAIR COMPETITION, AND TORTIOUS ANSCHUTZ ENTERTAINMENT INTERFERENCE GROUP, INC. (a Colorado corporation); THE ANSCHUTZ CORPORATION (a Delaware corporation); GOLDENVOICE, LLC (a California company); AEG PRESENTS, LLC (a Delaware company); DEMAND FOR JURY TRIAL COACHELLA MUSIC FESTIVAL, LLC (a Delaware company), Defendants. SCHWABE, WILLIAMSON & WYATT, P.C. Page 1 - SECOND AMENDED COMPLAINT FOR ANTITRUST, Attorneys at Law 1211 SW 5th Ave., Suite 1900 Portland, OR 97204 UNFAIR COMPETITION, AND TORTIOUS Telephone: 503.222.9981 INTERFERENCE Fax: 503.796.2900 Case 3:18-cv-00598-MO Document 35 Filed 10/25/18 Page 2 of 69 For its Second Amended Complaint, Plaintiff Soul’d Out Productions, LLC (“Plaintiff”) states and alleges as follows: NATURE OF THE CASE 1. This is an action alleging antitrust, unfair competition, and tortious interference arising from the deliberate use of contractual agreements to engage in anticompetitive behavior and to create an illegal monopoly in the market for live music festivals as well as hard-ticket concert performances.
    [Show full text]
  • How Are Music Festivals Affecting the Local Concert Industry? Jeffrey Apruzzese1
    Navigating troubled waters 13 Navigating troubled waters; how are music festivals affecting the local concert industry? Jeffrey Apruzzese1 Abstract As more music festivals begin to develop every year, promoters look to protect their lineups by instituting radius clauses. These radius clauses prohibit artists from per- forming within a certain timeframe outside of the geographic location of the festi- val. As many of these festivals take place in major cities, what is the effect they are having on the local market? In my research, I use the Boston Calling Music festival to argue that radius clauses do not pose a threat to established concert promoters who are able to adapt amongst the competition, but rather smaller level artists are the ones who potentially could be negatively affected. As many of the agents and promoters are aware of the radius clause, they know that it is just one more thing for them to work around, and something that usually only places a temporary hold on booking a band. I support my argument with four semi structured interviews with a booking agent from Paradigm, a talent buyer from Boston Calling, and con- cert promoters from Live Nation and AEG. Additionally, I use data from Pollstar to examine the change in ticket sales for two Boston Venues after the Boston Calling music festival was established in their terri- tory. Keywords: Music festivals, local concert industry, live music business, music pro- moters 1 Introduction Ever since Woodstock, festivals have changed the way in which music is experienced. As Laing (2004) suggests Woodstock was the template for the commodification of the music festival.
    [Show full text]
  • Shopping Center Legal Update
    39666_01_ISCS_TOC_18566_ICSC 10/25/12 1:44 PM Page 1 International Council of Shopping Centers, Inc. VOL. 32 ISSUE 3 FALL/WINTER 2012 1221 Avenue of the Americas, 41st floor, New York, NY 10020-1099 Phone (646) 728-3800 In Depth Shopping Center California Seeks to Rein in Frivolous ADA Lawsuits ______2 It's About Time: Appellate Court Excuses Missed Contract Legal Update Deadline Because Time Was Not of the Essence ________7 No Current Investment: No Equitable Relief ______________10 The legal journal of the shopping center industry Be Careful What You Wish For: Super Nova 330 LLC v. Gazes and the Termination of Leases by Warrants of Eviction Under N.Y. Law ____________________________13 Premises Liability May Not Be So Foreseeable ____________16 15 Cases ________________________________________________20 Assu mption of Non-Operating Anchor Store Lease in Bankruptcy ________________________________________20 Constitutional and RICO Claims Against Municipality ____21 Exculpatory Releases __________________________________21 Exclusive Covenants __________________________________22 From Canada The Perils of Poor Drafting: Ambiguity in Commercial Lease Agreements __________________________________24 39666_02_ICSC_Seeberger_18566_ICSC 11/6/12 11:22 AM Page 2 In Depth California Seeks to Rein In Frivolous ADA Lawsuits Matthew P. Seeberger* Cox, Castle & Nicholson Los Angeles, CA On September 19, 2012, California Governor Jerry Brown signed into law Senate Bill 1186 (“SB 1186”) to address the situation that many owners and tenants of commercial property have been confronted with for some time—effectively being forced, in order to avoid a costly lawsuit, to pay demands for settlement and “attorney fees” to plaintiffs (and their lawyers) who raise arguably specious allegations under the federal Americans with Disabilities Act (“ADA”). Background In California, statutory remedies for violations of the ADA have often been used by plaintiffs and their lawyers in a manner that many feel to be abusive and counter to the intent of the law.
