Podcasts about Estoppel

principles consistency judges judicial equitable reliance civil law promissory estoppel

Play Episode Listen Later Apr 9, 2025 17:13

Estoppel is a legal principle that prevents a party from asserting a claim or fact that contradicts a previous statement or agreement. Its primary goal is to ensure fairness and consistency in legal proceedings by preventing parties from deceiving or harming others who have relied on their earlier representations.Estoppel originated in the early equitable jurisdiction of common law courts. Judges of equity developed it as a remedy to prevent injustices that would occur if strict adherence to common law rules was enforced in certain situations.The three main forms of estoppel discussed are equitable estoppel, promissory estoppel, and judicial estoppel. Equitable estoppel arises from misleading conduct causing detrimental reliance. Promissory estoppel prevents reneging on a promise that induced detrimental reliance, even without a contract. Judicial estoppel prevents taking inconsistent positions in different legal proceedings.The essential elements commonly found in estoppel claims are a representation (or conduct), reliance by the other party, and resulting detriment to the relying party. Reliance is significant because it demonstrates that the party acted based on the representation, and the potential for injustice arises if the original party can then contradict that representation.Equitable estoppel arises when one party's misleading conduct or representations induce another party to act to their detriment. For example, if a landlord verbally assures a tenant that they can sublet their apartment, and the tenant then incurs costs finding a sublessee, the landlord might be estopped from later denying the tenant's right to sublet.Promissory estoppel prevents a party from breaking a promise, even if there's no formal contract, if the promisee reasonably relied on that promise and suffered a loss as a result. It differs from a formal contract because it doesn't require consideration. It might be invoked when enforcing the promise is necessary to avoid injustice due to the promisee's detrimental reliance.The purpose of judicial estoppel is to protect the integrity of judicial proceedings by preventing parties from "playing fast and loose" with the courts. Key requirements include the party having taken a specific position in a prior legal proceeding, that position being accepted by the court, and the party subsequently trying to assert a contradictory position in a later proceeding.The main function of collateral estoppel, or issue preclusion, is to prevent the re-litigation of specific factual or legal issues that have already been conclusively decided in a prior legal proceeding involving the same parties.One policy consideration underlying estoppel is fairness and justice. The doctrine aims to prevent opportunistic behavior by holding parties accountable for their representations when others have reasonably relied on them, thus promoting reliability and predictability in legal interactions.One criticism of estoppel is that its rigid enforcement might sometimes lead to unjust results, particularly if the party making the initial representation did so under duress, without fully understanding the implications, or if subsequent circumstances have significantly changed.

Estoppel: Principles of Consistency and Reliance in Civil Law (Part 1 of 2)

principles consistency rooted deeds reliance doctrinal civil law estoppel

Play Episode Listen Later Apr 8, 2025 18:40

This lecture explores the legal doctrine of estoppel, a principle that prevents a party from asserting a position that contradicts one they previously took, especially when another party has relied upon that initial position to their detriment. Rooted in fairness and justice, estoppel doctrines aim to uphold consistency and prevent parties from acting in bad faith by shifting their legal stance after inducing reliance.The lecture provides a comprehensive examination of various forms of estoppel, including:Equitable Estoppel – Arising when one party, through words, conduct, or silence, induces another to act to their detriment.Promissory Estoppel – Typically used in contract law when a promise, though unsupported by formal consideration, is enforced due to reasonable reliance.Judicial Estoppel – Prevents a party from taking inconsistent positions in judicial proceedings to protect the integrity of the courts.Collateral Estoppel (Issue Preclusion) – Bars the re-litigation of specific issues previously decided in prior lawsuits.Estoppel by Deed and Estoppel by Record – Doctrines specific to property law and procedural rules, respectively.We will delve into the essential elements of each type of estoppel, including representations, reliance, detriment, and fairness considerations. The lecture also covers landmark cases that have shaped the modern understanding of estoppel, compares common law and equitable origins, and analyzes the doctrine's application in various areas such as contract disputes, real property transactions, civil procedure, and administrative law.Doctrinal tensions, such as the boundaries between estoppel and waiver, as well as debates around estoppel's applicability against the government, are explored in detail. The lecture concludes by evaluating policy implications and criticisms, including the potential for estoppel to undermine statutory rights, complicate legal predictability, or create opportunities for strategic litigation behavior.By the end of this lecture, the listener will be equipped with a deep and nuanced understanding of how estoppel functions to reinforce consistency, equity, and reliance in legal proceedings.

In Summation Explains: Collateral Estoppel

In Summation - The Final Word

Play Episode Listen Later Mar 31, 2025 6:24

Lawyers, like other professionals, tend to use a lot of industry terms which don't make sense to the average person. Sometimes, those terms pop up in artcles and media describing a case, without explanation (often because the journalists themselves do not fully understand what they mean).Today, we discuss the term collateral estoppel, and what it means in a legal context. Enjoy.

lawyers collateral summation estoppel

DEAR PAO: Principle of promissory estoppel | Jan. 17, 2025

The Manila Times Podcasts

Play Episode Listen Later Jan 17, 2025 4:23

DEAR PAO: Principle of promissory estoppel | Jan. 17, 2025Visit our website at https://www.manilatimes.netFollow us:Facebook - https://tmt.ph/facebookInstagram - https://tmt.ph/instagramTwitter - https://tmt.ph/twitterDailyMotion - https://tmt.ph/dailymotionSubscribe to our Digital Edition - https://tmt.ph/digitalSign up to our newsletters: https://tmt.ph/newslettersCheck out our Podcasts:Spotify - https://tmt.ph/spotifyApple Podcasts - https://tmt.ph/applepodcastsAmazon Music - https://tmt.ph/amazonmusicDeezer: https://tmt.ph/deezerStitcher: https://tmt.ph/stitcherTune In: https://tmt.ph/tunein#TheManilaTimes Hosted on Acast. See acast.com/privacy for more information.

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Intrum chapter 11 bankruptcy ruling, read by the bankruptcy judge on the record 12-31-2024, appealed by creditors via notice of appeal filed 1-13-2025

International Bankruptcy, Restructuring, True Crime and Appeals - Court Audio Recording Podcast

