Brandt v boston scientific corporation

LEGAL ENPROVMENT

MODULE 4

Start by reading and following these instructions:

1. Quickly skim the questions or assignment below and the assignment rubric to help you focus.

2. Read the required chapter(s) of the textbook and any additional recommended resources. Some answers may require you to do additional research on the Internet or in other reference sources. Choose your sources carefully.

3. Consider the discussions and any insights gained from it.

4. Create your Assignment submission and be sure to cite your sources, use APA style as required, check your spelling.

Assignment:

1. Brenda Brandt was admitted to Sarah Bush Lincoln Health Center (Health Center) to receive treatment for urinary incontinence. During the course of an operation, the doctor surgically implanted a ProteGen Sling (sling) in Brandt. Subsequently, the manufacturer of the sling, Boston Scientific Corporation, issued a recall of the sling because it was causing medical complications in some patients. Brandt suffered serious complications and had the sling surgically removed. Brandt sued Boston Scientific Corporation and Health Center for breach of the implied warranty of merchantability included in Article 2 (Sales) of the Uniform Commercial Code (UCC). Health Center filed a motion with the court to have the case against it dismissed. Health Center argued that it was a provider of services and not a merchant that sold goods, and because the UCC (Sales) applies to the sale of goods, Health Center was not subject to the UCC. Health Center proved that Brandt’s bill was $11,174.50 total charge for her surgery, with a charge of $1,659.50, or 14.9%, for the sling and its surgical kit. Is the transaction between Brandt and Health Center predominantly the provision of services or the sale of goods? Explain your answer.

2. Executive Financial Services, Inc. (EFS), purchased three tractors from Tri-County Farm Company (Tri-County), a John Deere dealership owned by Gene Mohr and James Loyd. The tractors cost $48,000, $19,000, and $38,000. EFS did not take possession of the tractors but instead left the tractors on Tri-County’s lot. EFS leased the tractors to Mohr-Loyd Leasing (Mohr-Loyd), a partnership between Mohr and Loyd, with the understanding and representation by Mohr-Loyd that the tractors would be leased out to farmers. Instead of leasing the tractors, Tri-County sold them to three different farmers. EFS sued and obtained judgment against Tri-County, Mohr-Loyd, and Mohr and Loyd personally for breach of contract. Because that judgment remained unsatisfied, EFS sued the three farmers who bought the tractors to recover the tractors from them.

1. What does the entrustment rule provide? Explain.

2. Did Mohr and Loyd act ethically in this case?

3. Who owns the tractors, EFS or the farmers?

3. Donald Wayne Doyle (Debtor) obtained a guaranteed student loan to enroll in a school for training truck drivers. Due to his impending divorce, Debtor never attended the program. The first monthly installment of approximately $50 to pay the student loan became due. Two weeks later, Debtor filed a voluntary petition for Chapter 7 bankruptcy. Debtor was a 29-year-old man who earned approximately $1,000 per month at an hourly wage of $7.70 as a truck driver, a job that he had held for 10 years. Debtor resided on a farm, where he performed work in lieu of paying rent for his quarters. Debtor was paying monthly payments of $89 on a bank loan for his former wife’s vehicle, $200 for his truck, $40 for health insurance, $28 for car insurance, $120 for gasoline and vehicular maintenance, $400 for groceries and meals, and $25 for telephone charges. In addition, a state court had ordered Debtor to pay $300 per month to support his children, ages 4 and 5. Debtor’s parents were assisting him by buying him $130 of groceries per month.

1. What legal standard must be met to have a student loan discharged in bankruptcy?

2. Did Doyle act unethically in trying to have his student loan discharged in bankruptcy?

3. Should Doyle’s student loan be discharged in bankruptcy?

4. PSC Metals, Inc. (PSC), entered into an agreement whereby it extended credit to Keystone Consolidated Industries, Inc., and took back a security interest in personal property owned by Keystone. PSC filed a financing statement with the state, listing the debtor’s trade name, “Keystone Steel & Wire Co.,” rather than its corporate name, “Keystone Consolidated Industries, Inc.” When Keystone went into bankruptcy, PSC filed a motion with the bankruptcy court to obtain the personal property securing its loan. Keystone’s other creditors and the bankruptcy trustee objected, arguing that because PSC’s financing statement was defectively filed, PSC did not have a perfected security interest in the personal property. If this were true, then PSC would become an unsecured creditor in Keystone’s bankruptcy proceeding. Is the financing statement filed in the debtor’s trade name, rather than in its corporate name, effective? Explain your answer.