    [Show full text]
  • Defining Unreasonable Radius Clauses for American Music Festivals
    Defining Unreasonable Radius Clauses for American Music Festivals Trevor Lane* ABSTRACT Since 1969, the music festival remains a staple of American musical culture, and in order to meet consumer demands, today’s music festival promoters rely on radius clauses ancillary to the performance agreements that they use with artists. These radius clauses limit artists’ ability to perform at other music festivals and concerts within a specified temporal and geographic radius of the contracted music festival. Beginning in 2010, legal challenges have alleged that broadly defined radius clauses used by music festival promoters violate Section 1 of the Sherman Antitrust Act. This Note contends that radius clauses which limit artists from performing beyond the festival’s geographic market and fail to distinguish between festivals and concert performances should be considered unreasonable restraints of trade in violation of the Sherman Antitrust Act, because such radius clauses restrict more competition than is necessary to protect the festival promoter’s legitimate objectives. * Juris Doctor Candidate and music enthusiast at Seattle University School of Law. Thank you to all the live music festival promoters and attorneys working to ensure a vibrant and sustainable live music market. Additionally, thank you to Professor Kirkwood for igniting my passion for antitrust law; to Steven Graham for helping me understand how radius clauses function in today’s music festivals; the team of Seattle University Law Review editors that worked on this Note; and to my family and friends for their endless support. Finally, thank you to all artists—your music inspires me daily. 1247 1248 Seattle University Law Review [Vol.
    [Show full text]
  • ANALYSIS of FUTURE EVENTS July 2019 July 6, 2019
    Appendix R INGLEWOOD BASKETBALL AND ENTERTAINMENT CENTER – ANALYSIS OF FUTURE EVENTS July 2019 July 6, 2019 Ms. Mindy Wilcox, AICP Planning Manager, City of Inglewood [email protected] Dear Ms. Wilcox: Stone Planning LLC has completed this analysis of the future usage of the Inglewood Basketball and Entertainment Center, and its anticipated mix of events that will be new to the broader Los Angeles market. The attached report presents the results of our research, analysis, findings, and conclusions and recommendations. The analyses presented in this report are based on data, estimates, assumptions, and other information developed from industry research, interviews with local and industry stakeholders, and analysis of other facilities and markets. The sources of information and the basis of assumptions, estimates, and forecasts are stated in this report. As with any forecast based on assumptions and information from past conditions, there is uncertainty about actual outcomes in the future. The forecasts presented here are quantitative, and such quantification may imply a greater deal of precision than is warranted. In fact, any forecast regarding future events necessarily involves a degree of uncertainty. That is particularly true where, as here, the market for sports and entertainment is both complex and dynamic, and there are multiple facilities and organizations participating in that market. The predictions should therefore be regarded as general forecasts of what may reasonably be expected to occur, rather than as precise calculations of what will occur. Despite this unavoidable uncertainty, Nevertheless, in our view the report sets forth a realistic forecast of what will likely occur, based on the information we have obtained in the course of preparing this report.
    [Show full text]
  • Antitrust Common Law: Restrictive Covenants and Reasonableness Thomas J
    The University of Akron IdeaExchange@UAkron Akron Law Review Akron Law Journals July 2015 Antitrust Common Law: Restrictive Covenants and Reasonableness Thomas J. Collin Please take a moment to share how this work helps you through this survey. Your feedback will be important as we plan further development of our repository. Follow this and additional works at: http://ideaexchange.uakron.edu/akronlawreview Part of the Antitrust and Trade Regulation Commons Recommended Citation Collin, Thomas J. (1991) "Antitrust Common Law: Restrictive Covenants and Reasonableness," Akron Law Review: Vol. 24 : Iss. 3 , Article 1. Available at: http://ideaexchange.uakron.edu/akronlawreview/vol24/iss3/1 This Article is brought to you for free and open access by Akron Law Journals at IdeaExchange@UAkron, the institutional repository of The nivU ersity of Akron in Akron, Ohio, USA. It has been accepted for inclusion in Akron Law Review by an authorized administrator of IdeaExchange@UAkron. For more information, please contact [email protected], [email protected]. Collin: Antitrust Law ANTITRUST COMMON LAW: RESTRICTIVE COVENANTS AND REASONABLENESS by THoMAs J. COLLIN* Restrictive covenants are integral to countless commercial transactions. As contracts in restraint of trade,' they are not favored. A restrictive covenant may be enforceable, however, if reducing competition is necessary to achieve the main purpose of a transaction. The restraint is then considered ancillary to the main purpose, and the covenant will be enforced if the restraint is reasonable. The enforceability of contracts restraining trade has been a subject of centuries of case law, and it is governed, outside of statutory prohibitions,2 by what is referred to as the ancillary restraint doctrine.