Play Episode Listen Later Jan 14, 2025 55:40

1UNITED STATES BANKRUPTCY COURTSOUTHERN DISTRICT OF TEXASHOUSTON DIVISIONIn re:INTRUM AB, et al.,1Debtors.Chapter 11Case No. 24-90575 (CML)(Jointly Administered)NOTICE OF APPEALPursuant to 28 U.S.C. § 158(a) and Federal Rules of Bankruptcy Procedure 8002 and 8003,notice is hereby given that the Ad Hoc Committee of holders of 2025 notes issued by Intrum AB(the “AHC”) hereby appeals to the United States District Court for the Southern District of Texasfrom (i) the Order Denying Motion of the Ad Hoc Committee of Holders of Intrum AB Notes Due2025 to Dismiss Chapter 11 Cases Pursuant to 11 U.S.C. § 1112(b) and Federal Rule ofBankruptcy Procedure 1017(f)(1) (ECF No. 262) (the “Motion to Dismiss Order”) and (ii) theOrder (I) Approving Disclosure Statement and (II) Confirming Joint Prepackaged Chapter 11Plan of Intrum AB and Its Affiliated Debtor (Further Technical Modifications) (ECF No. 263) (the“Confirmation Order”). A copy of the Motion to Dismiss Order is attached as Exhibit A and acopy of the Confirmation Order is attached as Exhibit B. Additionally, the transcript of theBankruptcy Court's oral ruling accompanying the Motion to Dismiss Order and ConfirmationOrder (ECF No. 275) is attached as Exhibit C.Below are the names of all parties to this appeal and their respective counsel:1 The Debtors in these Chapter 11 Cases are Intrum AB and Intrum AB of Texas LLC. The Debtors'service address in these Chapter 11 Cases is 801 Travis Street, Ste 2101, #1312, Houston, TX 77002.Case 24-90575 Document 296 Filed in TXSB on 01/13/25 Page 1 of 62I. APPELLANTA. Name of Appellant:The members of the AHC include:Boundary Creek Master Fund LP; CF INT Holdings Designated Activity Company; CaiusCapital Master Fund; Diameter Master Fund LP; Diameter Dislocation Master Fund II LP; FirTree Credit Opportunity Master Fund, LP; MAP 204 Segregated Portfolio, a segregated portfolioof LMA SPC; Star V Partners LLC; and TQ Master Fund LP.Attorneys for the AHC:QUINN EMANUEL URQUHART & SULLIVAN, LLPChristopher D. Porter (SBN 24070437)Joanna D. Caytas (SBN 24127230)Melanie A. Guzman (SBN 24117175)Cameron M. Kelly (SBN 24120936)700 Louisiana Street, Suite 3900Houston, TX 77002Telephone: (713) 221-7000Facsimile: (713) 221-7100Email: chrisporter@quinnemanuel.comjoannacaytas@quinnemanuel.commelanieguzman@quinnemanuel.comcameronkelly@quinnemanuel.com-and-Benjamin I. Finestone (admitted pro hac vice)Sascha N. Rand (admitted pro hac vice)Katherine A. Scherling (admitted pro hac vice)295 5th AvenueNew York, New York 10016Telephone: (212) 849-7000Facsimile: (212) 849-7100Email: benjaminfinestone@quinnemanuel.comsascharand@quinnemanuel.comkatescherling@quinnemanuel.comB. Positions of appellant in the adversary proceeding or bankruptcy case that isthe subject of this appeal:CreditorsCase 24-90575 Document 296 Filed in TXSB on 01/13/25 Page 2 of 63II. THE SUBJECT OF THIS APPEALA. Judgment, order, or decree appealed from:The Order Denying Motion of the Ad Hoc Committee of Holders of Intrum AB Notes Due2025 to Dismiss Chapter 11 Cases Pursuant to 11 U.S.C. § 1112(b) and Federal Rule ofBankruptcy Procedure 1017(f)(1) (ECF No. 262); the Order (I) Approving Disclosure Statementand (II) Confirming Joint Prepackaged Chapter 11 Plan of Intrum AB and Its Affiliated Debtor(Further Technical Modifications) (ECF No. 263); and the December 31, 2024 Transcript of OralRuling Before the Honorable Christopher M. Lopez United States Bankruptcy Court Judge (ECFNo. 275).B. The date on which the judgment, order, or decree was entered:The Motion to Dismiss Order and the Confirmation Order were entered on December 31,2024. The Court issued its oral ruling accompanying the Motion to Dismiss Order and theConfirmation Order on December 31, 2024.III. OTHER PARTIES TO THIS APPEALIntrum AB and Intrum AB of Texas LLCMILBANK LLPDennis F. Dunne (admitted pro hac vice)Jaimie Fedell (admitted pro hac vice)55 Hudson YardsNew York, NY 10001Telephone: (212) 530-5000Facsimile: (212) 530-5219Email: ddunne@milbank.comjfedell@milbank.com–and–Andrew M. Leblanc (admitted pro hac vice)Melanie Westover Yanez (admitted pro hac vice)1850 K Street, NW, Suite 1100Washington, DC 20006Telephone: (202) 835-7500Facsimile: (202) 263-7586Email: aleblanc@milbank.commwyanez@milbank.com–and–PORTER HEDGES LLPJohn F. Higgins (SBN 09597500)Case 24-90575 Document 296 Filed in TXSB on 01/13/25 Page 3 of 64Eric D. Wade (SBN 00794802)M. Shane Johnson (SBN 24083263)1000 Main Street, 36th FloorHouston TX 77002Telephone: (713) 226-6000Facsimile: (713) 226-6248Email: jhiggins@porterhedges.comewade@porterhedges.comsjohnson@porterhedges.comIV. OTHER PARTIES THAT MAY HAVE AN INTEREST IN THIS APPEALThe following chart lists certain parties that are not parties to this appeal, but that may havean interest in the outcome of the case. These parties should be served with notice of this appealby the Debtors who are aware of their identities and best positioned to provide notice.All Other Creditors of the Debtors, Including, But Not Limited To:• Certain funds and accounts managed by BlackRock Investment Management (UK)Limited or its affiliates;• Capital Four;• Davidson Kempner European Partners, LLP;• Intermediate Capital Managers Limited;• Mandatum Asset Management Ltd;• H.I.G. Capital, LLC;• Spiltan Hograntefond; Spiltan Rantefond Sverige; and Spiltan Aktiefond Stabil;• The RCF SteerCo Group;• Swedbank AB (publ).Any Holder of Stock of the Debtors• Any holder of stock of the Debtors, including their successors and assigns.Case 24-90575 Document 296 Filed in TXSB on 01/13/25 Page 4 of 65Respectfully submitted this 13th day of January, 2025.QUINN EMANUEL URQUHART &SULLIVAN, LLP/s/ Christopher D. PorterChristopher D. Porter (SBN 24070437)Joanna D. Caytas (SBN 24127230)Melanie A. Guzman (SBN 24117175)Cameron M. Kelly (SBN 24120936)700 Louisiana Street, Suite 3900Houston, TX 77002Telephone: (713) 221-7000Facsimile: (713) 221-7100Email: chrisporter@quinnemanuel.comjoannacaytas@quinnemanuel.commelanieguzman@quinnemanuel.comcameronkelly@quinnemanuel.com-and-Benjamin I. Finestone (admitted pro hac vice)Sascha N. Rand (admitted pro hac vice)Katherine A. Scherling (admitted pro hac vice)295 5th AvenueNew York, New York 10016Telephone: (212) 849-7000Facsimile: (212) 849-7100Email: benjaminfinestone@quinnemanuel.comsascharand@quinnemanuel.comkatescherling@quinnemanuel.comCOUNSEL FOR THE AD HOC COMMITTEE OFINTRUM AB 2025 NOTEHOLDERSCase 24-90575 Document 296 Filed in TXSB on 01/13/25 Page 5 of 6CERTIFICATE OF SERVICEI, Christopher D. Porter, hereby certify that on the 13th day of January, 2025, a copy ofthe foregoing document has been served via the Electronic Case Filing System for the UnitedStates Bankruptcy Court for the Southern District of Texas./s/ Christopher D. PorterBy: Christopher D. PorterCase 24-90575 Document 296 Filed in TXSB on 01/13/25 Page 6 of 6EXHIBIT ACase 24-90575 Document 296-1 Filed in TXSB on 01/13/25 Page 1 of 31IN THE UNITED STATES BANKRUPTCY COURTFOR THE SOUTHERN DISTRICT OF TEXASHOUSTON DIVISION)In re: ) Chapter 11)Intrum AB, et al.,1 ) Case No. 24-90575 (CML)))Jointly AdministeredDebtors. ))ORDER DENYING MOTION OF THE AD HOCCOMMITTEE OF HOLDERS OF INTRUM AB NOTES DUE 2025TO DISMISS CHAPTER 11 CASES PURSUANT TO 11 U.S.C. § 1112(B) ANDFEDERAL RULE OF BANKRUPTCY PROCEDURE 1017(F)(1)(Related to Docket No. 27)This matter, having come before the Court upon the Motion of the Ad Hoc Committee ofHolders of Intrum AB Notes Due 2025 to Dismiss Chapter 11 Cases Pursuant to 11 U.S.C. §1112(b) and Federal Rule of Bankruptcy Procedure 1017(f)(1) [Docket No. 27] (the “Motion toDismiss”); and this Court having considered the Debtors' Objection to the Motion of the Ad HocCommittee of Holders of Intrum AB Notes Due 2025 to Dismiss Chapter 11 Cases Pursuant to 11U.S.C. § 1112(b) and Federal Rule of Bankruptcy Procedure 1017(f)(1) (the “Objection”) andany other responses or objections to the Motion to Dismiss; and this Court having jurisdiction overthis matter pursuant to 28 U.S.C. § 1334 and the Amended Standing Order; and this Court havingfound that this is a core proceeding pursuant to 28 U.S.C. § 157(b)(2); and this Court having foundthat it may enter a final order consistent with Article III of the United States Constitution; and thisCourt having found that the relief requested in the Objection is in the best interests of the Debtors'1 The Debtors in these Chapter 11 Cases are Intrum AB and Intrum AB of Texas LLC. The Debtors' serviceaddress in these Chapter 11 Cases is 801 Travis Street, STE 2101, #1312, Houston, TX 77002.United States Bankruptcy CourtSouthern District of TexasENTEREDDecember 31, 2024Nathan Ochsner, ClerkCCaassee 2 244-9-900557755 D Dooccuummeennt t2 29662-1 F Filieledd i nin T TXXSSBB o onn 1 021/3/113/2/245 P Paaggee 1 2 o of f2 32estates; and this Court having found that the Debtors' notice of the Objection and opportunity fora hearing on the Motion to Dismiss and Objection were appropriate and no other notice need beprovided; and this Court having reviewed the Motion to Dismiss and Objection and havingheard the statements in support of the relief requested therein at a hearing before this Court; andthis Court having determined that the legal and factual bases set forth in the Objectionestablish just cause for the relief granted herein; and upon all of the proceedings had beforethis Court; and after due deliberation and sufficient cause appearing therefor, it is HEREBYORDERED THAT:1. The Motion to Dismiss is Denied for the reasons stated at the December 31, 2024 hearing.2. This Court retains exclusive jurisdiction and exclusive venue with respect to allmatters arising from or related to the implementation, interpretation, and enforcement of this Order.DAeucegmubste 0r 23,1 2, 0210294CCaassee 2 244-9-900557755 D Dooccuummeennt t2 29662-1 F Filieledd i nin T TXXSSBB o onn 1 021/3/113/2/245 P Paaggee 2 3 o of f2 3EXHIBIT BCase 24-90575 Document 296-2 Filed in TXSB on 01/13/25 Page 1 of 135IN THE UNITED STATES BANKRUPTCY COURTFOR THE SOUTHERN DISTRICT OF TEXASHOUSTON DIVISION)In re: ) Chapter 11)Intrum AB et al.,1 ) Case No. 24-90575 (CML)))(Jointly Administered)Debtors. ))ORDER (I) APPROVINGDISCLOSURE STATEMENT AND(II) CONFIRMING JOINT PREPACKAGED CHAPTER 11PLAN OF INTRUM AB AND ITS AFFILIATEDDEBTOR (FURTHER TECHNICAL MODIFICATIONS)The above-captioned debtors and debtors in possession (collectively, the“Debtors”), having:a. entered into that certain Lock-Up Agreement, dated as of July 10, 2024 (asamended and restated on August 15, 2024, and as further modified,supplemented, or otherwise amended from time to time in accordance with itsterms, the “the Lock-Up Agreement”) and that certain Backstop Agreement,dated as of July 10, 2024, (as amended and restated on November 15, 2024 andas further modified, supplemented, or otherwise amended from time to time inaccordance with its terms), setting out the terms of the backstop commitmentsprovided by the Backstop Providers to backstop the entirety of the issuance ofNew Money Notes (as may be further amended, restated, amended and restated,modified or supplemented from time to time in accordance with the termsthereof, the “Backstop Agreement”) which set forth the terms of a consensualfinancial restructuring of the Debtors;b. commenced, on October 17, 2024, a prepetition solicitation (the “Solicitation”)of votes on the Joint Prepackaged Chapter 11 Plan of Reorganization of IntrumAB and its Debtor Affiliate Pursuant to Chapter 11 of the Bankruptcy Code (asthe same may be further amended, modified and supplemented from time totime, the “Plan”), by causing the transmittal, through their solicitation andballoting agent, Kroll Restructuring Administration LLC (“Kroll”), to theholders of Claims entitled to vote on the Plan of, among other things: (i) the1 The Debtors in these chapter 11 cases are Intrum AB and Intrum AB of Texas LLC. The Debtors' serviceaddress in these chapter 11 cases is 801 Travis Street, STE 2102, #1312, Houston, TX 77002.United States Bankruptcy CourtSouthern District of TexasENTEREDDecember 31, 2024Nathan Ochsner, ClerkCCaassee 2 244-9-900557755 D Dooccuummeennt t2 29663-2 F Filieledd i nin T TXXSSBB o onn 1 021/3/113/2/245 P Paaggee 1 2 o of f1 133452Plan, (ii) the Disclosure Statement for Joint Prepackaged Chapter 11 Plan ofReorganization of Intrum AB and its Debtor Affiliate (as the same may befurther amended, modified and supplemented from time to time, the“Disclosure Statement”), and (iii) the Ballots and Master Ballot to vote on thePlan (the “Ballots”), (iv) the Affidavit of Service of Solicitation Materials[Docket No. 7];c. commenced on November 15, 2024 (the “Petition Date”), these chapter 11 cases(these “Chapter 11 Cases”) by filing voluntary petitions in the United StatesBankruptcy Court for the Southern District of Texas (the “Bankruptcy Court”or the “Court”) for relief under chapter 11 of title 11 of the United States Code(the “Bankruptcy Code”);d. Filed on November 15, 2024, the Affidavit of Service of Solicitation Materials[Docket No. 7] (the “Solicitation Affidavit”);e. Filed, on November 16, 2024 the Joint Prepackaged Chapter 11 Plan ofReorganization of Intrum AB and its Debtor Affiliate Pursuant to Chapter 11of the Bankruptcy Code (Technical Modifications) [Docket No. 16] and theDisclosure Statement for Joint Prepackaged Chapter 11 Plan of Intrum AB andits Debtor Affiliate [Docket No. 17];f. Filed on November 16, 2024, the Declaration of Andrés Rubio in Support of ofthe Debtors' Chapter 11 Petitions and First Day Motions [Docket No. 14] (the“First Day Declaration”);g. Filed on November 17, 2024, the Declaration of Alex Orchowski of KrollRestructuring Administration LLC Regarding the Solicitation of Votes andTabulation of Ballots Case on the Joint Prepackaged Chapter 11 Plan ofReorganization of Intrum AB and its Debtor Affiliate Pursuant to Chapter 11of the Bankruptcy Code [Docket No. 18] (the “Voting Declaration,” andtogether with the Plan, the Disclosure Statement, the Ballots, and theSolicitation Affidavit, the “Solicitation Materials”);h. obtained, on November 19, 2024, the Order(I) Scheduling a Combined Hearingon (A) Adequacy of the Disclosure Statement and (B) Confirmation of the Plan,(II) Approving Solicitation Procedures and Form and Manner of Notice ofCommencement, Combined Hearing, and Objection Deadline, (III) FixingDeadline to Object to Disclosure Statement and Plan, (IV) Conditionally (A)Directing the United States Trustee Not to Convene Section 341 Meeting ofCreditors and (B) Waiving Requirement to File Statements of Financial Affairsand Schedules of Assets and Liabilities, and (V) Granting Related Relief[Docket No. 71] (the “Scheduling Order”), which, among other things: (i)approved the prepetition solicitation and voting procedures, including theConfirmation Schedule (as defined therein); (ii) conditionally approved theDisclosure Statement and its use in the Solicitation; and (iii) scheduled theCombined Hearing on December 16, 2024, at 1:00 p.m. (prevailing CentralCCaassee 2 244-9-900557755 D Dooccuummeennt t2 29663-2 F Filieledd i nin T TXXSSBB o onn 1 021/3/113/2/245 P Paaggee 2 3 o of f1 133453Time) to consider the final approval of the Disclosure Statement and theconfirmation of the Plan (the “Combined Hearing”);i. served, through Kroll, on November 20, 2025, on all known holders of Claimsand Interests, the U.S. Trustee and certain other parties in interest, the Noticeof: (I) Commencement of Chapter 11 Bankruptcy Cases; (II) Hearing on theDisclosure Statement and Confirmation of the Plan, and (III) Certain ObjectionDeadlines (the “Combined Hearing Notice”) as evidence by the Affidavit ofService [Docket No. 160];j. caused, on November 25 and 27, 2024, the Combined Hearing Notice to bepublished in the New York Times (national and international editions) and theFinancial Times (international edition), as evidenced by the Certificate ofPublication [Docket No. 148];k. Filed and served, on December 10, 2024, the Plan Supplement for the Debtors'Joint Prepackaged Chapter 11 Plan of Reorganization [Docket 165];l. Filed on December 10, 2024, the Declaration of Jeffrey Kopa in Support ofConfirmation of the Joint Prepackaged Plan of Reorganization of Intrum ABand its Debtor Affiliate Pursuant to Chapter 11 of the Bankruptcy Code [DocketNo. 155];m. Filed on December 14, 2024, the:i. Debtors' Memorandum of Law in Support of an Order: (I) Approving, on aFinal Basis, Adequacy of the Disclosure Statement; (II) Confirming theJoint Prepackaged Plan of Reorganization; and (III) Granting Related Relief[Docket No. 190] (the “Confirmation Brief”);ii. Declaration of Andrés Rubio in Support of Confirmation of the JointPrepackaged Plan of Reorganization of Intrum AB and its Debtor Affiliate.[Docket No. 189] (the “Confirmation Declaration”); andiii. Joint Prepackaged Chapter 11 Plan of Reorganization of Intrum AB and itsDebtor Affiliate Pursuant to Chapter 11 of the Bankruptcy Code (FurtherTechnical Modifications) [Docket No. 191];n. Filed on December 18, 2024, the Joint Prepackaged Chapter 11 Plan ofReorganization of Intrum AB and its Debtor Affiliate Pursuant to Chapter 11of the Bankruptcy Code (Further Technical Modifications) [Docket No. 223];CCaassee 2 244-9-900557755 D Dooccuummeennt t2 29663-2 F Filieledd i nin T TXXSSBB o onn 1 021/3/113/2/245 P Paaggee 3 4 o of f1 133454WHEREAS, the Court having, among other things:a. set December 12, 2024, at 4:00 p.m. (prevailing Central Time) as the deadlinefor Filing objection to the adequacy of the Disclosure Statement and/orConfirmation2 of the Plan (the “Objection Deadline”);b. held, on December 16, 2024 at 1:00 p.m. (prevailing Central Time) [andcontinuing through December 17, 2024], the Combined Hearing;c. heard the statements, arguments, and any objections made at the CombinedHearing;d. reviewed the Disclosure Statement, the Plan, the Ballots, the Plan Supplement,the Confirmation Brief, the Confirmation Declaration, the SolicitationAffidavit, and the Voting Declaration;e. overruled (i) any and all objections to approval of the Disclosure Statement, thePlan, and Confirmation, except as otherwise stated or indicated on the record,and (ii) all statements and reservations of rights not consensually resolved orwithdrawn, unless otherwise indicated; andf. reviewed and taken judicial notice of all the papers and pleadings Filed(including any objections, statement, joinders, reservations of rights and otherresponses), all orders entered, and all evidence proffered or adduced and allarguments made at the hearings held before the Court during the pendency ofthese cases;NOW, THEREFORE, it appearing to the Bankruptcy Court that notice of theCombined Hearing and the opportunity for any party in interest to object to the DisclosureStatement and the Plan having been adequate and appropriate as to all parties affected or to beaffected by the Plan and the transactions contemplated thereby, and the legal and factual bases setforth in the documents Filed in support of approval of the Disclosure Statement and Confirmationand other evidence presented at the Combined Hearing establish just cause for the relief grantedherein; and after due deliberation thereon and good cause appearing therefor, the BankruptcyCourt makes and issues the following findings of fact and conclusions of law, and orders for thereasons stated on the record at the December 31, 2024 ruling on plan confirmation;2 Capitalized terms used but not otherwise defined herein have meanings given to them in the Plan and/or theDisclosure Statement. The rules of interpretation set forth in Article I.B of the Plan apply to this CombinedOrder.CCaassee 2 244-9-900557755 D Dooccuummeennt t2 29663-2 F Filieledd i nin T TXXSSBB o onn 1 021/3/113/2/245 P Paaggee 4 5 o of f1 133455I. FINDINGS OF FACT AND CONCLUSIONS OF LAWIT IS HEREBY FOUND AND DETERMINED THAT:A. Findings of Fact and Conclusions of Law.1. The findings and conclusions set forth herein and in the record of theCombined Hearing constitute the Bankruptcy Court's findings of fact and conclusions of law underRule 52 of the Federal Rules of Civil Procedure, as made applicable herein by Bankruptcy Rules7052 and 9014. To the extent any of the following conclusions of law constitute findings of fact,or vice versa, they are adopted as such.B. Jurisdiction, Venue, Core Proceeding.2. This Court has jurisdiction over these Chapter 11 Cases pursuant to28 U.S.C. § 1334. Venue of these proceedings and the Chapter 11 Cases in this district is properpursuant to 28 U.S.C. §§ 1408 and 1409. This is a core proceeding pursuant to 28 U.S.C.§ 157(b)(2) and this Court may enter a final order hereon under Article III of the United StatesConstitution.C. Eligibility for Relief.3. The Debtors were and continue to be entities eligible for relief under section109 of the Bankruptcy Code and the Debtors were and continue to be proper proponents of thePlan under section 1121(a) of the Bankruptcy Code.D. Commencement and Joint Administration of the Chapter 11 Cases.4. On the Petition Date, the Debtors commenced the Chapter 11 Cases. OnNovember 18, 2024, the Court entered an order [Docket No. 51] authorizing the jointadministration of the Chapter 11 Case in accordance with Bankruptcy Rule 1015(b). The Debtorshave operated their businesses and managed their properties as debtors in possession pursuant toCCaassee 2 244-9-900557755 D Dooccuummeennt t2 29663-2 F Filieledd i nin T TXXSSBB o onn 1 021/3/113/2/245 P Paaggee 5 6 o of f1 133456sections 1107(a) and 1108 of the Bankruptcy Code. No trustee, examiner, or statutory committeehas been appointed in these Chapter 11 Cases.E. Adequacy of the Disclosure Statement.5. The Disclosure Statement and the exhibits contained therein (i) containssufficient information of a kind necessary to satisfy the disclosure requirements of applicablenonbankruptcy laws, rules and regulations, including the Securities Act; and (ii) contains“adequate information” as such term is defined in section 1125(a)(1) and used in section1126(b)(2) of the Bankruptcy Code, with respect to the Debtors, the Plan and the transactionscontemplated therein. The Filing of the Disclosure Statement satisfied Bankruptcy Rule 3016(b).The injunction, release, and exculpation provisions in the Plan and the Disclosure Statementdescribe, in bold font and with specific and conspicuous language, all acts to be enjoined andidentify the Entities that will be subject to the injunction, thereby satisfying Bankruptcy Rule3016(c).F. Solicitation.6. As described in and evidenced by the Voting Declaration, the Solicitationand the transmittal and service of the Solicitation Materials were: (i) timely, adequate, appropriate,and sufficient under the circumstances; and (ii) in compliance with sections 1125(g) and 1126(b)of the Bankruptcy Code, Bankruptcy Rules 3017 and 3018, the applicable Local Bankruptcy Rules,the Scheduling Order and all applicable nonbankruptcy rules, laws, and regulations applicable tothe Solicitation, including the registration requirements under the Securities Act. The SolicitationMaterials, including the Ballots and the Opt Out Form (as defined below), adequately informedthe holders of Claims entitled to vote on the Plan of the procedures and deadline for completingand submitting the Ballots.CCaassee 2 244-9-900557755 D Dooccuummeennt t2 29663-2 F Filieledd i nin T TXXSSBB o onn 1 021/3/113/2/245 P Paaggee 6 7 o of f1 1334577. The Debtors served the Combined Hearing Notice on the entire creditormatrix and served the Opt Out Form on all Non-Voting Classes. The Combined Hearing Noticeadequately informed Holders of Claims or Interests of critical information regarding voting on (ifapplicable) and objecting to the Plan, including deadlines and the inclusion of release, exculpation,and injunction provisions in the Plan, and adequately summarized the terms of the Third-PartyRelease. Further, because the form enabling stakeholders to opt out of the Third-Party Release (the“Opt Out Form”) was included in both the Ballots and the Opt Out Form, every known stakeholder,including unimpaired creditors was provided with the means by which the stakeholders could optout of the Third-Party Release. No further notice is required. The period for voting on the Planprovided a reasonable and sufficient period of time and the manner of such solicitation was anappropriate process allowing for such holders to make an informed decision.G. Tabulation.8. As described in and evidenced by the Voting Declaration, (i) the holders ofClaims in Class 3 (RCF Claims) and Class 5 (Notes Claims) are Impaired under the Plan(collectively, the “Voting Classes”) and have voted to accept the Plan in the numbers and amountsrequired by section 1126 of the Bankruptcy Code, and (ii) no Class that was entitled to vote on thePlan voted to reject the Plan. All procedures used to tabulate the votes on the Plan were in goodfaith, fair, reasonable, and conducted in accordance with the applicable provisions of theBankruptcy Code, the Bankruptcy Rules, the Local Rules, the Disclosure Statement, theScheduling Order, and all other applicable nonbankruptcy laws, rules, and regulations.H. Plan Supplement.9. On December 10, 2024, the Debtors Filed the Plan Supplement with theCourt. The Plan Supplement (including as subsequently modified, supplemented, or otherwiseCCaassee 2 244-9-900557755 D Dooccuummeennt t2 29663-2 F Filieledd i nin T TXXSSBB o onn 1 021/3/113/2/245 P Paaggee 7 8 o of f1 133458amended pursuant to a filing with the Court), complies with the terms of the Plan, and the Debtorsprovided good and proper notice of the filing in accordance with the Bankruptcy Code, theBankruptcy Rules, the Scheduling Order, and the facts and circumstances of the Chapter 11 Cases.All documents included in the Plan Supplement are integral to, part of, and incorporated byreference into the Plan. No other or further notice is or will be required with respect to the PlanSupplement. Subject to the terms of the Plan and the Lock-Up Agreement, and only consistenttherewith, the Debtors reserve the right to alter, amend, update, or modify the Plan Supplementand any of the documents contained therein or related thereto, in accordance with the Plan, on orbefore the Effective Date.I. Modifications to the Plan.10. Pursuant to section 1127 of the Bankruptcy Code, the modifications to thePlan described or set forth in this Combined Order constitute technical or clarifying changes,changes with respect to particular Claims by agreement with holders of such Claims, ormodifications that do not otherwise materially and adversely affect or change the treatment of anyother Claim or Interest under the Plan. These modifications are consistent with the disclosurespreviously made pursuant to the Disclosure Statement and Solicitation Materials, and notice ofthese modifications was adequate and appropriate under the facts and circumstances of the Chapter11 Cases. In accordance with Bankruptcy Rule 3019, these modifications do not require additionaldisclosure under section 1125 of the Bankruptcy Code or the resolicitation of votes under section1126 of the Bankruptcy Code, and they do not require that holders of Claims or Interests beafforded an opportunity to change previously cast acceptances or rejections of the Plan.Accordingly, the Plan is properly before this Court and all votes cast with respect to the Plan priorto such modification shall be binding and shall apply with respect to the Plan.CCaassee 2 244-9-900557755 D Dooccuummeennt t2 29663-2 F Filieledd i nin T TXXSSBB o onn 1 021/3/113/2/245 P Paaggee 8 9 o of f1 133459J. Objections Overruled.11. Any resolution or disposition of objections to Confirmation explained orotherwise ruled upon by the Court on the record at the Confirmation Hearing is herebyincorporated by reference. All unresolved objections, statements, joinders, informal objections,and reservations of rights are hereby overruled on the merits.K. Burden of Proof.12. The Debtors, as proponents of the Plan, have met their burden of provingthe elements of sections 1129(a) and 1129(b) of the Bankruptcy Code by a preponderance of theevidence, the applicable evidentiary standard for Confirmation. Further, the Debtors have proventhe elements of sections 1129(a) and 1129(b) by clear and convincing evidence. Each witness whotestified on behalf of the Debtors in connection with the Confirmation Hearing was credible,reliable, and qualified to testify as to the topics addressed in his testimony.L. Compliance with the Requirements of Section 1129 of the BankruptcyCode.13. The Plan complies with all applicable provisions of section 1129 of theBankruptcy Code as follows:a. Section 1129(a)(1) – Compliance of the Plan with Applicable Provisions of theBankruptcy Code.14. The Plan complies with all applicable provisions of the Bankruptcy Code,including sections 1122 and 1123, as required by section 1129(a)(1) of the Bankruptcy Code.i. Section 1122 and 1123(a)(1) – Proper Classification.15. The classification of Claims and Interests under the Plan is proper under theBankruptcy Code. In accordance with sections 1122(a) and 1123(a)(1) of the Bankruptcy Code,Article III of the Plan provides for the separate classification of Claims and Interests at each Debtorinto Classes, based on differences in the legal nature or priority of such Claims and Interests (otherCaCsaes e2 42-49-09507557 5 D oDcoucmumenetn 2t 9266-32 FFiilleedd iinn TTXXSSBB oonn 1021//3113//2245 PPaaggee 91 0o fo 1f 3143510than Administrative Claims, Professional Fee Claims, and Priority Tax Claims, which areaddressed in Article II of the Plan and Unimpaired, and are not required to be designated asseparate Classes in accordance with section 1123(a)(1) of the Bankruptcy Code). Valid business,factual, and legal reasons exist for the separate classification of the various Classes of Claims andInterests created under the Plan, the classifications were not implemented for any improperpurpose, and the creation of such Classes does not unfairly discriminate between or among holdersof Claims or Interests.16. In accordance with section 1122(a) of the Bankruptcy Code, each Class ofClaims or Interests contains only Claims or Interests substantially similar to the other Claims orInterests within that Class. Accordingly, the Plan satisfies the requirements of sections 1122(a),1122(b), and 1123(a)(1) of the Bankruptcy Codeii. Section 1123(a)(2) – Specifications of Unimpaired Classes.17. Article III of the Plan specifies that Claims and Interests in the classesdeemed to accept the Plan are Unimpaired under the Plan. Holders of Intercompany Claims andIntercompany Interests are either Unimpaired and conclusively presumed to have accepted thePlan, or are Impaired and deemed to reject (the “Deemed Rejecting Classes”) the Plan, and, ineither event, are not entitled to vote to accept or reject the Plan. In addition, Article II of the Planspecifies that Administrative Claims and Priority Tax Claims are Unimpaired, although the Plandoes not classify these Claims. Accordingly, the Plan satisfies the requirements of section1123(a)(2) of the Bankruptcy Code.CCaassee 2 244-9-900557755 D Dooccuummeennt t2 29663-2 F Fileiledd i nin T TXXSSBB o onn 1 021/3/113/2/245 P Paaggee 1 101 o of f1 1334511iii. Section 1123(a)(3) – Specification of Treatment of Voting Classes18. Article III.B of the Plan specifies the treatment of each Voting Class underthe Plan – namely, Class 3 and Class 5. Accordingly, the Plan satisfies the requirements of section1123(a)(3) of the Bankruptcy Code.iv. Section 1123(a)(4) – No Discrimination.19. Article III of the Plan provides the same treatment to each Claim or Interestin any particular Class, as the case may be, unless the holder of a particular Claim or Interest hasagreed to a less favorable treatment with respect to such Claim or Interest. Accordingly, the Plansatisfies the requirements of section 1123(a)(4) of the Bankruptcy Code.v. Section 1123(a)(5) – Adequate Means for Plan Implementation.20. The Plan and the various documents included in the Plan Supplementprovide adequate and proper means for the Plan's execution and implementation, including: (a)the general settlement of Claims and Interests; (b) the restructuring of the Debtors' balance sheetand other financial transactions provided for by the Plan; (c) the consummation of the transactionscontemplated by the Plan, the Lock-Up Agreement, the Restructuring Implementation Deed andthe Agreed Steps Plan and other documents Filed as part of the Plan Supplement; (d) the issuanceof Exchange Notes, the New Money Notes, and the Noteholder Ordinary Shares pursuant to thePlan; (e) the amendment of the Intercreditor Agreement; (f) the amendment of the FacilityAgreement; (g) the amendment of the Senior Secured Term Loan Agreement; (h) theconsummation of the Rights Offering in accordance with the Plan, Rights Offering Documentsand the Lock-Up Agreement; (i) the granting of all Liens and security interests granted orconfirmed (as applicable) pursuant to, or in connection with, the Facility Agreement, the ExchangeNotes Indenture, the New Money Notes Indenture, the amended Intercreditor Agreement and theCCaassee 2 244-9-900557755 D Dooccuummeennt t2 29663-2 F Fileiledd i nin T TXXSSBB o onn 1 021/3/113/2/245 P Paaggee 1 112 o of f1 1334512Senior Secured Term Loan Agreement pursuant to the New Security Documents (including anyLiens and security interests granted or confirmed (as applicable) on the Reorganized Debtors'assets); (j) the vesting of the assets of the Debtors' Estates in the Reorganized Debtors; (k) theconsummation of the corporate reorganization contemplated by the Plan, the Lock-Up Agreement,the Agreed Steps Plan and the Master Reorganization Agreement (as defined in the RestructuringImplementation Deed); and (l) the execution, delivery, filing, or recording of all contracts,instruments, releases, and other agreements or documents in furtherance of the Plan. Accordingly,the Plan satisfies the requirements of section 1123(a)(5) of the Bankruptcy Codevi. Section 1123(a)(6) – Non-Voting Equity Securities.21. The Company's organizational documents in accordance with the SwedishCompanies Act, Ch. 4, Sec 5 and the Plan prohibit the issuance of non-voting securities as of theEffective Date to the extent required to comply with section 1123(a)(6) of the Bankruptcy Code.Accordingly, the Plan satisfies the requirements of section 1123(a)(6) of the Bankruptcy Code.vii. Section 1123(a)(7) – Directors, Officers, and Trustees.22. The manner of selection of any officer, director, or trustee (or any successorto and such officer, director, or trustee) of the Reorganized Debtors will be determined inaccordance with the existing organizational documents, which is consistent with the interests ofcreditors and equity holders and with public policy. Accordingly, the Plan satisfies therequirements of section 1123(a)(7) of the Bankruptcy Code.b. Section 1123(b) – Discretionary Contents of the Plan23. The Plan contains various provisions that may be construed as discretionarybut not necessary for Confirmation under the Bankruptcy Code. Any such discretionary provisionCCaassee 2 244-9-900557755 D Dooccuummeennt t2 29663-2 F Fileiledd i nin T TXXSSBB o onn 1 021/3/113/2/245 P Paaggee 1 123 o of f1 1334513complies with section 1123(b) of the Bankruptcy Code and is not inconsistent with the applicableprovisions of the Bankruptcy Code. Thus, the Plan satisfies section 1123(b).i. Section 1123(b)(1) – Impairment/Unimpairment of Any Class of Claims orInterests24. Article III of the Plan impairs or leaves unimpaired, as the case may be,each Class of Claims or Interests, as contemplated by section 1123(b)(1) of the Bankruptcy Code.ii. Section 1123(b)(2) – Assumption and Rejection of Executory Contracts andUnexpired Leases25. Article V of the Plan provides for the assumption of the Debtors' ExecutoryContracts and Unexpired Leases as of the Effective Date unless such Executory Contract orUnexpired Lease: (a) is identified on the Rejected Executory Contract and Unexpired Lease List;(b) has been previously rejected by a Final Order; (c) is the subject of a motion to reject ExecutoryContracts or Unexpired Leases that is pending on the Confirmation Date; or (4) is subject to amotion to reject an Executory Contract or Unexpired Lease pursuant to which the requestedeffective date of such rejection is after the Effective Date. Thus, the Plan satisfies section1123(b)(2).iii. Compromise and Settlement26. In accordance with section 1123(b)(3)(A) of the Bankruptcy Code andBankruptcy Rule 9019, and in consideration for the distributions and other benefits provided underthe Plan, the provisions of the Plan constitute a good-faith compromise of all Claims, Interests,and controversies relating to the contractual, legal, and subordination rights that all holders ofClaims or Interests may have with respect to any Allowed Claim or Interest or any distribution tobe made on account of such Allowed Claim or Interest. Such compromise and settlement is theproduct of extensive arm's-length, good faith negotiations that, in addition to the Plan, resulted inCCaassee 2 244-9-900557755 D Dooccuummeennt t2 29663-2 F Fileiledd i nin T TXXSSBB o onn 1 021/3/113/2/245 P Paaggee 1 134 o of f1 1334514the execution of the Lock-Up Agreement, which represents a fair and reasonable compromise ofall Claims, Interests, and controversies and entry into which represented a sound exercise of theDebtors' business judgment. Such compromise and settlement is fair, equitable, and reasonableand in the best interests of the Debtors and their Estates.27. The releases of the Debtors' directors and officers are an integral componentof the settlements and compromises embodied in the Plan. The Debtors' directors and officers: (a)made a substantial and valuable contribution to the Debtors' restructuring, including extensive preandpost-Petition Date negotiations with stakeholder groups, and ensured the uninterruptedoperation of the Debtors' businesses during the Chapter 11 Cases; (b) invested significant timeand effort to make the restructuring a success and maximize the value of the Debtors' businessesin a challenging operating environment; (c) attended and, in certain instances, testified atdepositions and Court hearings; (d) attended and participated in numerous stakeholder meetings,management meetings, and board meetings related to the restructuring; (e) are entitled toindemnification from the Debtors under applicable non-bankruptcy law, organizationaldocuments, and agreements; (f) invested significant time and effort in the preparation of the Lock-Up Agreement, the Plan, Disclosure Statement, all supporting analyses, and the numerous otherpleadings Filed in the Chapter 11 Cases, thereby ensuring the smooth administration of the Chapter11 Cases; and (g) are entitled to all other benefits under any employment contracts existing as ofthe Petition Date. Litigation by the Debtors or other Releasing Parties against the Debtors'directors and officers would be a distraction to the Debtors' business and restructuring and woulddecrease rather than increase the value of the estates. The releases of the Debtors' directors andofficers contained in the Plan have the consent of the Debtors and the Releasing Parties and are inthe best interests of the estates.CCaassee 2 244-9-900557755 D Dooccuummeennt t2 29663-2 F Fileiledd i nin T TXXSSBB o onn 1 021/3/113/2/245 P Paaggee 1 145 o of f1 1334515iv. Debtor Release28. The releases of claims and Causes of Action by the Debtors, ReorganizedDebtors, and their Estates described in Article VIII.C of the Plan in accordance with section1123(b) of the Bankruptcy Code (the “Debtor Release”) represent a valid exercise of the Debtors'business judgment under Bankruptcy Rule 9019. The Debtors' or the Reorganized Debtors' pursuitof any such claims against the Released Parties is not in the best interests of the Estates' variousconstituencies because the costs involved would outweigh any potential benefit from pursuingsuch claims. The Debtor Release is fair and equitable and complies with the absolute priority rule.29. The Debtor Release is (a) an integral part of the Plan, and a component ofthe comprehensive settlement implemented under the Plan; (b) in exchange for the good andvaluable consideration provided by the Released Parties; (c) a good faith settlement andcompromise of the claims and Causes of Action released by the Debtor Release; (d) materiallybeneficial to, and in the best interests of, the Debtors, their Estates, and their stakeholders, and isimportant to the overall objectives of the Plan to finally resolve certain Claims among or againstcertain parties in interest in the Chapter 11 Cases; (e) fair, equitable, and reasonable; (f) given andmade after due notice and opportunity for hearing; and (g) a bar to any Debtor asserting any claimor Cause of Action released by the Debtor Release against any of the Released Parties. Theprobability of success in litigation with respect to the released claims and Causes of Action, whenweighed against the costs, supports the Debtor Release. With respect to each of these potentialCauses of Action, the parties could assert colorable defenses and the probability of success isuncertain. The Debtors' or the Reorganized Debtors' pursuit of any such claims or Causes ofAction against the Released Parties is not in the best interests of the Estates or the Debtors' variousCCaassee 2 244-9-900557755 D Dooccuummeennt t2 29663-2 F Fileiledd i nin T TXXSSBB o onn 1 021/3/113/2/245 P Paaggee 1 156 o of f1 1334516constituencies because the costs involved would likely outweigh any potential benefit frompursuing such claims or Causes of Action30. Holders of Claims and Interests entitled to vote have overwhelmingly votedin favor of the Plan, including the Debtor Release. The Plan, including the Debtor Release, wasnegotiated before and after the Petition Date by sophisticated parties represented by able counseland advisors, including the Consenting Creditors. The Debtor Release is therefore the result of ahard fought and arm's-length negotiation process conducted in good faith.31. The Debtor Release appropriately offers protection to parties thatparticipated in the Debtors' restructuring process, including the Consenting Creditors, whoseparticipation in the Chapter 11 Cases is critical to the Debtors' successful emergence frombankruptcy. Specifically, the Released Parties, including the Consenting Creditors, madesignificant concessions and contributions to the Chapter 11 Cases, including, entering into theLock-Up Agreement and related agreements, supporting the Plan and the Chapter 11 Cases, andwaiving or agreeing to impair substantial rights and Claims against the Debtors under the Plan (aspart of the compromises composing the settlement underlying the revised Plan) in order tofacilitate a consensual reorganization and the Debtors' emergence from chapter 11. The DebtorRelease for the Debtors' directors and officers is appropriate because the Debtors' directors andofficers share an identity of interest with the Debtors and, as previously stated, supported and madesubstantial contributions to the success of the Plan, the Chapter 11 Cases, and operation of theDebtors' business during the Chapter 11 Cases, actively participated in meetings, negotiations, andimplementation during the Chapter 11 Cases, and have provided other valuable consideration tothe Debtors to facilitate the Debtors' successful reorganization and continued operation.CCaassee 2 244-9-900557755 D Dooccuummeennt t2 29663-2 F Fileiledd i nin T TXXSSBB o onn 1 021/3/113/2/245 P Paaggee 1 167 o of f1 133451732. The scope of the Debtor Release is appropriately tailored under the factsand circumstances of the Chapter 11 Cases. In light of, among other things, the value provided bythe Released Parties to the Debtors' Estates and the critical nature of the Debtor Release to thePlan, the Debtor Release is appropriate.v. Release by Holders of Claims and Interests33. The release by the Releasing Parties (the “Third-Party Release”), set forthin Article VIII.D of the Plan, is an essential provision of the Plan. The Third-Party Release is: (a)consensual as to those Releasing Parties that did not specifically and timely object or properly optout from the Third-Party Release; (b) within the jurisdiction of the Bankruptcy Court pursuant to28 U.S.C. § 1334; (c) in exchange for the good and valuable consideration provided by theReleased Parties; (d) a good faith settlement and compromise of the claims and Causes of Actionreleased by the Third-Party Release; (e) materially beneficial to, and in the best interests of, theDebtors, their Estates, and their stakeholders, and is important to the overall objectives of the Planto finally resolve certain Claims among or against certain parties in interest in the Chapter 11Cases; (f) fair, equitable, and reasonable; (g) given and made after due notice and opportunity forhearing; (h) appropriately narrow in scope given that it expressly excludes, among other things,any Cause of Action that is judicially determined by a Final Order to have constituted actual fraud,willful misconduct, or gross negligence; (i) a bar to any of the Releasing Parties asserting anyclaim or Cause of Action released by the Third-Party Release against any of the Released Parties;and (j) consistent with sections 105, 524, 1123, 1129, and 1141 and other applicable provisions ofthe Bankruptcy Code.34. The Third-Party Release is an integral part of the agreement embodied inthe Plan among the relevant parties in interest. Like the Debtor Release, the Third-Party ReleaseCCaassee 2 244-9-900557755 D Dooccuummeennt t2 29663-2 F Fileiledd i nin T TXXSSBB o onn 1 021/3/113/2/245 P Paaggee 1 178 o of f1 1334518facilitated participation in both the Debtors' Plan and the chapter 11 process generally. The Third-Party Release is instrumental to the Plan and was critical in incentivizing parties to support thePlan and preventing significant and time-consuming litigation regarding the parties' respectiverights and interests. The Third-Party Release was a core negotiation point in connection with thePlan and instrumental in developing the Plan that maximized value for all of the Debtors'stakeholders and kept the Debtors intact as a going concern. As such, the Third-Party Releaseappropriately offers certain protections to parties who constructively participated in the Debtors'restructuring process—including the Consenting Creditors (as set forth above)—by, among otherthings, facilitating the negotiation and consummation of the Plan, supporting the Plan and, in thecase of the Backstop Providers, committing to provide new capital to facilitate the Debtors'emergence from chapter 11. Specifically, the Notes Ad Hoc Group proposed and negotiated thepari passu transaction that is the basis of the restructuring proposed under the Plan and provideda much-needed deleveraging to the Debtors' business while taking a discount on their Claims (inexchange for other consideration).35. Furthermore, the Third-Party Release is consensual as to all parties ininterest, including all Releasing Parties, and such parties in interest were provided notice of thechapter 11 proceedings, the Plan, the deadline to object to confirmation of the Plan, and theCombined Hearing and were properly informed that all holders of Claims against or Interests inthe Debtors that did not file an objection with the Court in the Chapter 11 Cases that included anexpress objection to the inclusion of such holder as a Releasing Party under the provisionscontained in Article VIII of the Plan would be deemed to have expressly, unconditionally,generally, individually, and collectively consented to the release and discharge of all claims andCauses of Action against the Debtors and the Released Parties. Additionally, the release provisionsCCaassee 2 244-9-900557755 D Dooccuummeennt t2 29663-2 F Fileiledd i nin T TXXSSBB o onn 1 021/3/113/2/245 P Paaggee 1 189 o of f1 1334519of the Plan were conspicuous, emphasized with boldface type in the Plan, the DisclosureStatement, the Ballots, and the applicable notices. Except as set forth in the Plan, all ReleasingParties were properly informed that unless they (a) checked the “opt out” box on the applicableBallot or opt-out form and returned the same in advance of the Voting Deadline, as applicable, or(b) timely Filed an objection to the releases contained in the Plan that was not resolved beforeentry of this Confirmation Order, they would be deemed to have expressly consented to the releaseof all Claims and Causes of Action against the Released Parties.36. The Ballots sent to all holders of Claims and Interests entitled to vote, aswell as the notice of the Combined Hearing sent to all known parties in interest (including thosenot entitled to vote on the Plan), unambiguously provided in bold letters that the Third-PartyRelease was contained in the Plan.37. The scope of the Third-Party Release is appropriately tailored under thefacts and circumstances of the Chapter 11 Cases, and parties in interest received due and adequatenotice of the Third-Party Release. Among other things, the Plan provides appropriate and specificdisclosure with respect to the claims and Causes of Action that are subject to the Third-PartyRelease, and no other disclosure is necessary. The Debtors, as evidenced by the VotingDeclaration and Certificate of Publication, including by providing actual notice to all knownparties in interest, including all known holders of Claims against, and Interests in, any Debtor andpublishing notice in international and national publications for the benefit of unknown parties ininterest, provided sufficient notice of the Third-Party Release, and no further or other notice isnecessary. The Third-Party Release is designed to provide finality for the Debtors, theReorganized Debtors and the Released Parties regarding the parties' respective obligations underthe Plan. For the avoidance of doubt, and notwithstanding anything to the contrary, anyparty who timely opted-out of the Third-Party Release is not bound by the Third-PartyRelease.CCaassee 2 244-9-900557755 D Dooccuummeennt t2 29663-2 F Fileiledd i nin T TXXSSBB o onn 1 021/3/113/2/245 P Paaggee 1 290 o of f1 133452038. The Third-Party Release is specific in language, integral to the Plan, andgiven for substantial consideration. The Releasing Parties were given due and adequate notice ofthe Third-Party Release, and thus the Third-Party Release is consensual under controllingprecedent as to those Releasing Parties that did not specifically and timely object. In light of,among other things, the value provided by the Released Parties to the Debtors' Estates and theconsensual and critical nature of the Third-Party Release to the Plan, the Third-Party Release isappropriatevi. Exculpation.39. The exculpation described in Article VIII.E of the Plan (the “Exculpation”)is appropriate under applicable law, including In re Highland Capital Mgmt., L.P., 48 F. 4th 419(5th Cir. 2022), because it was supported by proper evidence, proposed in good faith, wasformulated following extensive good-faith, arm's-length negotiations with key constituents, and isappropriately limited in scope.40. No Entity or Person may commence or continue any action, employ anyprocess, or take any other act to pursue, collect, recover or offset any Claim, Interest, debt,obligation, or Cause of Action relating or reasonably likely to relate to any act or commission inconnection with, relating to, or arising out of a Covered Matter (including one that alleges theactual fraud, gross negligence, or willful misconduct of a Covered Entity), unless expresslyauthorized by the Bankruptcy Court after (1) it determines, after a notice and a hearing, such Claim,Interest, debt, obligation, or Cause of Action is colorable and (2) it specifically authorizes suchEntity or Person to bring such Claim or Cause of Action. The Bankruptcy Court shall have soleand exclusive jurisdiction to determine whether any such Claim, Interest, debt, obligation or Causeof Action is colorable and, only to the extent legally permissible and as provided for in Article XI,CCaassee 2 244-9-900557755 D Dooccuummeennt t2 29663-2 F Fileiledd i nin T TXXSSBB o onn 1 021/3/113/2/245 P Paaggee 2 201 o of f1 1334521shall have jurisdiction to adjudicate such underlying colorable Claim, Interest, debt, obligation, orCause of Action.vii. Injunction.41. The injunction provisions set forth in Article VIII.F of the Plan are essentialto the Plan and are necessary to implement the Plan and to preserve and enforce the discharge,Debtor Release, the Third-Party Release, and the Exculpation provisions in Article VIII of thePlan. The injunction provisions are appropriately tailored to achieve those purposes.viii. Preservation of Claims and Causes of Action.42. Article IV.L of the Plan appropriately provides for the preservation by theDebtors of certain Causes of Action in accordance with section 1123(b) of the Bankruptcy Code.Causes of Action not released by the Debtors or exculpated under the Plan will be retained by theReorganized Debtors as provided by the Plan. The Plan is sufficiently specific with respect to theCauses of Action to be retained by the Debtors, and the Plan and Plan Supplement providemeaningful disclosure with respect to the potential Causes of Action that the Debtors may retain,and all parties in interest received adequate notice with respect to such retained Causes of Action.The provisions regarding Causes of Action in the Plan are appropriate and in the best interests ofthe Debtors, their respective Estates, and holders of Claims or Interests. For the avoidance of anydoubt, Causes of Action released or exculpated under the Plan will not be retained by theReorganized Debtors.c. Section 1123(d) – Cure of Defaults43. Article V.D of the Plan provides for the satisfaction of Cure Claimsassociated with each Executory Contract and Unexpired Lease to be assumed in accordance withsection 365(b)(1) of the Bankruptcy Code. Any monetary defaults under each assumed ExecutoryCCaassee 2 244-9-900557755 D Dooccuummeennt t2 29663-2 F Fileiledd i nin T TXXSSBB o onn 1 021/3/113/2/245 P Paaggee 2 212 o of f1 1334522Contract or Unexpired Lease shall be satisfied, pursuant to section 365(b)(1) of the BankruptcyCode, by payment of the default amount in Cash on the Effective Date, subject to the limitationsdescribed in Article V.D of the Plan, or on such other terms as the parties to such ExecutoryContracts or Unexpired Leases may otherwise agree. Any Disputed Cure Amounts will bedetermined in accordance with the procedures set forth in Article V.D of the Plan, and applicablebankruptcy and nonbankruptcy law. As such, the Plan provides that the Debtors will Cure, orprovide adequate assurance that the Debtors will promptly Cure, defaults with respect to assumedExecutory Contracts and Unexpired Leases in accordance with section 365(b)(1) of theBankruptcy Code. Thus, the Plan complies with section 1123(d) of the Bankruptcy Code.d. Section 1129(a)(2) – Compliance of the Debtors and Others with the ApplicableProvisions of the Bankruptcy Code.44. The Debtors, as proponents of the Plan, have complied with all applicableprovisions of the Bankruptcy Code as required by section 1129(a)(2) of the Bankruptcy Code,including sections 1122, 1123, 1124, 1125, 1126, and 1128, and Bankruptcy Rules 3017, 3018,and 3019.e. Section 1129(a)(3) – Proposal of Plan in Good Faith.45. The Debtors have proposed the Plan in good faith, in accordance with theBankruptcy Code requirements, and not by any means forbidden by law. In determining that thePlan has been proposed in good faith, the Court has examined the totality of the circumstancesfiling of the Chapter 11 Cases, including the formation of Intrum AB of Texas LLC (“IntrumTexas”), the Plan itself, and the process leading to its formulation. The Debtors' good faith isevident from the facts and record of the Chapter 11 Cases, the Disclosure Statement, and the recordof the Combined Hearing and other proceedings held in the Chapter 11 CasesCCaassee 2 244-9-900557755 D Dooccuummeennt t2 29663-2 F Fileiledd i nin T TXXSSBB o onn 1 021/3/113/2/245 P Paaggee 2 223 o of f1 133452346. The Plan (including the Plan Supplement and all other documents necessaryto effectuate the Plan) is the product of good faith, arm's-length negotiations by and among theDebtors, the Debtors' directors and officers and the Debtors' key stakeholders, including theConsenting Creditors and each of their respective professionals. The Plan itself and the processleading to its formulation provide independent evidence of the Debtors' and such other parties'good faith, serve the public interest, and assure fair treatment of holders of Claims or Interests.Consistent with the overriding purpose of chapter 11, the Debtors Filed the Chapter 11 Cases withthe belief that the Debtors were in need of reorganization and the Plan was negotiated and proposedwith the intention of accomplishing a successful reorganization and maximizing stakeholder value,and for no ulterior purpose. Accordingly, the requirements of section 1129(a)(3) of the BankruptcyCode are satisfied.f. Section 1129(a)(4) – Court Approval of Certain Payments as Reasonable.47. Any payment made or to be made by the Debtors, or by a person issuingsecurities or acquiring property under the Plan, for services or costs and expenses in connectionwith the Chapter 11 Cases, or in connection with the Plan and incident to the Chapter 11 Cases,has been approved by, or is subject to the approval of, the Court as reasonable. Accordingly, thePlan satisfies the requirements of section 1129(a)(4).g. Section 1129(a)(5)—Disclosure of Directors and Officers and Consistency with theInterests of Creditors and Public Policy.48. The identities of or process for appointment of the Reorganized Debtors'directors and officers proposed to serve after the Effective Date were disclosed in the PlanSupplement in advance of the Combined Hearing. Accordingly, the Debtors have satisfied therequirements of section 1129(a)(5) of the Bankruptcy Code.CCaassee 2 244-9-900557755 D Dooccuummeennt t2 29663-2 F Fileiledd i nin T TXXSSBB o onn 1 021/3/113/2/245 P Paaggee 2 234 o of f1 1334524h. Section 1129(a)(6)—Rate Changes.49. The Plan does not contain any rate changes subject to the jurisdiction of anygovernmental regulatory commission and therefore will not require governmental regulatoryapproval. Therefore, section 1129(a)(6) of the Bankruptcy Code does not apply to the Plan.i. Section 1129(a)(7)—Best Interests of Holders of Claims and Interests.50. The liquidation analysis attached as Exhibit D to the Disclosure Statementand the other evidence in support of the Plan that was proffered or adduced at the CombinedHearing, and the facts and circumstances of the Chapter 11 Cases are (a) reasonable, persuasive,credible, and accurate as of the dates such analysis or evidence was prepared, presented orproffered; (b) utilize reasonable and appropriate methodologies and assumptions; (c) have not beencontroverted by other evidence; and (d) establish that each holder of Allowed Claims or Interestsin each Class will recover as much or more value under the Plan on account of such Claim orInterest, as of the Effective Date, than the amount such holder would receive if the Debtors wereliquidated on the Effective Date under chapter 7 of the Bankruptcy Code or has accepted the Plan.As a result, the Debtors have demonstrated that the Plan is in the best interests of their creditorsand equity holders and the requirements of section 1129(a)(7) of the Bankruptcy Code are satisfied.j. Section 1129(a)(8)—Conclusive Presumption of Acceptance by UnimpairedClasses; Acceptance of the Plan by Certain Voting Classes.51. The classes deemed to accept the Plan are Unimpaired under the Plan andare deemed to have accepted the Plan pursuant to section 1126(f) of the Bankruptcy Code. EachVoting Class voted to accept the Plan. For the avoidance of doubt, however, even if section1129(a)(8) has not been satisfied with respect to all of the Debtors, the Plan is confirmable becausethe Plan does not discriminate unfairly and is fair and equitable with respect to the Voting Classesand thus satisfies section 1129(b) of the Bankruptcy Code with respect to such Classes as describedCCaassee 2 244-9-900557755 D Dooccuummeennt t2 29663-2 F Fileiledd i nin T TXXSSBB o onn 1 021/3/113/2/245 P Paaggee 2 245 o of f1 1334525further below. As a result, the requirements of section 1129(b) of the Bankruptcy Code are alsosatisfied.k. Section 1129(a)(9)—Treatment of Claims Entitled to Priority Pursuant to Section507(a) of the Bankruptcy Code.52. The treatment of Administrative Claims, Professional Fee Claims, andPriority Tax Claims under Article II of the Plan satisfies the requirements of, and complies in allrespects with, section 1129(a)(9) of the Bankruptcy Code.l. Section 1129(a)(10)—Acceptance by at Least One Voting Class.53. As set forth in the Voting Declaration, all Voting Classes overwhelminglyvoted to accept the Plan. As such, there is at least one Voting Class that has accepted the Plan,determined without including any acceptance of the Plan by any insider (as defined by theBankruptcy Code), for each Debtor. Accordingly, the requirements of section 1129(a)(10) of theBankruptcy Code are satisfied.m. Section 1129(a)(11)—Feasibility of the Plan.54. The Plan satisfies section 1129(a)(11) of the Bankruptcy Code. Thefinancial projections attached to the Disclosure Statement as Exhibit D and the other evidencesupporting the Plan proffered or adduced by the Debtors at or before the Combined Hearing: (a)is reasonable, persuasive, credible, and accurate as of the dates such evidence was prepared,presented, or proffered; (b) utilize reasonable and appropriate methodologies and assumptions; (c)has not been controverted by other persuasive evidence; (d) establishes that the Plan is feasibleand Confirmation of the Plan is not likely to be followed by liquidation or the need for furtherfinancial reorganization; (e) establishes that the Debtors will have sufficient funds available tomeet their obligations under the Plan and in the ordinary course of business—including sufficientamounts of Cash to reasonably ensure payment of Allowed Claims that will receive CashCCaassee 2 244-9-900557755 D Dooccuummeennt t2 29663-2 F Fileiledd i nin T TXXSSBB o onn 1 021/3/113/2/245 P Paaggee 2 256 o of f1 1334526distributions pursuant to the terms of the Plan and other Cash payments required under the Plan;and (f) establishes that the Debtors or the Reorganized Debtors, as applicable, will have thefinancial wherewithal to pay any Claims that accrue, become payable, or are allowed by FinalOrder following the Effective Date. Accordingly, the Plan satisfies the requirements of section1129(a)(11) of the Bankruptcy Code.n. Section 1129(a)(12)—Payment of Statutory Fees.55. Article XII.C of the Plan provides that all fees payable pursuant to section1930(a) of the Judicial Code, as determined by the Court at the Confirmation Hearing inaccordance with section 1128 of the Bankruptcy Code, will be paid by each of the applicableReorganized Debtors for each quarter (including any fraction of a quarter) until the Chapter 11Cases are converted, dismissed, or closed, whichever occurs first. Accordingly, the Plan satisfiesthe requirements of section 1129(a)(12) of the Bankruptcy Code.o. Section 1129(a)(13)—Retiree Benefits.56. Pursuant to section 1129(a)(13) of the Bankruptcy Code, and as provided inArticle IV.K of the Plan, the Reorganized Debtors will continue to pay all obligations on accountof retiree benefits (as such term is used in section 1114 of the Bankruptcy Code) on and after theEffective Date in accordance with applicable law. As a result, the requirements of section1129(a)(13) of the Bankruptcy Code are satisfied.p. Sections 1129(a)(14), (15), and (16)—Domestic Support Obligations, Individuals,and Nonprofit Corporations.57. The Debtors do not owe any domestic support obligations, are notindividuals, and are not nonprofit corporations. Therefore, sections 1129(a)(14), 1129(a)(15), and1129(a)(16) of the Bankruptcy Code do not apply to the Chapter 11 Cases.CCaassee 2 244-9-900557755 D Dooccuummeennt t2 29663-2 F Fileiledd i nin T TXXSSBB o onn 1 021/3/113/2/245 P Paaggee 2 267 o of f1 1334527q. Section 1129(b)—Confirmation of the Plan Over Nonacceptance of VotingClasses.58. No Classes rejected the Plan, and section 1129(b) is not applicable here,but even if it were, the Plan may be confirmed pursuant to section 1129(b)(1) of the BankruptcyCode because the Plan is fair and equitable with respect to the Deemed Rejecting Classes. ThePlan has been proposed in good faith, is reasonable, and meets the requirements and all VotingClasses have voted to accept the Plan. The treatment of Intercompany Claims and IntercompanyInterests under the Plan provides for administrative convenience does not constitute a distributionunder the Plan on account of suc