Module 8

Start by reading and following these instructions:

1. Quickly skim the questions or assignment below and the assignment rubric to help you focus.

2. Read the required chapter(s) of the textbook and any additional recommended resources. Some answers may require you to do additional research on the Internet or in other reference sources. Choose your sources carefully.

3. Consider the discussions and any insights gained from it.

4. Create your Assignment submission and be sure to cite your sources, use APA style as required, check your spelling.

Assignment:

Signature Assignment Title: Module 8 Signature Assignment

Assignment Description/Directions:

Remember to submit your work following the file naming convention FirstInitial.LastName_M01.docx. For example, J.Smith_M01.docx. Remember that it is not necessary to manually type in the file extension; it will automatically append.

Start by reading and following these instructions:

1. You are expected to answer the questions associated with the case. These questions are intended to elicit thoughtful reactions to the legal and regulatory environment of business. You are expected to carefully read the assignment instructions, then thoroughly and explicitly address each component of the corresponding case study questions. Some answers may require you to do additional research on the Internet or in other reference sources. Choose your sources carefully.

2. The responses should reflect higher level cognitive processing (analysis, synthesis, and evaluation), which is essential for someone in any industry, as legal decisions affect all levels and stakeholders within the organization and in the external marketplace.

3. Do not just answer the questions. You should be able to explain the logic behind your answer and point to a credible source to support your position, even if it is just the textbook. Invest your time wisely, giving more time to the complex answers in order to ensure that you demonstrate that you truly understand the answer. Shorter compelling answers are fine. Answers with needless filler will be marked down. In addition submissions should include a title page and reference page in APA style.

4. There is no minimum number of references that need to be utilized to support the completion of this assignment; however, it is generally understood that any good case study analysis will incorporate the appropriate quality and quantity of scholarly sources to support any suppositions and recommendations.

Signature Assignment

This is a signature assignment for the School of Business and Technology BS in Business Administration Program students. Store your submission with any grading feedback in your Professional's Portfolio and use the following tag:

XXX Tag: XXXX-XXX

Assignment:

1. Zapata Off-Shore Company (Zapata) was a Houston, Texas–based American corporation that engaged in drilling oil wells throughout the world. Unterweser Reederei, GMBH (Unterweser), was a German corporation that provided ocean shipping and towing services. Zapata requested bids from companies to tow its self-elevating drilling rig Chaparral from Louisiana to a point off Ravenna, Italy, in the Adriatic Sea, where Zapata had agreed to drill certain wells. Unterweser submitted the lowest bid and was requested to submit a proposed contract to Zapata, which it did. The contract submitted by Unterweser contained the following provision: “Any dispute arising must be treated before the London Court of Justice.” Zapata executed the contract without deleting or modifying this provision. Unterweser’s deep sea tug Bremen departed Venice, Louisiana, with the Chaparral in tow, bound for Italy. While the flotilla was in international waters in the middle of the Gulf of Mexico, a severe storm arose.

The sharp roll of the Chaparral in Gulf waters caused portions of it to break off and fall into the sea, seriously damaging the Chaparral. Zapata instructed the Bremen to tow the Chaparral to Tampa, Florida, the nearest port of refuge, which it did. Zapata filed suit against Unterweser and the Bremen in U.S. District Court in Florida, alleging negligent towing and breach of contract. The defendants asserted that suit could be brought only in the London Court of Justice. Who is correct? Explain. Answer should address forum selection clause enforceability and jurisdiction on the basis of forum non conveniens.

2. Bank of Jamaica is wholly owned by the government of Jamaica. Chisholm & Co. was a Florida corporation owned by James Henry Chisholm, a Florida resident. The U.S. Export–Import Bank (Ex-Im Bank) provides financial services and credit insurance to export and import companies. Bank of Jamaica and Chisholm & Co. agreed that Chisholm & Co. would arrange lines of credit from various banks and procure $50 million of credit insurance from Ex-Im Bank to be available to aid Jamaican importers. Chisholm & Co. was to be paid commissions for its services. Chisholm & Co. negotiated and arranged for $50 million of credit insurance from Ex-Im Bank and lines of credit from Florida National Bank, Bankers Trust Company, and Irving Trust Company. Chisholm also arranged meetings between Bank of Jamaica and the U.S. banks. Unbeknownst to Chisholm & Co., Bank of Jamaica went directly to Ex-Im Bank to exclude Chisholm & Co. from the Jamaica program and requested that the credit insurance be issued solely in the name of the Bank of Jamaica. As a result, Chisholm & Co.’s Ex-Im Bank insurance application was not considered. Bank of Jamaica also obtained lines of credit from other companies and paid commissions to them.