    [Show full text]
  • Venues & Festivals
    1 Venues & Festivals What do you consider to be Toronto’s greatest challenges as a music destination? The data set has been reviewed to ensure that the content does not: Contravene the City's policies or applicable laws related to anti-discrimination, human rights or privacy; Include information that identifies an individual other than one acting in an official capacity, nor any comments that are personal attacks on someone's character, personal or business affairs, etc.; Address an issue before the courts or outside of the City's jurisdiction, or comments on another organization or private company; Contain unsubstantiated rumours or potentially libellous statements; Contain obscenities, derogatory, insulting, offensive, violent or hateful language; Include any email addresses, attachments, or web links. In cases where such comments are found, only the language that contradicts the policy is removed by staff — the remainder of the comments remains in the data set." Keyword Searches: venue*, infrastruct*, locat*, festival*, event* we need more venues for emerging and diverse artists Lack of mid-size venues While the variety of live music/festivals is there, there is no major festival that people will necessarily go out of their way to travel to Toronto to attend. Cost of living, lack of mid-sized venues I would like to see more support for resources that promote live music such as *. I would also like to see fewer obstacles for live music venues in neighbourhoods outside of the downtown core. Lack of infrastructure Toronto Tourism is not capitalizing off of our amazing artists and festivals and they really should.
    [Show full text]
  • Coachella's Overbearing Radius Clause and the Sherman Antitrust Act
    American University Business Law Review Volume 8 Issue 3 Article 8 2020 The Not-So-Free Spirit of Coachella: Coachella's Overbearing Radius Clause and the Sherman Antitrust Act Holly Santapaga American University Washington College of Law Follow this and additional works at: https://digitalcommons.wcl.american.edu/aublr Part of the Antitrust and Trade Regulation Commons Recommended Citation Santapaga, Holly "The Not-So-Free Spirit of Coachella: Coachella's Overbearing Radius Clause and the Sherman Antitrust Act," American University Business Law Review, Vol. 8, No. 3 (2020) . Available at: https://digitalcommons.wcl.american.edu/aublr/vol8/iss3/8 This Comment is brought to you for free and open access by the Washington College of Law Journals & Law Reviews at Digital Commons @ American University Washington College of Law. It has been accepted for inclusion in American University Business Law Review by an authorized editor of Digital Commons @ American University Washington College of Law. For more information, please contact [email protected]. THE NOT-SO-FREE SPIRIT OF COACHELLA: COACHELLA’S OVERBEARING RADIUS CLAUSE AND THE SHERMAN ANTITRUST ACT HOLLY SANTAPAGA* I. Introduction ................................................................................... 396 II. Radius Clauses and the Sherman Antitrust Act ........................... 398 a. The Sherman Antitrust Act............................................. 398 i. The Rule of Reason................................................... 399 ii. The Per Se Rule ........................................................ 400 b. Radius Clauses ............................................................... 403 i. Non-compete Clauses in Employment Contracts ..... 403 ii. Radius Clauses in the Live Music Industry .............. 404 iii. Coachella’s Radius Clause: Soul’d Out Prod., LLC v. Anschutz Entm’t Grp., Inc........................................ 405 iv. React’s Radius Clause: SFX React-Operating LLC v. Eagle Theater Entertainment, LLC..........................
    [Show full text]
  • Downloads Annihilate the Record Industry? the Evidence So Far.,” Advances in the Study of Entrepreneurship, Innovation and Economic Growth, 2004, 15, 229–260
    THREE ESSAYS ON THE ORGANIZATION OF MEDIA AND ENTERTAINMENT INDUSTRIES by RANDALL SCOTT HILLER B.A., University of South Carolina, 2005 M.A., University of South Carolina, 2008 M.A., University of Colorado, 2010 A thesis submitted to the Faculty of the Graduate School of the University of Colorado in partial fulfillment of the requirements for the degree of Doctor of Philosophy Department of Economics 2013 This dissertation entitled: Three Essays on the Organization of Media and Entertainment Industries By Randall Scott Hiller has been approved for the Department of Economics Professor Scott Savage, Chair Professor Donald Waldman Date: April 5, 2013 This final copy of this thesis has been examined by the signatories, and we find that the content and the form meet acceptable presentation standards of scholarly work in the above mentioned discipline. iii ABSTRACT Hiller, Randall Scott (Ph.D., Economics) Three Essays on the Organization of Media and Entertainment Industries Thesis directed by Associate Professor Scott Savage This dissertation examines the ways in which media and entertainment industries organize and compete, and how this may affect consumer utility. In the first chapter, I consider the use of exclusive contracts among four of the United States' most prominent music festivals in order to examine their influence on local music venues. By utilizing a unique industry and multi-year dataset, as well as variation in the use of exclusive dealing across the country as determined by the location of large music festivals, this paper adds to the paucity of empirical analysis of exclusive dealing and provides new insight into an ignored sector of the music industry.
    [Show full text]