united states america ceo new york director time new year texas europe action law service state new york times russia office failure ny russian board dc plan professional class financial judge congress record security code court supreme court llc employees sweden tx capital rights wall street journal treatments cure consistency euro surrender proof principal acceptance rejection attorney norway agent stock judgment swedish sec markets powers relief motion delivery claim consistent account stockholm parties conditions payments burden claims compliance contracts individuals appeal estate considerations supplements proposal releases assets compromise classes professionals allowed distribution aa public policy lp requirements consent declaration satisfaction trustees launched regulations subject stern file stays interpretation entry map document retention preserving ruling certificates documents bankruptcy d d bb implementation rand lowe counsel disclosure main street purdue confirmation positions effectiveness cc circuit preservation alvarez persons denied object cooperation esq holder affiliate contribution officers lien elimination ee interests 1b agreements schedules findings sas expenses reasonable instruments rubio venue valid securities litigation withdrawal objections interpreting cancellation nominees absent filing assumption cures publication eligibility conclusions ff manner entity ballots nominee clause leblanc rothschild classification voluntary entities sw restructuring proceedings citibank waiver united states supreme court liens coupled llp commencement sections robert johnson amendments objection lender reservation filed termination lenders allocation exchange commission estates successors tex ste affiliates latham district court discharge allowance nw holders neil gorsuch 1a proofs petitions exemption dismissal kroll dismiss liabilities southern district insurance policies united states constitution mailing substantial reimbursement modification insurers modifications purdue pharma memorandum authorization jurisdiction russian federation whitlock reinstated debtors comb liquidation computation impaired remainder heeding sek defaults affidavit good faith feasibility incase specifications distributions insolvency incorporation estimation injunction bad faith cir disputed consummation 70m creditors lindquist third parties fifth circuit debtor united states district court reinstate confirmation hearing sio case management reinstatement amended insurer reorganization fof reversion avianca consummate revocation tranche forthe issuance bankr solicitation article ii ltl best interests eurobonds k street vesting business day article v federal rules rcf article iii exhibit c adequacy applicability civil procedure pursuant third circuit case no injunctions 23f purchase price payable ahc bankruptcy court regulation d 44b securities act capitalized 42k 24b 24a bankruptcy code article iv 27a united states code ad hoc committee business days article vi holdco united states securities 33a 27b uniform commercial code insurance carriers final order intrum 5h oid estoppel subsection exhibit b philippine airlines bloomberg l theunited states this court docket no 48h new york law texas council i10 no discrimination mtns united states bankruptcy court little creek comity i6 quinn emanuel urquhart watkins llp 40f 26c restatements a-class i19