Chisholm & Co. sued Bank of Jamaica in U.S. District Court in Miami, Florida, alleging breach of contract and seeking damages. Bank of Jamaica filed a motion to dismiss the complaint, alleging that its actions were protected by sovereign immunity.

1. What does the doctrine of sovereign immunity provide?

2. Did Bank of Jamaica act ethically in trying to avoid its contract obligations owed to Chisholm & Co.?

3. Who wins, and why?

4. Summarize your personal opinion on the doctrine of sovereign immunity? Note: some say abolish the doctrine while others argue for its maintenance.

3. Prior to 1918, the Petrograd Metal Works, a Russian corporation, deposited a large sum of money with August Belmont, a private banker doing business in New York City under the name August Belmont & Co. (Belmont). In 1918, the Soviet government nationalized the corporation and appropriated all its property and assets wherever situated, including the deposit account with Belmont. As a result, the deposit became the property of the Soviet government. In 1933, the Soviet government and the United States entered into an agreement to settle claims and counterclaims between them. As part of the settlement, it was agreed that the Soviet government would take no steps to enforce claims against American nationals (including Belmont) and assigned all such claims to the United States. The United States brought an action against the executors of Belmont’s estate to recover the money originally deposited with Belmont by Petrograd Metal Works.

1. Who owns the money?

2. What is the Act of State Doctrine?

3. Summarize your personal opinion on the Act of State Doctrine? Note: some argue that it is a sacred doctrine while others argue that it is a confused and outmoded doctrine that frustrates the normal operation of the courts… and produces injustice in individual cases.

4. Banco Nacional de Costa Rica is a bank wholly owned by the government of Costa Rica. It is subject to the rules and regulations adopted by the minister of finance and the central bank of Costa Rica. The bank borrowed $40 million from a consortium of private banks located in the United Kingdom and the United States. The bank signed promissory notes, agreeing to repay the principal plus interest on the loan in four equal installments, due on July 30, August 30, September 30, and October 30 of the following year. The money was to be used to provide export financing of sugar and sugar products from Costa Rica. The loan agreements and promissory notes were signed in New York City, and the loan proceeds were tendered to the bank there.

The bank paid the first installment on the loan. The bank did not, however, make the other three installment payments and defaulted on the loan. The lending banks sued the bank in U.S. District Court in New York to recover the unpaid principal and interest. The bank alleged in defense that the minister of finace and the central bank of Costa Rica had issued a decree forbidding the repayment of loans by the bank to private lenders, including the lending banks in this case. The action was taken because Costa Rica was having trouble servicing debts to foreign creditors. The bank alleged that the act of state doctrine prevented the plaintiffs from recovering on their loans to the bank. Who wins? Do you agree with the decision of the district court? Explain. Libra Bank Limited v. Banco Nacional de Costa Rica, 570 F.Supp. 870, Web 1983 U.S. Dist. Lexis 14677 (United States District Court for the Sourhter District of New York)

5. Nigeria, an African nation, while in the midst of a boom period due to oil exports, entered into $1 billion of contracts with companies in various countries to purchase huge quantities of Portland cement. Nigeria was going to use the cement to build and improve the country’s infrastructure. Several of the contracts were with American companies, including Texas Trading & Milling Corporation (Texas Trading). Nigeria substantially overbought cement, and the country’s docks and harbors became clogged with ships waiting to unload. Unable to accept delivery of the cement it had bought, Nigeria repudiated many of its contracts, including the one with Texas Trading. When Texas Trading sued Nigeria in U.S. District Court to recover damages for breach of contract, Nigeria asserted in defense that the doctrine of sovereign immunity protected it from liability.

1. What does the commercial activity exception to the doctrine of sovereign immunity provide?

2. Did Nigeria act ethically in trying to avoid the contract obligations it owed to Texas Trading & Milling Corporation?

3. Does the doctrine of sovereign immunity protect Nigeria from liability? Why or why not?