Promissory Estoppel: Foundations and Application

clear foundations significance application applications courts reasonable vague promissory estoppel

Play Episode Listen Later Dec 7, 2024 16:41

Foundations of Promissory Estoppel Overview: This Podcast reviews the core concepts of promissory estoppel; an equitable remedy that enforces promises even when a formal contract is absent. The document draws upon the provided lecture excerpts, "Class Session: Foundations of Promissory Estoppel," to illuminate the definition, purpose, key elements, and real-world applications of this legal doctrine. What is Promissory Estoppel? "Promissory estoppel is an equitable remedy that allows courts to enforce a promise even when no formal contract exists." Unlike traditional contract law, which requires mutual consideration (an exchange of value), promissory estoppel focuses on protecting parties who reasonably rely on a promise to their detriment. Purpose: The doctrine aims to prevent injustice and maintain trust in informal agreements. It recognizes that reliance on a promise can create significant harm if the promise is broken, regardless of formal contractual obligations. Key Elements: For promissory estoppel to apply, four elements must be present: A Clear and Definite Promise: The promise must be unambiguous, leaving no room for interpretation. Vague statements or suggestions do not qualify. "If the supervisor says, ‘If you complete this project successfully, you will be promoted,' that is a definite promise." Reasonable and Foreseeable Reliance: The promisee's reliance on the promise must be both reasonable and something the promisor could have anticipated. "The landlord should have anticipated that the tenant would act on the promise." Detrimental Reliance: The promisee must suffer a tangible loss (financial, missed opportunities, etc.) due to their reliance on the promise. "In our tenant example, the cost of renovations represents a detriment." Injustice Without Enforcement: The court must determine that allowing the promisor to break the promise would result in an unfair outcome. "Courts evaluate whether enforcement of the promise is necessary to prevent unfairness or harm to the promisee." Landmark Case: Ricketts v. Scothorn This 1898 case is a cornerstone of promissory estoppel. A grandfather promised his granddaughter money so she wouldn't have to work. She quit her job, relying on the promise. The court ruled in her favor, despite the lack of formal consideration, as her reliance and detriment were significant. Applications of Promissory Estoppel: The lecture provides examples of promissory estoppel in various contexts, including: Landlord/Tenant Disputes: A landlord promising fixed rent in exchange for tenant renovations. Charitable Pledges: A donor withdrawing a substantial donation after a non-profit has incurred expenses in reliance. Employment Promises: An employer rescinding a job offer after an employee relocates based on the promise. Familial Agreements: A parent failing to fulfill a promise of financial support for a child's education. Significance and Conclusion: Promissory estoppel serves as a bridge between strict contract law and equitable remedies. It protects vulnerable parties from unfair harm caused by broken promises and promotes fairness in legal proceedings. The doctrine is flexible, adapting to various contexts while demonstrating the law's capacity to address the nuances of human interactions. --- Support this podcast: https://podcasters.spotify.com/pod/show/law-school/support

Civil Procedure Law Chapter 10: Res Judicata and Collateral Estoppel (Part 1)

Play Episode Listen Later Sep 5, 2024 23:15

Summary of Chapter 10: Res Judicata and Collateral Estoppel. Res Judicata (Claim Preclusion): Res judicata, also known as claim preclusion, prevents parties from re-litigating claims that have already been resolved in a previous lawsuit. This doctrine applies when the following elements are met: Identity of Parties: The parties in both the original and subsequent lawsuits must be the same or in privity with each other. Identity of Claims: The claims in both cases must arise from the same transaction or occurrence. Final Judgment on the Merits: The prior case must have been resolved with a final judgment that addressed the substance of the claims. Res judicata ensures the finality of judgments, promotes judicial efficiency, and protects parties from the burden of repetitive litigation. Exceptions to Res Judicata: Despite its broad application, there are exceptions to res judicata to prevent injustice, including: Lack of Jurisdiction: If the court lacked jurisdiction in the original case, res judicata does not apply. Fraud or Misrepresentation: Judgments obtained through fraudulent means can be challenged. New Evidence: If new, critical evidence is discovered that could not have been found during the original trial, the case may be re-litigated. These exceptions ensure that the doctrine is applied fairly and does not perpetuate an unjust result. Collateral Estoppel (Issue Preclusion): Collateral estoppel, or issue preclusion, prevents the re-litigation of specific issues that were already decided in a previous case, even if the current case involves a different claim. The key elements are: Identical Issue: The issue in the current litigation must be the same as the one decided in the prior case. Actually Litigated: The issue must have been fully litigated and decided in the previous case. Essential to Judgment: The issue must have been essential to the final judgment in the previous case. Collateral estoppel promotes judicial efficiency and consistency by preventing the same issues from being litigated multiple times. Mutuality and Non-Mutual Issue Preclusion: Traditionally, collateral estoppel required mutuality, meaning that only the parties involved in the original case could benefit from or be burdened by the issue preclusion. However, modern courts have recognized non-mutual issue preclusion, which allows parties who were not involved in the original case to benefit from or be bound by the issue preclusion. There are two types: Defensive Non-Mutual Issue Preclusion: A defendant uses the prior loss of a plaintiff against another defendant to prevent re-litigation. Offensive Non-Mutual Issue Preclusion: A plaintiff uses a prior judgment against the defendant to prevent re-litigation. Courts exercise discretion in applying non-mutual issue preclusion, balancing fairness and judicial efficiency. Conclusion: Chapter 10 examines the doctrines of res judicata and collateral estoppel, which are critical in maintaining the finality of judgments and preventing the re-litigation of claims and issues that have been previously resolved. By understanding the elements, exceptions, and applications of these doctrines, legal practitioners can better navigate the complexities of civil litigation and ensure that justice is served efficiently and fairly. --- Support this podcast: https://podcasters.spotify.com/pod/show/law-school/support

identity lack essential fraud courts procedures res collateral exceptions final judgment mutuality civil procedure estoppel judicata

Civil Procedure Law Chapter 10: Res Judicata and Collateral Estoppel (Part 2)

Play Episode Listen Later Sep 5, 2024 23:07

identity lack essential fraud courts procedures res collateral exceptions final judgment mutuality civil procedure estoppel judicata

Civil Procedure Law Chapter 10: Res Judicata and Collateral Estoppel (Part 3)

Play Episode Listen Later Sep 5, 2024 23:52

identity lack essential fraud courts procedures res collateral exceptions final judgment mutuality civil procedure estoppel judicata

Ep. 224 - Precedential Decisions from 8/5/2024 - 8/11/2024 (denaturalization & estoppel; mental health & asylum; hardship review; attorney unpreparedness & continuances; particularly serious crimes; domestic violence & asylum; credibility)

marriage declines green screen podcast audio parentage estoppel

Play Episode Listen Later Aug 12, 2024 65:54

Intro + Nakka, et al. v. USCIS (CA9) and United States v. Valdivias-Soto (CA9)Indian derivative visas and CSPA; translation errors in removal proceedings and right to counsel United States v. Munoz, No. 22-11574 (11th Cir. Aug. 7, 2024)denaturalization; clearly erroneous; collateral estoppel; judicial estoppel; date of conspiracy and other criminal indictments; necessary for conviction Joshi v. Garland, No. 23-1236 (4th Cir. Aug. 8, 2024)involuntary mental health confinement as persecution; prosecution as persecution; parens patriae; electroconvulsive therapy Garcia Cortes v. Garland, No. 22-1930 (4th Cir. Aug. 7, 2024)exceptional and extremely unusual hardship; Wilkinson; review of whether IJ considered all evidence; rejecting expert therapist opinion and predictive findings Bustos-Millan v. Garland, No. 21-2889 (7th Cir. Aug. 6, 2024)attorney unpreparedness; ineffective assistance of counsel; continuance; due process Lafortune v. Garland, No. 23-1617 (1st Cir. Aug. 5, 2024)particularly serious crime; N-A-M- two-step analysis; elements based approach not required; conspiracy to commit bank fraud in violation of 18 U.S.C. § 1349; CAT claims and Haiti Gonzalez-Arevalo v. Garland, No. 23-1341 (1st Cir. Aug. 7, 2024)nexus; gang retribution against family; relying on speculative noncitizen testimony; mixed motive; Guatemala De Oliveira Rodrigues v. Garland, No. 23-2081 (1st Cir. Aug. 8, 2024)adverse credibility; omissions from credible fear interview; omissions from written affidavit; failure to corroborate; inconsistencies Tista-Ruiz de Ajualip v. Garland, No. 23-3274 (6th Cir. Aug. 9, 2024)IJ and BIA independent duty to review the record for viable PSG and anti-circularity; Matter of A-B-; domestic violence; Matter of W-Y-C-& H-O-B-; unable or unwilling; Guatemala Sponsors and friends of the podcast!Kurzban Kurzban Tetzeli and Pratt P.A.Immigration, serious injury, and business lawyers serving clients in Florida, California, and all over the world for over 40 years.Docketwise"Modern immigration software & case management"Stafi"Remote staffing solutions for businesses of all sizes"Promo Code: stafi2024Get Started! Promo Code: FREEImmigration Lawyer's Toolboxhttps://immigrationlawyerstoolbox.com/immigration-reviewWant to become a patron?Click here to check out our Patreon Page!CONTACT INFORMATIONEmail: kgregg@kktplaw.comFacebook: @immigrationreviewInstagram: @immigrationreviewTwitter: @immreviewFeatured in San Diego VoyagerDISCLAIMER & CREDITSSee Eps. 1-200Support the Show.

Parentage By Estoppel, If She Declines Marriage Is It Over & More | Dis'JAWN Podcast [audio]

Dis'JAWN Podcast

Play Episode Listen Later May 24, 2024 64:37

00:00 Intro 05:27 A Millionaire Proves To Woman That his Mansion Is not a Greenscreen 13:44 Parentage By Estoppel: How Dating a Single Mother Can Lead to Child Support Payments 32:11 When She Says No To Marriage Is The Relationship Over 41:45 These Are The Only Love Languages Broke Men Can Provide 53:32 You Talk Too Much, Don't Vent About Your Man

Ep. 206 - Precedential Decisions from 4/1/2024 - 4/7/2024 (criminal encouraging violation of immigration law; expedited removal untimely evidence; unable or unwilling to protect in Mexico; collateral estoppel and jurisdiction)

Play Episode Listen Later Apr 8, 2024 30:04

United States v. Hansen, No. 17-10548 (9th Cir. Apr. 3, 2024)common law specific intent mens rea; solicitation definition; 8 U.S.C. §§ 1324(a)(1)(A)(iv) and 1324(a)(1)(B)(i); encouraging violation of immigration law Matter of F-C-S-, 28 I&N Dec. 788 (BIA 2024) (amended)8 C.F.R. § 1240.17; expedited removal; credible fear process; mental incompetency and untimely evidence Ortega v. Garland, No. 21-3253 (7th Cir. Mar. 29, 2024)unable or unwilling to protect; police investigations; cartel threats; Mexico Shaiban v. Jaddou, et al., No. 21-2010 (4th Cir. Apr. 3, 2024)collateral estoppel; Patel; INA § 242(a)(2)(B)(ii); jurisdiction; INA § 209(b) adjustment; discretion; terrorismSponsors and friends of the podcast!Kurzban Kurzban Tetzeli and Pratt P.A.Immigration, serious injury, and business lawyers serving clients in Florida, California, and all over the world for over 40 years.Docketwise"Modern immigration software & case management"Driftwood Capital"A vertically integrated powerhouse in commercial real estate, developing hospitalityprojects for families seeking a secure EB-5 residency path."Filevine"Your Complete Legal Tech Stack, Supercharged by AI"Promo: Immigration.AI/ImmigrationReview Stafi"Remote staffing solutions for businesses of all sizes"Promo Code: stafi2024Get Started! Promo Code: FREEWant to become a patron?Click here to check out our Patreon Page!CONTACT INFORMATIONEmail: kgregg@kktplaw.comFacebook: @immigrationreviewInstagram: @immigrationreviewTwitter: @immreviewAbout your hostCase notesRecent criminal-immigration article (p.18)Featured in San Diego VoyagerDISCLAIMER & CREDITSSee Eps. 1-200Support the show

Mastering the Bar Exam: Civil Procedure: Res Judicata and Collateral Estoppel (Section Eight)

Play Episode Listen Later Feb 8, 2024 5:17

The doctrines of Res Judicata and Collateral Estoppel play pivotal roles in the judiciary system, ensuring the finality of judgments and preventing the re-litigation of cases and issues that have already been decided. These principles are not only foundational for the efficient operation of courts but also protect against the injustice of subjecting parties to multiple lawsuits for the same cause. Res Judicata (Claim Preclusion). Res Judicata, also known as claim preclusion, refers to the legal doctrine which bars parties from re-litigating a case that has already been judged on its merits by a competent court. Its application is fundamental to the concept of judicial finality and serves to conserve judicial resources, respect court judgments, and protect litigants from the burden of multiple lawsuits. Core Elements of Res Judicata. Final Judgment on the Merits: For Res Judicata to apply, there must first be a final judgment on the merits of the case. Preliminary rulings or decisions that do not address the substantive issues of the case do not trigger Res Judicata. Same Parties or Their Privies: The doctrine applies to the parties involved in the original lawsuit or their legal successors. This element ensures that only those who were part of the initial judgment are bound by its results. Same Claim or Cause of Action: Res Judicata prevents the litigation of all claims that were brought or could have been brought in the initial lawsuit. This encompasses all rights to relief arising from the same transaction or occurrence, regardless of whether they were presented in the first case. The Effect of Claim Preclusion. When applied, Res Judicata renders a previous judgment absolute and conclusive on the parties involved, barring any future lawsuit on the same claim. This principle not only applies to the substantive issues that were actually decided but also to every other matter that the parties might have raised in the first action. Collateral Estoppel (Issue Preclusion). Collateral Estoppel, known as issue preclusion, prevents the re-litigation of factual or legal issues that were already decided in a previous lawsuit between the same parties. Unlike Res Judicata, which is concerned with claims, Collateral Estoppel focuses on issues. Key Requirements for Collateral Estoppel. Identical Issue: The issue sought to be precluded must be the same as the one involved in the prior action. This means the specific question or element must have been litigated and decided previously. Previously Adjudicated: The issue must have been actually litigated and determined in a prior lawsuit. This requires that the parties had a full and fair opportunity to argue the issue. Necessary to the Judgment: The determination of the issue must have been essential to the final judgment in the first action. If the issue was incidental or not determinative, Collateral Estoppel does not apply. Mutuality: Traditionally, issue preclusion required mutuality, meaning only parties to the previous lawsuit could use or be bound by the determination. However, many jurisdictions have moved towards a more flexible approach, allowing non-parties to benefit from issue preclusion under certain circumstances, such as in cases of non-mutual defensive Collateral Estoppel. Impact and Application. Collateral Estoppel serves to streamline litigation by eliminating the need to reprove facts or legal issues that have already been resolved. It enhances judicial efficiency and consistency by acknowledging the binding nature of prior adjudications on specific matters. Differences Between Res Judicata and Collateral Estoppel. While both doctrines aim to prevent redundant litigation, they operate on different levels. Res Judicata applies broadly to claims and causes of action, meaning it can preclude all claims arising from a particular transaction that were or could have been raised in the initial litigation. --- Send in a voice message: https://podcasters.spotify.com/pod/show/law-school/message Support this podcast: https://podcasters.spotify.com/pod/show/law-school/support

impact mastering application procedures preliminary collateral final judgment bar exam core elements civil procedure estoppel section eight judicata

2024 Legal Updates Impacting Florida Community Associations: Part 2

KSN Podcast

Play Episode Listen Later Feb 2, 2024 41:26

KSN attorneys Cory Kravit and Kevin Kennedy discuss important 2024 legislative updates impacting Florida condominium, homeowner (HOA), and townhome associations. Topics include estoppel certificates, Homeowner Bill of Rights, First Responder flags, Fire Prevention Code updates, board member responsibilities, and more (41 mins.)

Ep. 194 - Precedential Decisions from 1/8/2024 - 1/14/2024 (bond; collateral estoppel; INA § 236(a); Bail Reform Act; crime of violence; VICAR; felony murder; divisibility; means vs. elements)

Play Episode Listen Later Jan 15, 2024 23:00

Matter of Panin, 28 I&N Dec. 771 (BIA 2024)bond; collateral estoppel; INA § 236(a); Bail Reform Act United States v. Ortiz-Orellana, No. 16-4844 (4th Cir. Jan. 10, 2024)crime of violence; VICAR; felony murder; divisibility; means vs. elements; impotance of jury instructions; crime of violenceSponsors and friends of the podcast!Kurzban Kurzban Tetzeli and Pratt P.A.Immigration, serious injury, and business lawyers serving clients in Florida, California, and all over the world for over 40 years.Docketwise"Modern immigration software & case management"Stafi"Remote staffing solutions for businesses of all sizes"Promo Code: stafi2024Get Started! Promo Code: FREEWant to become a patron?Click here to check out our Patreon Page!CONTACT INFORMATIONEmail: kgregg@kktplaw.comFacebook: @immigrationreviewInstagram: @immigrationreviewTwitter: @immreviewAbout your hostCase notesRecent criminal-immigration article (p.18)Featured in San Diego VoyagerDISCLAIMER:Immigration Review® is a podcast made available for educational purposes only. It does not provide legal advice. Rather, it offers general information and insights from publicly available immigration cases. By accessing and listening to the podcast, you understand that there is no attorney-client relationship between you and the host. The podcast should not be used as a substitute for competent legal advice from a licensed attorney in your state.MUSIC CREDITS:"Loopster," "Bass Vibes," "Chill Wave," and "Funk Game Loop" Kevin MacLeod - Licensed under Creative Commons: By Attribution 4.0 Support the show

What's New with Mortgage Payoffs? A Conversation with Florida Rep. Tom Fabricio

Title Now

Play Episode Listen Later Sep 7, 2023 33:57

Good afternoon, and welcome. I'm Melissa Murphy with The Fund and I have the pleasure of hosting these Popup Webinars that we have from time to time. And we always strive to deal with issues that are of current concern to Fund Members and real estate practitioners. Sometimes it's breaking news. Sometimes we, revisit topics that we covered a year ago.But often those topics deserve a new look. So new legislation is always a great topic for these webinars and today is no exception.But before we get to my guest, a brief reminder that we push the audio from this webinar out on our podcast, which is also conveniently called Title Now. And you can get that wherever you get any of your podcasts to which you subscribe. So please go there and subscribe to Title Now. It's free just like these webinars. And it really is a great way for you to listen to the material again. And it's a really easy way for you to share this content with your colleagues.So what are we gonna talk about today? Mortgage payoffs.And despite the title to this webinar. This is really an exciting topic. We were sort of teasing each other before the webinar started that I don't know how sexy or exciting this topic is, but we have over two hundred people registered for it. So, obviously, there's some interest in it. Because there is a new law in Florida. It's not effective until October 1st, but it makes some pretty significant changes in the process for both requesting a payoff, how the lender sends it back to you, and it changes sort of the dynamics of whether you can rely on that payoff.And as we all know, dealing with mortgage payoffs is a daily task for closing agents.And over the past several years, it's become more and more difficult to rely on the payoff letter that you get from a lender because you close.You send them the money and they often send you that money back and say, "Oops, we made a mistake on our payoff.""You know, get us that additional money and we'll satisfy the mortgage."And in the meantime, interest is accruing against that full mortgage balance. So it's a big problem.So to address this issue, we took the legislative route and worked with various stakeholders to come up with a bill that we thought would provide some redress.And we, we're very, very lucky to have a legislator who's a real estate practitioner and a member of the fund. He supported our effort and he sponsored the bill. So Rep. Tom Fabricio is my guest today. Rep, thank you so much for talking with us today.Melissa, thank you so much for, inviting me on to the webinar. A long time fan, first time participant.And, and this is, you know, I gotta tell you getting a bill passed through the Florida legislature is it may not be as easy as, as one may think, and it took a lot of a lot of folks to help us get it done. You were one that really worked on crafting this idea, and working on getting it to work and and and whatnot. So you you you certainly are owed a a debt of gratitude on this. But also, Scott Merrick from the Florida Land Title Association was quite instrumental in helping us get this done. And we also have to thank our Senate sponsor, Senator Danny Burgess, who worked on it, also an attorney.Speaker Paul Renner, Speaker of the House, at the Florida legislature helped us quite a bit. As well as Senate President, Senator Passidomo, who did. And, of course, we can't forget Governor DeSantis for signing this bill into law. So a lot of hands, to get, to get the, 120 in the House and the 40 in the Senate to get this passed and then off across the Governor's desk. But it's good law, and we're really, really excited to see it become enacted now in October.Well, and the history of how this law came to be is is interesting to me. And I wanna share that with our listeners because not this past legislative session but the legislative session before that. So in 2022, so actually in the Fall of 2021, out of the blue, you gave me a call and introduced yourself to me.And I started chatting about the things I'm working on, and I mentioned something about mortgage payoff reform. And that is when you said "Melissa, I would be very interested in helping with that bill. I will see if I can sponsor it."That's right.So we we went through the effort of drafting the bill. And and that was kind of challenging that first go around. What were the kinds of things that we encountered that first time around?Sure. Yeah. Yeah. This this bill like many other bills, but this bill in particular, was a multi year process. Sometimes through the legislature, a bill is initially filed And, we get it to hearings, and we talk to, folks on the other side, and, and, you know, we hear from folks in the public and and other entities.And so one of the things that we worked on the first year the bill was run was engaging with the Florida Bankers Association and the members and the the members of that entity. And we worked with the bankers to make sure that all parties to these estoppel letters to these mortgage payoff letters that their rights would be preserved appropriately. And we worked quite extensively with them we for an entire legislative session. Unfortunately, that first year, like it happens oftentimes, the bill didn't make it all the way across the finish line.And it died before the end of session. But, to the credit of the Florida Bankers Association, in particular, my dear friend, Kenneth Pratt, we are able they agreed to certain terms during that first year, and they they complied with her, and they conform to that agreement and we came back this last legislative session exactly where we left off, and we were able to get that bill all the way across the finish line. So we work with a lot of different folks. We are lucky to work with, the correct folks, that had the industry knowledge and the exact technical knowledge know how to be able to craft this legislation so that it's good law across the board for all parties, involved in the mortgage payoffs.Exactly. And I think you've pretty much just said why you were so willing to back this bill because you felt like it appropriately adjusted the rights between the parties. So kudos to you for picking a great bill to attach your name to.So in addition to addressing, you know, the adjustment of those rights and the annoying way in which lenders were conditioning their payoffs and and certainly making them less and reliable.This bill really set out in detail.The requirements for both requesting a payoff and the sending of the payoff by the lender. And I wanna make sure that our listeners are aware of these new very technical requirements.So we're gonna include information about that in conversation today in addition to talking about the more important substantive issues of conditional language. And the lender's obligation to release the lien. So before we get into that, I want our listeners to know that if they have any questions, that they would, like to post to us. Just use the question bar over on the right hand side of your screen. We have Michael Rothman, behind the scenes with us today who's gonna be monitoring those questions and sharing those, with me and the Rep. at the end of our remarks. And we will try to answer your questions here live. If we run out of time, we'll respond afterwards.We've also included a copy of the new law in the handouts. And you can click on that and download it. It's over again on the right hand panel of your screen. And, the Rep. and I are following the order of the bill in our conversation today so that you can follow along if you want rather than pinging around from one topic to the next. So I am gonna start us off with, a summary of the new procedural requirements for ordering of mortgage payoff. Now, as you've already alluded, Tom, they are mortgage payoffs are referred to as a estoppel letters in the new law, which is a good thing because with these changes in the law, they now are truly a estoppel letters.But just because I'm old and used to referring to them as mortgage payoffs, I'm gonna call them mortgage payoffs.So one of the changes that we made this year is that the lender must send the mortgage payoff to the request or within 10 days of the request. We got that reduced from 14 days to 10 days because the reality is in today's environment, the lenders don't need 14 days to send you a payout. So we reduce that down to ten days and if the request comes from someone other than the mortgage or which is certainly the situation with closings. The request must include a copy of the instrument showing that person's title or other lawful authorization.Then the lender must notify the more you're sure that this third party has requested the payoff. I think those are great changes. The reduction in time and requiring the lender to notify their borrower that somebody has requested a payoff.I think you're gonna address the next issue.Yes.So the second issue that was addressed in the bill, touches on section 701.041c.And it's that a lender may not qualify and this is the heart of it. A lender may not qualify, reserve the right to change or condition or disclaim the reliance of others on the information provided in an estoppel letter. And any attempt to do so, is void and unenforceable. Of course, there's an exception for mortgages that are in foreclosure a lis penden is recorded or suggestion of bankruptcy filed.And, you know, this goes to the heart of making these mortgage payoff letters in effect estoppel letters as we all learned, estoppel letters would should be in law school. The lender has the right to correct a payoff provided in it, provided it is received by the requester by 3:00 PM in such person's time zone at least 1 business day before a payment is issued. In reliant on the previously issued estoppel letter. This was, a matter that was negotiated extensively with the bankers about what 3:00 pm is, which time zone it would be, and all those fun things that went back and forth.But the point here is, you know, broadly speaking, the point is that when the lender issues in an estoppel letter, they there can't be this conditional language in it, that gives them the right to wiggle out of this estoppel letter. You owe x dollars, but, hey, that may not be x dollars by the time you pay it off. It may be y dollars or x plus whatever. So it it can't be that way.You have to be able to rely on it. We did in fact put in the mechanism there for the lender to be able to correct that and the time frames, for that lender to be able to correct that. Corrected payoff must be sent in the same manner as used to respond to the original written request.A copy of the corrected payoff must be sent to the mortgagor.If, properly sent and received the corrected payoff supersedes all previous payoffs, as it should. If not properly sent and received. The lender must honor the original payoff, but the right to recover any additional sums properly owed is preserved. Again, that was a point that we worked out with the bankers because, if there is a debt, if there is a loan, there shouldn't necessarily be a windfall for any particular party.It should be a matter that the lender is able to collect. However, it shouldn't muck up the actual closing. The borrower/mortgagors right, to raise defenses to this collection effort is also preserved. So that was a big portion of, what was negotiated and worked out, and I think it's landed in their correct place.The next section 701.041e, states that the lender must apply payments received promptly to the unpaid balance of the loan, prohibited from sending the money back to the mortgagor or closing agent. I mean, that's that's critical. And that's that's one of the critical aspects of what we're trying to get done. We don't want a situation where the lender says, "Oops, I said a $100,000, but I really meant a $105,000. So here's all your money back. And by the way, in the meantime, interest is accruing on the entire amount, and you, title company, have to redo this closing."So that's a large portion of what we were seeking to get done and we were effectively able to get that done.I found it very interesting in the negotiations with the Bankers Association that they really have no heartburn with prohibiting conditional language as long as you could have the right to properly correct a payoff, but they also felt that sending the money back and continuing to accrue interest on the full mortgage balance was not an equitable solution because the discrepancy could be a small amount. It could be $500 and lenders would send the money back and continue accrue interest on that full mortgage balance. So they had no problem with a specific prohibition from the lender returning the money back to the mortgagor if they have to take money that is sent to them and apply that to pay down the mortgage.So that is the gist of this bill. That was the important stuff to you and me. Was to get that stuff in there. But there was also some clean up on the whole process.So I've talked about the response time that a lender has to send a payoff back, but let's talk about how you request a payoff. So the statute says that it has to be in writing written request is, a euphemism for just a valid communication.You can send it first-class mail. You can send it by common carrier delivery.But you can also send your request by email, facsimile, or other electronic means at the address made available by the lender or through an automated system provided by the lender for the requesting of an estoppel letter. So we try very hard to deal with all of the different ways in which a closing agent might be inclined to request a payoff also to deal with those automated systems because our sense was that that's how closing agents generally more often than not request pay off. So we wanted to make sure that that was a valid option.And that request is deemed received 5 business days after a first-class mail letter the day the request is delivered by the common carrier and the day the request is received through those electronic means, email, facsimile.The automated system that the lender might set up. We did build in allowance for weekends.And legal holidays. And I remember a lot of discussion about what's the proper list of holidays.You can really get in the weeds when you're doing legislation. Right?And then the payoff must be sent to the requestor, by first-class mail common carrier, email again, or an automated system. And remember that 10 days applies to, when the lender must send that payoff back.And note that this also relates back to those corrected payoffs because if the lender sua sponte just on their own goes "Oops. We made a mistake in that payoff." They have to send the corrected payoff to the closing agent.The same way that the original payoff was sent.So if they sent the original payoff first-class mail back to you, then they can't email you the corrected payoff and have that control. It's very important that the lenders pay attention to these requirements.And then let's talk about satisfying the lien of the mortgage because this was a really great provision in the bill that we were able to get through.Right. Thank you, Melissa. And this section, this, kind of brings it all together. And the idea here, of course, generally with a bill was that we wanted to make sure that if a lender were to send back certain monies or there was a discrepancy or whatnot or parties couldn't rely on that estoppel letter.It would slow down, and it would, you know, for lack of a better term muck up a closing. So what we what we're doing here is we've required statutorily, that we're we should be able to rely on the unstoppable letter. The parties have a properly issued and accepted accept it. Estoppel letter is not amended properly pursuant to the statute, then, under 701.042 Within 60 days after the unpaid balance of a loan secured by a mortgage, which has been fully paid or here's our new language or paid pursuant to an estoppel letter under subsection one above that we discussed.The, the satisfaction shall be issued. The it says, the mortgagee or mortgage servicer shall send the release to the clerk for recording and send a copy to the mortgagor or record title owner of the property. So that and that's the point we wanna be able to get these, closings done, get the, release of mortgage issued. However, as we spoke above, the actual lender's right to recuperate any and all amounts due in owing is preserved.So they're not losing their right to collect. But if they oops and sent a mortgage payoff letter that was improperly calculated, and payment was submitted and received by them correctly pursuant to that estoppel letter, they have to release, that lien on that property and let that the property owners, go forward. However, they're still able to go back to that, prior borrower and collect that amount. The attorneys fee, there will be in here an attorneys fee award, in the action to enforce this requirement.That is if the lender doesn't properly release, that mortgage, and it preserves the obligation of the mortgagor for any, like, what we discussed, for any balances due as otherwise provided by law.And I found the negotiations and discussions of this particular provision with the bankers but also with your colleagues in the house and the senate to be very interesting because people had different perspectives.Some of the legislators thought that if the lender sent a payoff and it was wrong, so sad, too bad.You can't even collect the balance from the borrower. You have to honor that a stop a letter. And yes, it's a windfall to the borrower, but we think that's the right way to adjust it. And then you had legislators that said, no. If they really owe the money, they should have to pay whatever the lender is owed. Yes. Let's require the lender to release the lien of the mortgage so that clear title is delivered to the purchaser.But if the lender made an honest mistake, and there is, you know, a couple of thousand dollars still due from the bar where then they should have the right to collect that. Now it's gonna be an unsecured debt.It's gonna be hopefully a small claims action.Hopefully the discrepancy is not that big. And hopefully it is something that the lender can fairly readily prove up.But we made sure in the law that the borrower has the right to raise whatever defenses are appropriate to the action by the lender to collect that shortfall. I think it will be really interesting to see how this plays out in the real world, in the world of litigation, as to how courts address these situations where the lender sent an estoppel letter. That's what it's called. And now is seeking and the borrower relies on that.So they're different. Yeah.Takes the net proceeds from the sale of the house.Uses it to buy the next house?It'll be really interesting to see how the courts address that.I can't wait to see how our language works out in the real world and whether or not it's beneficial.This this one in particular.This was contentious, like you mentioned with, some of my colleagues And I think we landed in the right place because as you mentioned, you know, if the bank oops and sends you a in inappropriate, incorrect number. They didn't calculate the interest correct or whatever it is that they did incorrectly.They are, you know, they're in a in a worse position by that error, because they now have an unsecured debt.So but they we did give them the extra bite at the apple by allowing them to amend it. They just have to amend it properly prior to payoff taking place. So we gave them several bites out of the apple to get this thing done correctly.And, but there is no windfall here. There's and I don't think that they're necessarily should be a windfall. And our information indicates that any amounts due after, an incorrect payoff letter, is issued, would be likely a de minimis amount. Like you mentioned, it would probably be in small claims.And I would hope that the parties would work it out. If a borrower knows they owe certain money and they, you know, we're benefiting from an a bank error, and they owe a couple hundred bucks. They should work it out with a bank and get that resolved. But then the bank, you know, if they need to file suit, in county court, to recuperate these the small amount of money, that's something between them and their borrower.Right.Now the final issue that we dealt with had to do with the question of retroactivity.And with this new law with these new adjustments of rights between the party. Would that apply to existing mortgages, mortgages already entered into, mortgages already of record, or would it apply, only to mortgages entered into after the effective date?Well, Golly Moses. If we had to wait to apply it to mortgages entered into after the effective date, we're really not adjusting the rights of the parties.So talk about that and how the legislature typically deals with that issue.So, that was, an important issue in this and in other bills that we've looked at. But in particular to this bill, retroactivity is generally disfavored by the legislature. We don't like to make, laws that go backwards in time. We only wanna make laws that go forward in time. However, there is we have the ability to do that in special circumstances such as, in this case, we, you know, and and whenever we have to do that, it's not an easy lift.But I believe we've landed in the right in in the right area because there are there are mortgages that, are being serviced currently, that are, you know, we're seeking payoffs on them on a daily basis.And those those should be subject to this new method. When the parties entered into, these mortgage agreements, they weren't necessarily relying on the fact that the mortgage payoff letter process was gonna include these, crazy estoppel letters that weren't really estoppel letters.So what we've done is we've done a correction to the law. We've put the law in a correct posture, in my view. And we've enacted this in a way when we're, it's gonna apply to all loans that are out there except to the loans that are currently in foreclosure.Or I believe where lis pendens are currently filed. Right. Right. Suggest of bankruptcy or foreclosure with the lis pendens.That's right. Which you know, we felt was appropriate. So I think that final issue was was really the key to making this bill, the very best that it could possibly be. So, I'm really glad that Governor DeSantis agreed with us.And put his John Hancock on this bill. So, Michael, do we have any questions from our audience? We do. We have a bunch of questions.And if we don't get to all of them, I'm sure Melissa and Tom will try to respond, privately afterwards. So,d oes this new law apply to what they call a mom and pop lenders private mortgages? How about to out of state lenders?Yes. Yes.Good. I would say yes. Yes.Yeah.All of the above.Excellent.10 days on the 701.041a. Is that business days or calendar days?Calendar days.What kind of teeth or enforcement remedies are available to more of the jurors if lenders failed to meet the requirement of providing the estoppel letter within the 10 day time frame.That's kind of a tough one. There was no way to easily deal with that in the language of the bill.I think that we're gonna have to see whether or not that is truly a challenge out there in the industry. And I think both the Rep. and I would love to hear from you all out there that are struggling with lenders not responding within the 10 day requirement. I would send them a copy of the bill technically.I guess you could file some kind of action against them and recover attorney's fees, but that's not a practical way to get that payoff from them. So maybe some baby teeth are in that provision.I'll add to it. When we were working on that provision, one of the things that I said, some of the silo staff and some of the folks that brought that question up originally was that I don't necessarily I personally when dealing with institutional lenders have never had a problem in getting these, in a timely response to requests for payoffs. I mean, I certainly have that problem with HOA's and condo associations, but those estoppels are a whole other problem that we're, considering otherwise. But, the institutional lenders for the most part haven't done so, but I would be interested in hearing proposed remedies for delays in providing these payoffs. Generally lenders in in my experience, have been happy to let us know how much money is owed and, are happy to take the money for the most part.It's a great question. How the lender's gonna know about this bill being passed in Florida so that they respond timely within the time frames? How is the word getting out to all these lenders around the country that we have this law? Who is it? Who's informing the lenders?So I'll jump in there.The, the Florida Bankers Association that obviously deals with Florida banks and several other banking associations were involved in the lobbying, and, following the process of this bill, which took 2 years to get past.Most lenders, which this will be shocking to all the lawyers on this webinar, but most lenders have legions of lawyers and these lenders who lend money in Florida have legions of lawyers both in Florida and throughout.So you know, we're confident that they will be apprised of the law by following webinars such as this excellent webinar that we're putting on today and other CLE products that will include legislative updates as to what lending laws have changed in the state of Florida.We have time for one one or two more. Where where are we at? Yeah. Sure. Yeah. One more, maybe.We've got a lot of good ones here. What about lenders? It will only send their payoffs to the borrowers directly. Can title companies rely on those to stop those issued to the borrowers and not to the title company?I I don't know, Tom. I would say that this law requires the lender to send it to the requestor as long as the requestor includes the appropriate authorization for the requesting of the payoff. I think they're obligated to send it to the closing agent. That's right.And and what what are the things that I would add, is that, it's my policy in within my title company that, we don't necessarily rely on payoffs that are not issued directly to the title company. I understand that that may be an issue that occurs in different in different companies, and they have different practices. But I always find that the best practice is for the title company to directly obtain the payoff letter which would have all the calculations so that we can rely on it directly, and we won't, you know, be playing third party, getting incorrect or inaccurate data.Well, and that additional risk of business email fraud, if things get emailed back and forth, you wanna reduce that as much as possible.Right. Well, oh, and last reminder, this bill is effective October 1st of this year. So we purposely scheduled this webinar early in September.So that you had time to read the bill, adjust your maybe your your processes internally in your office. Keep it fresh of mind so that we didn't do it too far in advance of October 1st. So We are out of time.Rep. Fabricio. Thank you so much for your time today.And a huge thank you for your role in making sure that this bill got over the finish line.Thanks to everybody that tended the webinar and listened in. We will try to respond to your questions, but please stay tuned for future webinars.And of course, as always, thank you for your support of The Fund.

conversations house fall speaker senate governor fund mortgage calendar ron desantis generally takes payoff hoa corrected cle john hancock fabricio senate president estoppel melissa murphy danny burgess

Contract Law: Chapter 3: Consideration and Promissory Estoppel

law clear conclusion definition considerations ricketts contract law adequacy promissory estoppel

Play Episode Listen Later Aug 29, 2023 2:27

3.1 Definition and Importance of Consideration. Consideration is a fundamental concept in contract law that involves the exchange of something of value between the parties as a prerequisite for a valid contract. Law students should delve into the characteristics and importance of consideration: a) Bargained-for Exchange: Consideration requires a mutual exchange where each party gives something of value in return for the promise or performance of the other party. b) Legal Sufficiency: The consideration exchanged must have legal value, which can include money, goods, services, a promise to perform, or a promise to refrain from doing something. c) Adequacy of Consideration: Courts generally do not inquire into the adequacy of consideration, meaning that the value exchanged does not need to be equivalent. However, grossly inadequate consideration or instances of fraud could be relevant. 3.2 Exceptions: Promissory Estoppel. Promissory estoppel is a doctrine that allows a promise to be enforced even if there is no valid consideration. Law students should understand the elements of promissory estoppel and its application: a) Clear and Definite Promise: The promise made by one party must be clear, definite, and reasonably relied upon by the other party. b) Reliance: The promisee must have reasonably relied on the promise to their detriment. c) Injustice: Enforcing the promise is necessary to prevent injustice or unconscionable behavior. 3.3 Landmark Case: Ricketts v. Scothorn (1898). The case of Ricketts v. Scothorn provides an illustration of the principle of promissory estoppel. In this case, a grandfather promised his granddaughter a sum of money. The granddaughter relied on this promise to her detriment by quitting her job and making arrangements based on the expected funds. When the grandfather later refused to fulfill his promise, the court held that promissory estoppel applied, and the granddaughter was entitled to the promised sum due to her reasonable reliance. 3.4 Conclusion. A solid grasp of consideration and its role in contract law is essential for law students. By understanding the concept of bargained-for exchange, legal sufficiency, and the exceptions such as promissory estoppel, students can navigate the complexities of contract formation and identify situations where valid consideration may not be present, yet a promise can still be enforced. --- Send in a voice message: https://podcasters.spotify.com/pod/show/law-school/message Support this podcast: https://podcasters.spotify.com/pod/show/law-school/support

Protecting Your Interests in Real Estate: Legal Blunders to Avoid

How to Scale Commercial Real Estate

Play Episode Listen Later Aug 2, 2023 21:54

Today's guest is Jeff Love. Jeff is a Partner at Gibbs Giden Locher Turner Senet & Wittbrodt, which has been named one of the Best Law Firms in the U.S. for construction law, construction litigation, and real estate law by U.S. News. Join Sam and Jeff in today's episode. -------------------------------------------------------------- Intro [00:00:00] Tenant Estoppel Certificates in Commercial Real Estate [00:05:14] Reviewing Leases and Ensuring Accuracy [00:06:53] Challenges with Obtaining Tenant Signatures [00:08:24] Tenant Estoppel Certificates [00:09:04] Common Pitfalls in Construction Contracts [00:11:45] Importance of Communication and Documentation in Construction [00:17:22] The importance of timing in real estate transactions [00:19:12] Adjusting timelines in real estate agreements [00:20:04] Closing [00:21:26] -------------------------------------------------------------- Connect with Jeff: LinkedIn (personal) - https://www.linkedin.com/in/jeff-love-65a5951a/ LinkedIn (company) - https://www.linkedin.com/company/gibbs-giden-locher-turner-&-senet-llp/ Twitter - https://twitter.com/gibbsgiden Web: https://www.gibbsgiden.com/attorneys/jeffrey-b-love/ Connect with Sam: I love helping others place money outside of traditional investments that both diversify a strategy and provide solid predictable returns. Facebook: https://www.facebook.com/HowtoscaleCRE/ LinkedIn: https://www.linkedin.com/in/samwilsonhowtoscalecre/ Email me → sam@brickeninvestmentgroup.com SUBSCRIBE and LEAVE A RATING. Listen to How To Scale Commercial Real Estate Investing with Sam Wilson Apple Podcasts: https://podcasts.apple.com/us/podcast/how-to-scale-commercial-real-estate/id1539979234 Spotify: https://open.spotify.com/show/4m0NWYzSvznEIjRBFtCgEL?si=e10d8e039b99475f -------------------------------------------------------------- Want to read the full show notes of the episode? Check it out below: Jeff Love (00:00:00) - And really understanding what you're getting from your contractor because and there's pros and cons to all of them. You know, the cost plus contract, you know, typically tell investors and clients, look, basically the contractor is passing on the cost to you, plus their premium, which is their profit and which is nothing wrong with it at all. But you got to understand that there is no maximum price if prices increase, their costs increase. So to yours. So you need to make sure you understand that and work that into your budget and your business plan. Welcome to the How to Scale Commercial Real Estate Show. Whether you are an active or passive investor, we'll teach you how to scale your real estate investing business into something big. Jeff Love is a partner at Gibbs Garden, which has been named one of the best law firms in the US for construction law, construction litigation and real estate law by US News. Jeff, welcome to the show. Thanks for having me. Absolutely. The pleasure is mine. Jeff Love (00:00:56) - Jeff There are three questions I ask every guest who comes on the show in 90s or less. Can you tell me where did you start? Where are you now and how did you get there? I started with building blocks when I was when I was a little dude, apparently. I've always liked real estate, wanted to get into real estate. Once college, UCLA thought, Hey, why not go to law school to learn about contracts? I could, you know, help me be a real estate developer. I went to law school, realized I actually like helping investors more than doing it myself, kind of like being behind the scenes, different clients, different stages. So instead of pivoting to be the real estate developer after a couple of years, which was my plan ten years later, I am a real estate transactional attorney dealing with corporate issues, securities issues and everything real estate from your mom and pop investor to your large national syndicator. Wow, That's a that's a lot to deal with. What's your favorite part about what you do? I like to think really helping investors. Jeff Love (00:01:53) - You know, a lot of times they come to me. It's their first project. You know, they've listened to a podcast. They say, you know, I'm a successful doctor, but I want to invest in this ten unit multifamily building and helping them do it, avoiding the pitfalls and really seeing them grow, not just real estate, but, you know, other clients companies we have seeing them start, you know, ten years later what they've been able to achieve. That's really the cool thing for me. That's awesome. What are some of the what are some of the common things that people come to you with? And you say, all right, here's how to go back and get your ducks in a row before you come back to me. Are there are there some things that you see repeated over and over that you're helping these first time people kind of that are venturing into larger scale commercial projects that you can help us kind of short circuit some of that. Yeah, and it's common sense, but it's it's hard to know what you don't know. Jeff Love (00:02:42) - Right? So the first thing I tell people is, you know, having your team in place, you've watched podcasts, you've you've read about it, you may be owning your home, but it's different when you get into kind of commercial real estate or investment real estate. And you really need to have a good insurance broker. You need to have an accountant that understands what you're doing, especially if you have investors and you're offering some type of preferred return. You need to have good real estate broker helping you find those deals. Oftentimes a good attorney that can help you make sure that you're protecting your other assets. So what I tell a lot of first time investors is make sure you have a good team around you so they can help you with the things that you don't know and you rely on your strengths. You rely on your advisors to help you, just like you would in any other facet of life. Yeah, absolutely. Absolutely. So you work on everything from, like you said, mom and pop large scale syndications. Jeff Love (00:03:35) - You really love the kind of first timer and watching them, watching them grow through that process. What does it look like for you? You invest as well in real estate. So what's it like on the legal side? You know, as you look at investments that you're getting into reverse, to say a lot of the times when it's me personally, I don't read half the agreements. I'm like, Oh, it's just me. No one's really relying on me. So I'm like, just sign on the dotted line. But, you know, we invest in multifamily. It's something that, you know, I like that. I like a lot of different asset classes. But for me, that's one that my wife and I, you know, kind of we understand, you know, we're not having to do allowances or brokers and manage kind of commercial. Everyone needs somewhere to live and we invest locally. So I'm in Redondo Beach City, right. You know, about 30 minutes south of LAX in Los Angeles. Jeff Love (00:04:24) - And we're reinvest in the city where we lived. We were renters. So we kind of know what things rent for, what we looked for. We can kind of manage it ourselves. I can lease, you know, show it, I can lease it. And what we did is really thought, you know, the buildings that we have are not as much for cash flow, which is really hard in Los Angeles, if not most of California, but appreciation. And we we've done it structured it in a way where we've kind of gifted our kids, you know, small interests every year. So eventually, you know, it gets it out of our estate for estate planning purposes. But it also helps them, you know, kind of get their feet wet. They're really little now, but as they grow, they'll they'll have little portions of these buildings, hopefully spur the bug with them and kind of save that for them or their retirement one day. Right? Oh, that's. Sam Wilson(00:05:13) - Really, really cool. Sam Wilson(00:05:14) - So I guess you probably never want to hear your attorney say you don't read all of it, but I bet you read. I bet you read the important parts. Are there things that you really focus in on when you do dig into the documents? Jeff Love (00:05:26) - I do. So a lot of times there's certain things that I've seen a thousand times, you know? So those are the ones that I probably don't read. It probably should. But reading for clients, but myself, you know, I've seen them over and over again, but with multifamily in particular, you know, also retail. You could make the case for any tenant is really looking at a tenant estoppel certificate in the leases because a lot of times, especially with smaller buildings, you may have ideals. A landlord may have promised a tenant certain things, you know, they could stay there for another year, but it's not in the lease. And myself or client as an investor, I want to know exactly what I'm buying. So what a tenant estoppel certificate does is it makes the tenant basically confirm certain statements in the lease. Jeff Love (00:06:12) - This is the rent, this is the term. There's no defaults. So that once I close, I buy the building. I know what I'm getting. The tenant can't come to me later and say, you know, sorry, you know, the old landlord said, I have a five year lease at a thousand bucks a month when it was supposed to be a one year lease for $10,000 a month. That's a big difference. The problem is I can always go after the seller, but then I'm stuck with that tenant and depending on what my investment plan is, I may have wanted to try to get the building vacant because it was a one year lease. That really protects me and just make sure I know exactly what I'm buying and I know that what is in the lease is actually the terms. Sam Wilson(00:06:53) - Now, that that would, I would think, help me clarify this, but that would work on a maybe single tenant situation. Or is this something where you ask for a review of these leases before you ever close and actually look for those things and then put that tenant estoppel in place? Is that is that even word that correctly or am I missing something? Jeff Love (00:07:13) - No, you did. Jeff Love (00:07:14) - And it's it's it's more practical and, you know, kind of the more tenants you get because then you have all these different leases to review Terms may have changed. I could get it for a multifamily building, for a retail shopping center, industrial building. I really want I just want to know if the lease that I'm getting, which is a very important part of commercial real estate, you know, is accurate and there's no side deals. Sam Wilson(00:07:38) - Right? And so you sign that estoppel certificate or the seller signs that estoppel certificate, is that right? Saying, hey, look, these are the terms and then you can come after me If we find out post closed that there are terms with other tenants that vary from what I've defined here. Jeff Love (00:07:56) - Sometimes it's a seller. Even better is having the actual tenant sign it because if the tenant doesn't sign it, I have a claim against the seller because it's not accurate. But the tenant, if this was the deal, the tenants, you know their in their right to stay. Jeff Love (00:08:12) - So I typically want the tenant to tell me that everything and this is accurate. If can't get that for whatever reason, then I'll have the seller sign it. But one of the two parties and that protects me as the buyer. Sam Wilson(00:08:24) - So let's assume it's a 200 unit multifamily complex. How do you practically get the tenants to sign all of this if it's not? How do you how does that work? Like, how do you get that in writing from the tenants before you close? Jeff Love (00:08:39) - Usually it's a requirement of the lease, but when you get to that scale, there are going to be some tenants you just can't track down. So when you get to 50, 100, 200 units, it may be a certain threshold seller is going to be required to get 75%, 80% of the tenants to sign the estoppel certificate for those that they can't get, the seller is going to sign the remaining, say, 20% because it's just not going to happen. If I have a 200 unit building, I'm just some tenants going to be gone. Jeff Love (00:09:04) - I'm not going to track them down. I'm not going to blow the deal over that. But I want the majority of them to sign it. That's something that's usually negotiated as part of a purchase agreement when you get to that type of large, large scale. But most multifamily leases, most leases in general, I should say, have a requirement that a tenant is going to sign an estoppel certificate. Because a lot of times if you're getting commercial debt, the lender is going to want to see it as well. Got it. Sam Wilson(00:09:30) - Got it. Okay. That's that's really, really interesting. So there should be already an agreement in place in the lease that the tenant says, hey, look, if I need to sign this certificate, I will when that time comes. Or is it signed? Typically when they sign the lease. Jeff Love (00:09:46) - It is signed. When that time comes, usually they have ten days to do it and you'll be doing that. Seller will usually do that during the process and that'll be one of the last items of due diligence. Sam Wilson(00:09:56) - How often do you feel like this important step is skipped? Jeff Love (00:10:01) - A lot, especially with smaller buildings and, you know, smaller, you know, maybe you talk to the tenant, you know, but you just, you know, you never know. And that's the problem, especially depending on what you're doing with the property. You know, if you're buying it for, you know, long term investment, maybe it's not as big of a deal. But if your strategy is, you know, I'm going to buy it, I'm going to, you know, rehab it tenant might leave, you know, rent it for a higher amount, then it's a big problem. If that one tenant's, you know, in there for five years and you didn't know about that. So I think it is overlooked but it is an important aspect of do your due diligence process for any real estate acquisition, along with, you know, environmental and tidal issues that we should be looking at as well. Sam Wilson(00:10:44) - Yeah, absolutely. Sam Wilson(00:10:45) - No, that's a great that's a great nugget. And these are things that when you look at a deal as a passive investor, you say, hey, I want to I want to find out, you know, do we have these estoppel certificates? I think if I'm using the right terminology here, do we have those signed? Jeff Love (00:11:01) - You are. And yes, yes, you should. Sam Wilson(00:11:03) - Okay, That's cool. Wow. I have I learned something new here today as a passive investor myself in multiple multifamily deals. I can't say I've ever asked that question. So there we go. Tip pro tip from Jeff Love here today. For those of you who are listening, that's that's awesome. Thank you for sharing really the inside scoop on that and what some of the things are that you look for. Let's talk a little bit about construction. I know there in your bio we mentioned the word construction. You guys handle a lot of things on the construction side of it. When I say that and you talk about commercial real estate construction, give us kind of some inside scoops on what it is you're looking for there, how you help clients out, common pitfalls, all of those things. Jeff Love (00:11:45) - Starting from the beginning. I think it's, you know, a lot of times, you know, maybe we do residential construction on our own home. But when you start investing and you have larger deals, the construction becomes kind of a different animal, so to speak. The first thing, you know, a lot of clients come to me and they don't understand is the different types of construction contracts that are just out there and what's the difference between a cost plus versus a guaranteed maximum price called sometimes you hear it called a gap and really understanding what you're getting from your contractor because and there's pros and cons to all of them. You know, the cost plus contract, you know, typically tell investors and clients, look, basically the contractor is passing on the cost to you, plus their premium, which is their profit and which is nothing wrong with it at all. But you got to understand that there is no maximum price if prices increase, their costs increase. So to yours. So you need to make sure you understand that and work that into your budget and your business plan, especially lately with inflation and rising costs. Jeff Love (00:12:46) - Really something to think about. And on the other side, I'll tell clients, well, yes, you could have a gap, which is it's my fixed price, but if the contractor has a fixed price, are they going to be cutting corners because they can get things cheaper? Is it the quality that you want and you expect or is it a different type of materials that they're using that you weren't expecting? So the first most important and probably most important thing is just to understand the relationship with the contractor, what you're getting from them, how they're billing it and how that's documented in a contract so that there are no surprises later on. Sam Wilson(00:13:23) - Yeah, I would imagine. I would imagine so. Yeah, there are. I mean, I've been a been a contractor and have contracted a lot in my life. And you're right, there's there's costs or there's benefits to both. I think the cost plus one, like you said, there's no maximum price. And it's and it's in its own right. I like it. Sam Wilson(00:13:41) - But it's also. You're basically giving your contractor a blank check. All right. Right. Hey, man, you know what and where? Ordinarily, if there's a maxed or a max price in the deal where they say, okay, you know what, maybe we don't have to order an extra, you know, truckload of whatever it is, OSB or whatever the project is. I'm just dreaming out loud here. But whereas if it's like, hey, it's cost plus it's like, yeah, sure, we'll take an extra semi load of OSB because maybe we'll need it when we're doing roofing repairs or whatever it is we're up against and oh well, just tack it on and there goes an extra 20 grand. No big deal. Right. So it's it's, it's a, it's a catch, a catch 22 there. On which way is the absolute right way to do it. What are some common not maybe the disputes isn't the wrong word but common uh things you see people getting wrong in that contract side of things that could have been worked out ahead of time. Jeff Love (00:14:35) - I don't know that would say getting wrong. A lot of times we'll use, you know, form as American Institute of Architects that are kind of common forms out in California and are pre-printed, but just not understanding the contract. You know, one of the big ones that we get, you know, defaults and kind of disputes over are termination clauses because timing is a huge issue. You know, I've got investors or even for myself, you know, I'm losing rent because I'm waiting for this to be done. And the contractor, for whatever reason, not not putting on the contractor, but they're delays. That could be the you know, the contractor is understaffed or can't get the subs out there. It could be materials. They're not coming in. But as the owner, you know, I may not be fully informed and just. I don't understand what's taking so long. So making sure you understand that. And if it doesn't work out, what does the termination section look like? I had a client, you know, a couple of weeks ago that was entering into, you know, rather small contract. Jeff Love (00:15:35) - But, you know, for what it was, it was, you know, maybe, you know, a couple million dollars, but it was for a single family residence. And what this contract had is it had a fixed fee. It was cost plus. But the contractor basically had a fixed fee in there of $200,000 that no matter when I terminated the deal, if for any reason, no reason, he got that $200,000. So to me and to the client, he had no idea that was in there and said, Well, you know what? If I just want to, you know, stop and flip the property, I've got a lot of interest. I said, If you sign this tomorrow, you owe your contractor $200,000, right? So making sure, you know, is there something like that in there or is it more common where if I terminate, I'll pay my contractor everything I owe him to date? You know, maybe there's some lost profit, but I'm not on the hook for the whole thing and that I understand that because those delays do lead a lot of times to default and desires to terminate. Jeff Love (00:16:33) - And that's where we see a lot of disputes between both sides. Sam Wilson(00:16:37) - Yeah, I can only imagine. And again, coming at it from I mean, I've been on both sides of the equation, both the the contractor doing the work in a previous life and then also the one now as the as the contractor or the general contractor, if you will, or the property owner, rather, that is, you know, contracting this this work out. And you do run into delays, be it. My problem, be it their problem, be it other subs, be it weather, be it all these things. And I think I think what I'm hearing you say and tell me if I'm wrong, but is that it's just imperative to have a clear line of communication where you guys are talking back and forth saying, hey, this is why we're slowing down. This is why it's taking more time. There is. And do you recommend if that conversation does happen, is it important to get those things in writing? Jeff Love (00:17:22) - Absolutely. Jeff Love (00:17:23) - And that's probably, if not the most biggest takeaway. You know, those listeners can communicate in every single deal because most of the problems that we have, you know, when it gets to litigation and I'll bring one of my partners say, hey, this dispute, I can't handle it now. It's not transactional. It's litigation because you can communicate whether you're contractor, you're investors, you know, whatever party it is, they didn't know what was going on, so you left them with no choice. So to your construction contract is communicate. And if there is something that changes or documenting it, you know, put it in an email, have the conversation, you know, a phone call and then follow up with an email, just, you know, confirming what we talked about. So you have that paper trail if it ever becomes an issue. And hopefully it wasn't, because now you guys you talked through it. You everyone is aware of what's going on and no one's left in the dark. Sam Wilson(00:18:14) - Yeah, absolutely. Sam Wilson(00:18:16) - Absolutely. Cool. We've talked about a lot of really great stuff here so far. We've talked about the Estoppel certificates and what you look for in opportunities. We've talked about construction and just kind of some things we should be looking for and how to how to avoid the common problems that happen on large scale commercial projects. Is there anything else that comes to mind, I guess, from the legal side of things that you think about that you say, man, here's here's the way the world is changing or stuff that you are making sure are now in deal decks or or pens maybe that weren't there a year ago. Anything any new updates on that front? Jeff Love (00:18:50) - It's a timing is a big one. I think the last couple of years when things really slowed down have showed us, you know, things take longer. A lot of times now with clients, purchase agreements, leases, we're kind of building in extra kind of contingency periods, so to speak, because I can't get someone I can't get my inspector out there. Jeff Love (00:19:12) - He's taking longer. I've had a number of clients kind of run up against hard deadlines where they're, you know, in a purchase agreement, they're forced to waive contingencies and risk their money being non-refundable, but they haven't been able to get everything done. And seller or buyer aren't cooperative. So we're really just kind of thinking that things from a 10,000 foot level and saying, can I get this done in this time period? Can I raise money from investors? Can I get my lender to respond? Can I get my property inspector out there? And if not, you know, working in can have a 30 day extension, even if I have to pay for it to make sure that that doesn't affect my deal. And that really goes across the real estate spectrum is making sure that you have adequate timing for what you need. Things are moving slower. Make sure that you're going to be prepared for that. Sam Wilson(00:19:58) - I think that's a great word. It's funny you say that because even yesterday we're sending out some LOI. Sam Wilson(00:20:04) - We kind of had a verbal agreements on things and we were changing the timelines. It was just like before it was, you know, 30 days and maybe it was 15 days, 30 days to close. And now it's, you know what we're doing 30 and 30 with a 15 day extension on the due diligence period, due diligence period, because all of the above things you just mentioned. And so it was funny just having that conversation yesterday afternoon, just slowing things down, saying, you know what, we're going to we're going to need more time for all of the aforementioned reasons. So thanks. Thanks for pointing that out because that is something that probably even six months ago I wouldn't have thought was really going to be an issue. But now it is. It's just it's just taking everybody surveyors, you name it. I mean, oh, sorry. We're four weeks out. We'll shoot. We're under. I mean, what do you do? You just you got to just, you know, get in line and wait. Sam Wilson(00:20:51) - So. That's right. That's the way it goes. Well, Jeff, thank you for taking the time to come on the show here today. Certainly learned a lot from you. A lot of great homes here for us to practically employ. So I appreciate that. If our listeners want to get in touch with you or learn more about you, what is the best way to do that? Jeff Love (00:21:06) - Check out our website. It's Gibbs Gedcom or feel free to email me J. Love at Gibbs Gate and always happy to answer real estate questions. Sam Wilson(00:21:15) - Fantastic. And for those of you who are listening, Gibbs is Gibbs getting giddy in? So Gibbs giving Jeff, thank you again for coming on today. I do appreciate it. Jeff Love (00:21:26) - Thank you. Sam Wilson(00:21:26) - Hey, thanks for listening to the How to Scale Commercial Real Estate podcast. If you can do me a favor and subscribe and leave us a review on Apple Podcasts, Spotify, Google Podcasts, whatever platform it is you use to listen. If you can do that for us, that would be a fantastic help to the show. Sam Wilson(00:21:43) - It helps us both attract new listeners as well as rank higher on those directories. So appreciate you listening. Thanks so much and hope to catch you on the next episode.

SS137: What is an Estoppel in Real Estate

Global Investors: Foreign Investing In US Real Estate with Charles Carillo

Play Episode Listen Later Jul 30, 2023 3:49

Welcome to Strategy Saturday; I'm Charles Carillo and today we're going to be discussing What is an Estoppel in Real Estate. Real estate transactions can be very complicated; especially when there are tenants in the property. In commercial real estate specifically, estoppels are a common document that maybe required during the due diligence phase of a commercial real estate sale. In this episode, Charles discusses what estoppels are, and why they might be required. Connect with the Global Investors Show, Charles Carillo and Harborside Partners: ◾ Setup a FREE 30 Minute Strategy Call with Charles: http://ScheduleCharles.com ◾ FREE Passive Investing Guide: http://www.HSPguide.com ◾ Join Our Weekly Email Newsletter: http://www.HSPsignup.com ◾ Passively Invest in Real Estate: http://www.InvestHSP.com ◾ Global Investors Web Page: http://GlobalInvestorsPodcast.com/

real real estate charles carillo estoppel

In the Spotlight: Legal business disputes, where to settle them? Singapore's framework of transnational issue estoppel

MONEY FM 89.3 - Prime Time with Howie Lim, Bernard Lim & Finance Presenter JP Ong

Play Episode Listen Later Jun 13, 2023 8:42

The Singapore Academy of Law has recently published a new report on a legal principle that might be of interest to businesses. Two disputing parties cannot try to relitigate the same issue which was already decided by a foreign court, if they subsequently try to litigate again in Singapore. So what does this mean for businesses? We speak to Colin Seow, Managing Director, Colin Seow Chambers more about this.See omnystudio.com/listener for privacy information.

law managing directors singapore framework settle disputes transnational legal business estoppel singapore academy

Collateral Estoppel Prevents New Litigation

Zalma on Insurance

Play Episode Listen Later Apr 23, 2023 10:29

Litigants May Not Try Again After Losing https://zalma.com/blog --- Support this podcast: https://podcasters.spotify.com/pod/show/barry-zalma/support

litigation collateral prevents estoppel

Collateral Estoppel Prevents New Litigation

Zalma on Insurance

Play Episode Listen Later Apr 17, 2023 10:29

Litigants May Not Try Again After Losing The plaintiffs in this action are a group of special-purpose entities that acquired various commercial properties and funded those acquisitions with loans. The loans required the plaintiffs, as borrowers, to obtain residual value insurance policies guaranteeing payment of the outstanding loan to the lenders if the borrowers did not satisfy the loan at maturity. The defendants are the insurers under those policies and related entities. The parties litigated the dispute to final judgment in Michigan and Idaho and filed a new suit in Delaware seeking the remedies they were not allowed to receive in Michigan and Idaho. In PVP Aston LLC, et al v. Financial Structures Limited, et al., C. A. No. N21C-09-095 AML CCLD, Superior Court of Delaware (March 31, 2023) the court was faced with a claim of collateral estoppel – that is – once you lose in one court you cannot go to another court for a different result on the same issue. Plaintiffs are thirty-four special-purpose entities that obtained commercial loans (each, a “Loan”) from several lenders or agents of lenders (each, a “Lender”) to finance the sale and leaseback of properties formerly owned by Rite-Aid drugstores (each, a “Property”). The Loans were evidenced and secured by a mortgage, note, and related instruments for each Property (the “Loan Documents”). Each Loan required a considerable “balloon” payment when the Loan matured in 2020 or 2021. The Michigan and Idaho courts both disagreed with the Borrowers' position that the parties intended the Insurer's right to a Loan assignment to be conditioned on the performance of an appraisal. The Michigan Court also rejected Plaintiff's effort to recover breach of contract damages because the Policy provides that “the [Insurer] shall have no liability to [the Plaintiff] except to make payment to the Additional Insured in accordance with this Policy.” The Idaho Court similarly found that the breach of contract claim was futile. In addition, having concluded the ICA was enforceable, the Idaho Court rejected the claim that FSL allegedly sold unenforceable agreements. Under Delaware law, a Delaware court will give the judgments of another state court the same preclusive effect as would a court in that state. Collateral estoppel law in Idaho and Michigan is substantially the same as the law in Delaware. Delaware follows the majority rule that an appeal does not render a judgment non-final for purposes of res judicata or collateral estoppel. Michigan and Idaho law control the question of finality for purposes of this Court's collateral estoppel analysis, and Michigan and Idaho also follow the majority rule. Finally, it is apparent that the parties had a full and fair opportunity to litigate the issues addressed in the Michigan and Idaho actions. The decisions issued by those courts describe the cases' procedural history and reflect that the parties had the opportunity to fairly present their positions. Those courts fully analyzed and considered the parties' multifaceted arguments. The Michigan Borrower moved for reconsideration of the April 22, 2022 decision but did not argue that it had lacked an opportunity to fully litigate the issues. Rather, it argued the Court erred in its analysis of the law regarding clogging the equity of redemption. Defendants' Motion to Dismiss is Granted. Accordingly, Plaintiffs' Motion for Partial Summary Judgment is Denied As Moot. The old children's motto that says one must try and try again when they fail does not apply to litigation. The insurers in this case were entitled to their subrogation rights to require payment of the loan and get title to the property. Once the plaintiffs' lost in Idaho and Michigan they did not have the right to bring the same claims in Delaware and were prevented by the application of the collateral source doctrine. (c) 2023 Barry Zalma & ClaimSchool, Inc. --- Support this podcast: https://podcasters.spotify.com/pod/show/barry-zalma/support

Failure of Lawyer to Report Claim Fatal to Coverage

Zalma on Insurance

Play Episode Listen Later Mar 29, 2023 10:57

Claims Made Policy May Not Respond to Claims Made After Expiration of the Policy Twin City Fire Insurance Company sold a malpractice insurance policy to John S. Xydakis, an attorney and one of the Defendants. Xydakis made claims under the policy based on lawsuits and motions filed against him in Illinois state court. Twin City sought a declaratory judgment that it owes no insurance coverage to Defendants for these claims or, in the alternative, rescission of the policy. In Twin City Fire Insurance Company v. Law Office Of John S. Xydakis, P.C., et al., No. 18 C 6387, United States District Court, N.D. Illinois, Eastern Division (March 20, 2023) the USDC resolved the dispute. BACKGROUND Underlying Lawsuits The Chen Lawsuit. Fiona Chen Consulting Company (“Chen Consulting”) sued Xydakis for failing to pay retained expert witness fees. All the acts and conduct related to the Chen Lawsuit occurred between January 2012 and November 2012. The Spiegel Motions for Sanctions. Litigants in a separate set of lawsuits (collectively the “Spiegel Lawsuits”) brought three motions for sanctions The presiding Cook County judge ruled on all three motions and entered judgment against Spiegel and Xydakis for over $1,000,000. The Klein Lawsuit. On August 14, 2019, Tiberiu Klein filed a complaint against Twin City and Xydakis alleging legal malpractice, breach of contract, and breach of fiduciary duty. The Twin City Insurance Policy In December 2016, Xydakis applied for legal malpractice insurance coverage from Twin City. Twin City underwrote and issued a claims-made-and-reported Lawyers' Professional Liability Policy to the Law Office of John S. Xydakis (the “Policy”). DISCUSSION Under Illinois law, the insurer's duty to defend arises when the facts alleged in the underlying complaint fall within, or potentially within, the policy's provisions. The insured bears the burden of proving that its claim falls within the policy's coverage. Once the insured has established coverage, the burden shifts to the insurer to prove that a limitation or exclusion applies. Xydakis had until March 27, 2018 to make claims under the Policy. The Chen Lawsuit, the Spiegel Motions for Sanctions, and the Klein Lawsuit each fall outside the Policy's scope of coverage, either for underlying conduct occurring before its retroactive date or for claims made after its expiration. ESTOPPEL Xydakis argued that a genuine issue of material fact exists as to whether Twin City should be estopped from denying coverage. Estoppel only applies where the insurer has breached its duty to defend. --- Support this podcast: https://podcasters.spotify.com/pod/show/barry-zalma/support

failure illinois policy lawyers claim coverage fatal spiegel sanctions law offices defendants cook county usdc united states district court twin city litigants estoppel

Notre Dame & Promissory Estoppel

Business Law 101

Play Episode Listen Later Dec 16, 2022 3:40

A college student was kicked out of school and then sued the university, claiming that he was so close to graduation they owed him the degree. For more on the Notre Dame case and the legal concept of promissory estoppel, check out Episode 122 of Business Law 101! Thanks for joining me for this episode! I'm a Houston- based attorney, run an HR Consulting company called Claremont Management Group, and am a tenured professor at the University of St. Thomas. I've also written several non-fiction political commentary books: Bad Deal for America (2022) explores the Vegas-style corruption running rampant in Washington DC, while The Decline of America: 100 Years of Leadership Failures (2018) analyzes – and grades – the leadership qualities of the past 100 years of U.S. presidents. You can find my books on Amazon, and me on social media (Twitter @DSchein1, LinkedIn @DavidSchein, and Facebook, Instagram, & YouTube @AuthorDavidSchein). I'd love to hear from you! As always, the opinions expressed in this podcast are mine and my guests' and not the opinions of my university, my company, or the businesses with which I am connected.

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Estoppel Doctrine-China's Patent System

Linda Liu & Partners

Play Episode Listen Later Oct 31, 2022 6:23

china system doctrine patent estoppel

130: Contracts I. § 139. Promissory Estoppel and the Statute of Frauds

Law Schoolers

Play Episode Listen Later Oct 27, 2022 5:40

If you would like to discuss legal topics in person, join Law Schoolers Pro at https://lawschoolers.com/join/Disclaimers:1. Nearly all of our episodes are unedited. We want to give you raw footage which means that there will be bumps, dings, and some pops.2. The information contained in these episodes are for educational purposes only, not to be used as legal advice.3. If the information is used as legal advice, Law Schoolers is not liable for any legal outcomes.

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107: Contracts I. Promissory Estoppel Part 2

Law Schoolers

Play Episode Listen Later Oct 6, 2022 11:08

contracts promissory estoppel

100: Contracts I. Promissory Estoppel

Law Schoolers

Play Episode Listen Later Sep 30, 2022 7:27

contracts promissory estoppel

Promissory estoppel a farm and a $90,000 award for defamatory Google and Yelp reviews

Legally Speaking with Michael Mulligan

Play Episode Listen Later Sep 2, 2022 23:02 Transcription Available

This week on Legally Speaking with Michael Mulligan:Promissory estoppel is an equitable doctrine that can protect a claimant's reasonable reliance on another person's word. It is intended to avoid unfairness by enforcing promises. In a case discussed on the show, a judge needed to determine if either promissory estoppel or another equitable doctrine called unjust enrichment should result in a farm being given to a man who had worked on it for many years with the expectation that he would receive it when the owner passed away. Starting in the 1970s, the farm owner made various remarks that caused the man who worked on the farm without formal pay to believe he would inherit it when the owner passed away. The remarks included things such as anyone who worked on the farm would get a piece one day and that he hoped the man who worked on the farm would be ready to fight for it one day. Ultimately, the owner of the farm, who never married and had no children, decided to leave it to a neighbour with whom he had a long-term friendship. To succeed with a claim of promissory estoppel, there are three starting requirements: 1. a representation or assurance is made to the claimant, on the basis of which the claimant expects to enjoy some right or benefit over property;2. the claimant relies on that expectation by doing something or not doing something, and that reliance is reasonable in all the circumstances; and3. the claimant suffers a detriment from this reliance, such that it would be unfair or unjust for the party responsible for the representation or assurance to go back on their word. While the representation or assurance can be express or implied, the judge hearing the case concluded that the remarks made by the farm owner over the years were too ambiguous to make out the claim. The judge also dismissed the claim based on unjust enrichment. This kind of claim also has three initial requirements:1. the respondent was enriched;2. the claimant suffered a corresponding deprivation; and3. the respondent's enrichment and the claimant's corresponding deprivation occurred in the absence of a juristic reason. The judge concluded that the man who worked on the farm did so based on an informal arrangement whereby the man would provide labour, and the farm owner would reciprocate with occasional gifts or payments without any expectation that the value of the work or gifts would be commensurate. Also, on the show, a successful claim for defamation based on Google and Yelp reviews is discussed. The case involved a customer who had a dispute with a small cedar products company concerning the purchase of some building material. The unhappy customer posted negative reviews on Google and Yelp, making false allegations that the company had defrauded and scammed him when this was not true. The judge concluded that all the elements of defamation had been proven and awarded that cedar products company $90,000 in damages. Follow this link for a transcript of the show and links to the cases discussed.

google starting farm yelp legally speaking promissory estoppel

Ep 145 - What Is A Tenant Estoppel Certificate & Why Are They Important?

Freedom Through Passive Income

Play Episode Listen Later May 25, 2022 8:26 Transcription Available

An estoppel certificate is a legally binding document where a tenant represents or promises certain things regarding its lease or rental agreement to be true, rent amount, deposits etc. Go to the tenant(s), get the information, reach out to the previous property manager or the previous owner and get the sign off. This way all parties are in agreement and no later claims of something different can be brought forward. Download your Free Private Lending Report here: www.freedomcapitalinvestments.com/lendingDownload your Freedom # worksheet here: www.freedomcapitalinvestments.com/worksheetClick on the Social Media links below and listen in on our Private Group Conversations about how to achieve Financial Freedom through a consistent pipeline of passive income investments: https://www.facebook.com/groups/freedomthroughpassiveincomehttps://www.linkedin.com/groups/14048250—————————————————————————A Tenant Estoppel Certificate is a statement by the tenant that prevents (estops) the tenant from later claiming a different state of facts. It contains the tenant's name, lease dates, rent amount, and any security deposits etc. all of the important info that you could easily get. Then the tenant signature on the second page basically just to verify everything and make sure everybody is all on the same page. When there are a lot of things missing, you have to go back to the property manager for information. It is very important to get answers for all questions. We lay out exactly what we did for the deal we just closed. We went through everything and listed any discrepancy or items we needed to clarify and then got the necessary certificates signed by the corresponding residents before closing. Join our groups on Facebook and LinkedIn.https://www.facebook.com/groups/freedomthroughpassiveincomehttps://www.linkedin.com/groups/14048250www.FreedomCapitalInvestments.comInvest Smart. Live Happy.————————————————————————— Connect with us here:FB personal pageshttps://www.facebook.com/Flipsterhttps://www.facebook.com/dani.lynn.robisonLinkedIn personal pageshttps://www.linkedin.com/in/fliprobisonhttps://www.linkedin.com/in/danilynnrobisonInstagram personal pageshttps://www.instagram.com/fliprobisonhttps://www.instagram.com/danilynn23TikTok personal pageshttps://www.tiktok.com/@danilynnrobisonhttps://www.tiktok.com/@fliprobison

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Contract law (2022): Quasi-contractual obligations: Promissory estoppel (Part Two)

Play Episode Listen Later May 24, 2022 18:51

United States. Equitable estoppel. Equitable estoppel is the American counterpart to estoppel by representation. Its elements are summarized as: Facts misrepresented or concealed, Knowledge of true facts, Fraudulent intent, Inducement and reliance, Injury to complainant, and, Clear, concise, unequivocal proof of actus (not by implication). For example, in Aspex Eyewear v Clariti Eyewear, eyeglass frame maker Aspex sued competitor Clariti for patent infringement. Aspex waited three years, without responding to a request that it list the infringed patent claims, before asserting its patent in litigation. During this period, Clariti expanded its marketing and sales of the products. The Federal Circuit found that Aspex misled Clariti to believe it would not enforce its patent, and thus estopped Aspex from proceeding with the suit. Another example of equitable estoppel is the case of Sakharam Ganesh Pandit, an Indian emigrant and lawyer who was granted American citizenship in 1914 due to his designation as "white". Subsequently, Pandit bought property, was admitted to the California bar, married a white woman, and renounced his rights to property and inheritance in British India. Following the Supreme Court case United States v Thind, which found that Indians were considered non-white, and in which Pandit represented the applicant, Bhagat Singh Thind, the US government moved to strip Pandit of his "illegally procured" citizenship. Pandit successfully challenged the denaturalization, arguing that under equitable estoppel, he would be unjustly harmed by losing his citizenship, as it would cause him to become stateless, lose his profession as a lawyer, and make his marriage illegal. In U.S. v Pandit, the U.S. Court of Appeals for the Ninth Circuit upheld Pandit's citizenship, ending denaturalization processes against him and other Indian-Americans. Promissory estoppel. In many jurisdictions of the United States, promissory estoppel is an alternative to consideration as a basis for enforcing a promise. It is also sometimes called detrimental reliance. The American Law Institute in 1932 included the principle of estoppel into § 90 of the Restatement of Contracts, stating: A promise which the promisor should reasonably expect to induce action or forbearance of a definite and substantial character on the part of the promisee and which does induce such action or forbearance is binding if injustice can be avoided only by enforcement of the promise. — Restatement (Second) removed the requirement that the detriment be "substantial". However: Equitable estoppel is distinct from promissory estoppel. Promissory estoppel involves a clear and definite promise, while equitable estoppel involves only representations and inducements. The representations at issue in promissory estoppel go to future intent, while equitable estoppel involves statement of past or present fact. It is also said that equitable estoppel lies in tort, while promissory estoppel lies in contract. The major distinction between equitable estoppel and promissory estoppel is that the former is available only as a defense, while promissory estoppel can be used as the basis of a cause of action for damages. — 28 American Jurisprudence 2d Estoppel and Waiver § 34 --- Send in a voice message: https://anchor.fm/law-school/message Support this podcast: https://anchor.fm/law-school/support

Contract law (2022): Quasi-contractual obligations: Promissory estoppel (Part One)

legal types obligations quasi contractual contract law promissory estoppel

Play Episode Listen Later May 17, 2022 12:24

Estoppel is a judicial device in common law legal systems whereby a court may prevent or "estop" a person from making assertions or from going back on his or her word; the person being sanctioned is "estopped". Estoppel may prevent someone from bringing a particular claim. Legal doctrines of estoppel are based in both common law and equity. It is also a concept in international law. Types of estoppel. There are many different types of estoppel which can arise, but the common thread between them is that a person is restrained from asserting a particular position in law where it would be inequitable to do so. By way of illustration: If a landlord promises the tenant that he will not exercise his right to terminate a lease, and relying upon that promise the tenant spends money improving the premises, the doctrine of promissory estoppel may prevent the landlord from exercising a right to terminate, even though his promise might not otherwise have been legally binding as a contract. The landlord is precluded from asserting a specific right. If a person brings legal proceedings in one country claiming that a second person negligently injured them and the courts of that country determine that there was no negligence, then under the doctrine of issue estoppel the first person will not normally be able to argue before the courts of another country that the second person was negligent (whether in respect of the same claim or a related claim). The first person is precluded from asserting a specific claim. Estoppel is an equitable doctrine. Accordingly, any person wishing to assert an estoppel must normally come to the court with "clean hands". The doctrine of estoppel (which may prevent a party from asserting a right) is often confused with the doctrine of waiver (which relates to relinquishing a right once it has arisen). It also substantially overlaps with, but is distinct from, the equitable doctrine of laches. --- Send in a voice message: https://anchor.fm/law-school/message Support this podcast: https://anchor.fm/law-school/support

Property law (2022): Conveyancing: Deeds registration + Estoppel by deed + Quitclaim deed

Real Estate Investor Dad Podcast ( Investing / Investment in Canada )

Play Episode Listen Later Apr 28, 2022 9:39

Property Deeds registration is a land management system whereby all important instruments which relate to the common law title to parcels of land are registered on a government-maintained register, to facilitate the transfer of title. The system has been used in some common law jurisdictions and continues to be used in some jurisdictions, including most of the United States. It is being replaced by Torrens systems in many jurisdictions. Australia, Ireland as well as most Canadian provinces have converted from deeds registries to Torrens titles. Some Canadian provinces have never operated a deeds registry and have always used Torrens titles. Other Canadian provinces which have converted from a deeds registry to Torrens titles have operated both systems in conjunction until the Torrens system gradually superseded the deeds registry system, as was the case in Nova Scotia and New Brunswick during the 2000s. In the Canadian province of Ontario, electronic registration led to Ontario's version of Torrens title covering almost all land, but the past deeds registration still governs some issues. Hong Kong and the Canadian provinces of Quebec, Newfoundland and Labrador and Prince Edward Island are the only provinces left which still operate a deeds registration system. In contrast to the Torrens system in which basically the one who registered in a land registry as owner of a piece or parcel of land has an indefeasible title of the land, deeds registration system is merely a registration of all important instruments related to that land. In order to establish one's title to the land, a person (or usually their purchaser's attorney) will ascertain, for example: all the title documents have been properly executed, "a chain of title" is established, for example, the proper ownerships from the granting of the land from the government to the current owner, and, there are no encumbrances on the land that probably will harm the title of the land. Estoppel is a common law doctrine which, when it applies, prevents a litigant from denying the truth of what was said or done. The doctrine of estoppel by deed (also known as after-acquired title) is a particular estoppel doctrine in the context of real property transfers. Under the doctrine, the grantor of a deed (generally the seller of a piece of real property) is estopped (barred) from denying the truth of the deed. The doctrine may only be invoked in a suit arising out of the deed, or involving a particular right arising out of the deed. While rooted in warranty deeds, estoppel by deed has been extended to affect quitclaim deeds if the deed represents that the grantor actually had title. Generally, a quitclaim is a formal renunciation of a legal claim against some other person, or of a right to land. A person who quitclaims renounces or relinquishes a claim to some legal right, or transfers a legal interest in land. Originally a common law concept dating back to Medieval England, the expression is in modern times mostly restricted to North American law, where it often refers specifically to a transfer of ownership or some other interest in real property. Commonly, quitclaims are used in situations where a grantor transfers any interest they have in property to a recipient (the grantee) but without offering any guarantee as to the extent of that interest. There may even be no guarantee that the grantor owns the property or has any legal interest in it whatsoever. Specific situations where a precise definition of the grantor's interest (if any) may be unnecessary include property transferred as a gift, to a family member, or into a business entity. The legal instrument by which the transfer is effected may be known as a quitclaim deed or quitclaim agreement. Details of the instrument itself, and the typical circumstances of use, vary by U.S. state. --- Send in a voice message: https://anchor.fm/law-school/message Support this podcast: https://anchor.fm/law-school/support

Promissory Estoppel

Law To Fact

Play Episode Listen Later Mar 13, 2022 23:57

In this episode, Professor Josh Galperin, Professor of Law at the Elisabeth Haub School of Law interviews me about equitable remedies and promissory estoppel.Some key takeways...1. Promissory estoppel is an equitable remedy, awarded for fairness when a legal remedy is not available.2. Promissory estoppel is only available in the absence of a legal contract.3. Promissory estoppel is available if (1) the promisor should reasonably expect to induce action or forbearance on the part of the promisee (objective evaluation) (2) the promisee did rely on the promise (subjective evaluation) (3) injustice can only be avoided by granting a remedyAbout our guest...Professor Josh Galperin teaches contracts, administrative law and environmental law at the Elisabeth Haub School of Law. Prior to joining the Elisabeth Haub School of Law at Pace University, Professor Gelperin was on the faculty at the University of Pittsburgh School of Law where he was a two-time winner of the Most Valuable Professor award. Prior to Pitt, he was the Director of the Environmental Protection Clinic, Lecturer in Law, and a Research Scholar at Yale Law School. He has published extensively on environmental law, with particular emphasis on the role of non-governmental advocates in the creation and maintenance of environmental law, takings and just compensation, invasive species policy, and private environmental governance. Professor Galperin worked for the Southern Alliance for Clean Energy (SACE) where he was a policy analyst and research attorney. Galperin studied law at Vermont Law School where he graduated magna cum laude and was a member of the Vermont Law Review's senior editorial board. He earned a master's degree in environmental management from the Yale School of the Environment (then the Yale School of Forestry and Environmental Studies) and a bachelor's degree in political science with a minor in wildlife conservation from the University of Delaware.

director university law professor environment delaware lecturer pitt yale school forestry yale law school environmental studies pace university pittsburgh school research scholar vermont law school promissory estoppel southern alliance elisabeth haub school

Estoppel Certificates and Condo Diligence

Play Episode Listen Later Jan 26, 2022 68:46

Need to book a coaching call fast? Book here > https://calendly.com/wayne-hillier-coaching/60-minutes Interested in joining our next REI Cabin Retreat in February? Head to: https://www.eventbrite.ca/e/february-real-estate-investing-cabin-retreat-tickets-220787099157

Estoppel Certificates and Condo Diligence

Real Estate Investing Morning Show ( REI Investment in Canada )

Play Episode Listen Later Jan 26, 2022 68:46

Travis Jensen | Collateral estoppel and unfair outcomes for the winner?

BCLT's Expert Series

Play Episode Listen Later Aug 10, 2021 18:14

When is winning an IPR a handicap in District Court litigation? One District Court issued—in its own words—a “counterintuitive” result allowing the patent owner to try claims invalidated by the PTAB in a FWD while prohibiting the accused infringer from challenging the validity of those same claims. More on Travis Jensen. SPEAKERS Wayne Stacy, Travis Jensen Wayne Stacy 00:00 Welcome, everyone to the Berkeley Center for Law and Technology's Expert Series podcast. I'm Wayne Stacy, the Executive Director for BCLT and your host today. Today's topic is the world of PTAB estoppel. And some of the odd outcomes that are impacting litigations with me to go over this topic is Travis Jensen, one of the country's top patent litigators from Orrick. So, Travis, thank you for joining us today. I look forward to hearing your thoughts on this odd case. Travis Jensen 00:31 My pleasure. Thanks for having me. Wayne Stacy 00:33 So the the case have been hinting at here is that the trust ID versus Next Caller case out of Delaware chat a little bit of write up and a little bit of head scratching. So tell us why this case is of any interest to people? Travis Jensen 00:49 Well, I think it's because the case contrasts two aspects of PTAB related estoppel. And those are the statutory IPR estoppel provision and the equitable doctrine of collateral estoppel and it analyzed these in the same order and reached what the district court itself characterized as a counterintuitive result. It's something that I think a lot of practitioners kind of instinctively felt, you know, perhaps was unfair. And let me just read, I think, one statement from the the court's order that that highlights this, the court said, "The court understands that allowing plaintiffs to proceed at trial on claims that have been found by the PTAB to be invalid, while at the same time preventing defendant from asserting prior art defenses against these claims based on estoppel under 315 E2 seems counterintuitive. That said it is a permissible result that follows from the statute and relevant case law. So I think it's really the contrast of those two different types of estoppel that caught people's attention. Perhaps standing alone, you know, either of the court's rulings may not have been quite as interesting. Wayne Stacy 02:07 So we're 10 years into the AIA and this estoppel provision, you know, doesn't seem to me that when Congress drafted the original estoppel provision, they were contemplating this particular result. Not sure what, what exactly they were contemplating on this interplay. But, but why are we still talking about estoppel, 10 years into this? Travis Jensen 02:31 I think that's a fair question. And, you know, certainly the statutory estoppel provisions have received a lot of attention and airtime and have been, you know, the subject of numerous court decisions. But even those issues aren't fully resolved. Right, the Federal Circuit has yet to weigh in, at least in a definitive matter on the scope of the statutory estoppel. And, you know, what is reasonably could have raised mean, you know, on the collateral estoppel front here, the issue preclusion, you know, I think that's received a lot less attention for a few different reasons. You know, number one is, you know, in the early days, you know, the, the IPR's we're essentially validating a lot of patents, and so they wouldn't come back to the district court. Right, which is the only place or the primary place where this issue would would come up o

Robert Merges | Minerva: The future of assignor estoppel and the practical impact on litigation tactics

BCLT's Expert Series

Play Episode Listen Later Jul 30, 2021 16:51

Minerva, on its face, seems relatively straight forward--assignor estoppel survives in some cases. But how will District Courts handle mandatory fact discovery? And what can companies do to anticipate the future? More on Robert Merges. SPEAKERS Rob Merges (BCLT/Berkeley Law), Wayne Stacy Wayne Stacy 00:01 Welcome to the Berkeley Center for Law and Technology's Expert Series podcast. I'm Wayne Stacy, the Executive Director for BCLT. And with me today is Professor Rob Merges from the Berkeley School of Law. Today, we're talking about the Supreme Court's recent Minerva surgical case, and its impact on tech companies. Rob, thank you for joining us. Rob Merges 00:25 Good to be here. Wayne Stacy 00:27 Well, let's start, as they say, at the beginning, the Supreme Court in Minerva held that assignor estoppel survives in some cases, but not all, and then it remanded it back for more fact finding. And what we know is that it's still an equitable matter that the court will get to decide based on whatever facts it comes up with. So how do you see these types of cases playing out practically in the future? Rob Merges 00:58 Well, I think we, we have some guidance from Supreme Court. But you know, I think the remand you mentioned is suggestive of the fact that they expect the case law to have to flesh out the factors that will be important. In the Supreme Court opinion, the idea was to return the doctrine to its equitable roots. They seem to pay attention to the fact that, like a lot of patent applications, the claims here were amended, you know, long after the priority date. And in a way that the inventor suggested, you know, deviated from his understanding of the nature of the invention. But I think the equitable factor is is just going to be whether it's fair under the circumstances, to find an estoppel, given certain facts. And the facts that they seem to be suggesting, need to be considered are, you know, what the inventor knew how the inventor understood the invention. And maybe you might say, the magnitude of the amendments, and how far the continuation application was stretched or pushed beyond the boundaries of what the inventor, you know, can be shown to have understood. I think that's really the those are the equitable factors that they're pushing on. Wayne Stacy 02:31 How do you see these equitable factors interplaying with the continuation practice, that's become so commonplace? Rob Merges 02:42 Yeah. So, you know, I think the the Supreme Court didn't make a per se rule or didn't didn't directly address head on perceived abuses of continuation practice. But I think latent in the opinion, is some suspicion about, you know, aggressive amendment practicing. And that might suggest to the courts that, you know, if they want to limit the, the effect of the Minerva case, they might just say that this is a case that applies to you know, sort of radical amendments, because we can assume that they weren't contemplated, but the inventors contemplation would sort of be an afterthought. And the real purpose would be to turn this into a tool. In some cases, you know, only where an inventor is willing to attack his own patent. But in those cases, you could turn this into a tool to limit continuation practice. And maybe that's a suggestion that we ought to take a hard look at that practice, outside the estoppel context. I'm not the first person to suggest that continuation practice, and, you know, the purchase of open applications has been subject to some manipu

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Ep. 64 - Precedential Decisions from 7/12/2021 - 7/18/2021 (admin closure; reasonable fear review; termination; adverse credibility; IJ bias; motion to reopen; collateral estoppel; material support of terrorism; realistic probability test)

Supreme Court decision syllabus (SCOTUS)

Play Episode Listen Later Jul 19, 2021 59:31

Matter of Cruz-Valdez, 28 I&N Dec. 326 (A.G. 2021)administrative closure; Matter of Castro-Tum Valarezo-Tirado v. Att'y Gen. U.S., No. 20-1705 (3d Cir. July 15, 2021)reasonable fear interview; reinstatement; withholding-only; adequacy of IJ decision; CAT B.R. v. Garland, No. 19-70386 (9th Cir. July 12, 2021)termination; regulatory violations; due process; service of NTA on minor; egregious constitutional violation; evidence of alienage; CAT; drug cartels; Mexico Lalayan v. Garland, No. 18-73062 (9th Cir. July 13, 2021)adverse credibility; plausibility; demeanor; ArmeniaSingh v. Garland, No. 19-60937 (5th Cir. July 12, 2021)stay of removal; due process; adverse credibility; IJ bias; extra-record evidence; Matter of R-K-K-; political opinion; persecution; Mann Party; BJP; India Sanchez-Gonzalez v. Garland, No. 20-3938 (6th Cir. July 16, 2021)motion to reopen; jurisdiction; INA § 241(a)(5); reinstatement; gross miscarriage of justice; Ohio Revised Code § 2943.031(A); duty to advise immigration consequences Coto-Albarenga v. Garland, No. 20-2539 (8th Cir. July 12, 2021)adverse credibility; credible fear interview; discrepancies Fofana v. Mayorkas, No. 20-1623 (8th Cir. July 15, 2021)material support of terrorism; issue preclusion; collateral estoppel; United Liberation Movement Peh v. Garland, No. 20-1508 (8th Cir. July 16, 2021)realistic probability test; Iowa Code § 710.10(3); “entice”; INA § 237(a)(2)(E)(i); crime of child abuse, child neglect, or child abandonment Ochoa-Salgado v. Garland, No. 19-60519 (5th Cir. July 16, 2021)drug trafficking aggravated felony; INA § 101(a)(43)(B); delivery; offer to sell; rule of orderliness; categorical approach; Texas Health and Safety Code § 481.112 *Sponsors and friends of the podcast!Kurzban Kurzban Tetzeli and Pratt P.A.www.kktplaw.com/Immigration, serious injury, and business lawyers serving clients in Florida, California, and all over the world for over 40 years.Docketwisewww.docketwise.com/immigration-review"Modern immigration software & case management"Check out our Patreon page at https://www.patreon.com/immigrationreview*CONTACT INFORMATIONEmail: kgregg@kktplaw.comFacebook: "Immigration Review Podcast" or @immigrationreviewInstagram: @immigrationreviewTwitter: @immreviewDISCLAIMER: Immigration Review® is a podcast made available for educational purposes only. It does not provide specific legal advice. Rather, the Immigration Review® podcast offers general information and insights regarding recent immigration cases from publicly available sources. By accessing and listening to the podcast, you understand that there is no attorney-client relationship between you and the podcast host. The Immigration Review® podcast should not be used as a substitute for competent legal advice from a licensed professional attorney in your state. MUSIC CREDITS: "Loopster," "Bass Vibes," "Chill Wave," and "Funk Game Loop" Kevin MacLeod (incompetech.com) Licensed under Creative Commons: By Attribution 4.0 License http://creativecommons.org/licenses/by/4.Support the show (https://www.patreon.com/immigrationreview)

MINERVA v. HOLOGIC (assignor estoppel)

Play Episode Listen Later Jul 3, 2021 11:08

https://www.supremecourt.gov/opinions/20pdf/20-440_9ol1.pdfSupport the show (https://paypal.me/SCOTUSsyllabus)

pdfsupport hologic estoppel

“Assignor Estoppel” at the Supreme Court: Stare Decisis or Doctrinal Dinosaur?—Featuring Matt Wolf

TMT Time

Play Episode Listen Later Apr 29, 2021 25:26

Evan is joined by IP Practice Co-Chair Matt Wolf to go behind the scenes of his recent argument before the nation's highest court in Minerva Surgical, Inc. v. Hologic, Inc., assessing whether assignor estoppel should be eliminated, retained, or limited.

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The Valley Current®: Is SCOTUS about to abolish assignor estoppel (Minverva Surgical v. Hologic) the way it abolished licensee estoppel 50+ years ago (Lear v. Adkins)?

THE VALLEY CURRENT®️ COMPUTERLAW GROUP LLP

Play Episode Listen Later Apr 28, 2021 41:06

More than 50 years after licensee estoppel (Lear v. Adkins) was abolished, SCOTUS has decided to review assignor estoppel (Minerva Surgical v. Hologic) signaling a similar fate may be in store for the doctrine. Jack Russo asks Michael Risch to weigh in on the validity of assignor estoppel compared to licensee estoppel and react to the oral arguments SCOTUS heard last week. Has the opposition argued effectively enough to stop assignor estoppel from being overturned? Would some estoppel be a fairer conclusion over boundless estoppel?

law current valley contract scotus courts years ago litigation surgical patents adkins lear abolished licensee hologic estoppel jackrusso

S2 Episode 17: 2020 Update: Recent Cases on Formation of Contracts of Sale of Land

Think Foley's

Play Episode Listen Later Mar 15, 2021 65:39

Philip Barton reviews Supreme Court and County Court cases over the past 5 years on contracts of sale of land: 1. Offer and Acceptance including a solicitor's authority to conclude a contract and a company director's authority to make a contract 2. The 4 Masters v Cameron categories and contract interpretation 3. Statute of Frauds 4. Void for Uncertainty 5. Estoppel against denying existence of a contract 6. Section 32 statements 7. Cooling off under s 31 Sale of Land Act

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Regskolom - 3 March 2021

Radio Helderberg 93.6FM

Play Episode Listen Later Mar 3, 2021 13:03

Skakel in elke Woensdag om 8:40vm vir die Regskolom op #WakeUpShakeUp geborg deur Goussard Coetzee & Otto Inc. Die onderwerp vir Woensdag 3 Maart is die Estoppel – is ‘n verweer wat in sommige omstandighede gebruik kan word. Die Regskolom Program word aangebied deur Goussard Coetzee & Otto Prokureurs. Vir vooraanstaande regsadvies teen bekostigbare tariewe Besoek Goussard Coetzee & Otto Prokureurs by die Fairview Sentrum op die 1ste vloer, kantoor nommer 14B in Caledon straat, Somerset Wes.

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Contract law: Remedies - Quasi-contractual obligations: Promissory estoppel (Part 2 of 2)

court beer appeal hughes obligations remedies quasi collier rees in english contractual contract law promissory estoppel

Play Episode Listen Later Feb 5, 2021 19:59

Promissory estoppel. The doctrine of promissory estoppel prevents one party from withdrawing a promise made to a second party if the latter has reasonably relied on that promise. A promise made without consideration is generally not enforceable. It is known as a bare or gratuitous promise. Thus, if a car salesman promises a potential buyer not to sell a certain car over the weekend, but does so, the promise cannot be enforced. But should the car salesman accept from the potential buyer even one penny in consideration for the promise, the promise will be enforceable in court by the potential buyer. Estoppel extends the court's purview even to cases where there is no consideration, though it is generally not a 'sword': not a basis on which to initiate a lawsuit. In English jurisprudence, the doctrine of promissory estoppel was first developed in Hughes v Metropolitan Railway Co but was lost for some time until it was resurrected by Denning J in the controversial case of Central London Property Trust Ltd v High Trees House Ltd. Promissory estoppel requires: 1. an unequivocal promise by words or conduct; 2. evidence that there is a change in position of the promisee as a result of the promise (reliance but not necessarily to their detriment); and 3. inequity if the promisor were to go back on the promise. In general, estoppel is "a shield not a sword"—it cannot be used as the basis of an action on its own. It also does not extinguish rights. In High Trees the plaintiff company was able to restore payment of full rent from early 1945 and could have restored the full rent at any time after the initial promise was made provided a suitable period of notice had been given. In this case, the estoppel was applied to a "negative promise", that is, one where a party promises not to enforce full rights. Estoppel is an equitable (as opposed to common law) construct and its application is therefore discretionary. In the case of D & C Builders v Rees the courts refused to recognize a promise to accept a part payment of £300 on a debt of £482 on the basis that it was extracted by duress. In Combe v Combe Denning elaborated on the equitable nature of estoppel by refusing to allow its use as a "sword" by an ex-wife to extract funds from the destitute husband. The general rule is that when one party agrees to accept a lesser sum in full payment of a debt, the debtor has given no consideration, and so the creditor is still entitled to claim the debt in its entirety. This is not the case if the debtor offers payment at an earlier date than was previously agreed, because the benefit to the creditor of receiving payment early can be thought of as consideration for the promise to waive the rest of the debt. This is the rule formulated in Pinnel's Case, and affirmed in Foakes v Beer. The decision of the Court of Appeal in Collier v P & MJ Wright (Holdings) Ltd suggests that the doctrine of promissory estoppel can now operate to mitigate the harshness of this common law rule. Moreover, Arden LJ held that allowing a creditor to renege on his promise to forebear seeking the balance of a debt in return for part payment would be, in and of itself, inequitable. Therefore, the only reliance that the promisee must demonstrate is the actual making of the part payment. This approach has been criticised as doing violence to the principle set down in Hughes and the extent to which the other members of the Court, namely Longmore LJ, agreed with it is uncertain. --- Send in a voice message: https://anchor.fm/law-school/message Support this podcast: https://anchor.fm/law-school/support

Contract law: Remedies - Quasi-contractual obligations: Promissory estoppel (Part 1 of 2)

legal types obligations remedies quasi contractual contract law promissory estoppel

Play Episode Listen Later Jan 29, 2021 16:18

11. Promissory Estoppel

Contract Law - LW118

Play Episode Listen Later Nov 23, 2020

If you make a promise to someone, stipulating that you will refrain from exercising your strict legal rights, and the other person acts on this promise, in good faith, then the law may enforce that promise, even if no consideration has been provided for it. We call this scenario promissory estoppel and that’s what this lecture is about.Continue reading "11. Promissory Estoppel"

promissory estoppel

11. Promissory Estoppel

Contract Law - LW202

Play Episode Listen Later Nov 2, 2020

promissory estoppel

Agency by Estoppel

Corpus Juris

Play Episode Listen Later Oct 30, 2020 1:50

This episode covers agency by estoppel! --- This episode is sponsored by · Anchor: The easiest way to make a podcast. https://anchor.fm/app

agency estoppel

SJ's Toolbox Term: Doctrine of Promissory Estoppel

SJCC's Site Survey Podcast

Play Episode Listen Later Sep 26, 2020 0:41

Doctrine of Promissory Estoppel --- Support this podcast: https://anchor.fm/sjccsitesurvey/support

doctrine toolbox promissory estoppel

DO ESTOPPEL LIBERTÁRIO

Etoempire

Play Episode Listen Later Aug 1, 2020 11:44

Conheça todo meu trabalho e formas de apoia-lo http://etoempire.ctcin.bio/ A liberdade é inevitável!!Essa narração foi apoiada por : Allan Ricardo, Nicola Occhipinti Magalhães, Douglas Otoni, Átila Balzer Piekarski, Patrick Tracanelli, Artur Lima, Vinícius Perini, Ricardo Ariel Nasatto, Thiago Carneiro Ribeiral, Luis Otavio Oliveira da Matta, Lucas Terass, Lucas Terassi, Carlos Oliveira, Leonardo José Consoni, Vinícius Antunes de Proença, Andrei Zamoiski, Gabriel De Souza Seibel, Gustavo Silva Soares De Lima, Paulo Braga https://apoia.se/etoempire Muito obrigado:)

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Episode 28: I like my coffee like I like my collateral estoppel - extra bitter

Class Re-Action Podcast

Play Episode Listen Later Jul 19, 2020 35:06

The Episode 28 hosts are H. Scott Leviant and Linh Hua. Show topics include Williams v. U.S. Bancorp Investments, Inc. (June 9, 2020). This episode is published by The Complex Litigator.

coffee bitter collateral estoppel

095: Listen and Learn -- Promissory Estoppel

The Bar Exam Toolbox Podcast: Pass the Bar Exam with Less Stress

Play Episode Listen Later Jul 6, 2020 17:53

Welcome back to the Bar Exam Toolbox podcast! Today's episode is part of our "Listen and Learn" series, where we review legal concepts and use them in fact patterns. This time we're analyzing a topic from contract law -- promissory estoppel. In this episode, we discuss: When is a promise breakable, and when is it a contract? What is inadequate consideration? The "reasonable and detrimental actions" requirement for promissory estoppel Breach of contract and reliance damages Analyzing two questions pertaining to promissory estoppel How to structure the essay answer when the fact pattern contains multiple actions Resources: Brainy Bar Bank – UBE (MEE + MPT) (https://barexamtoolbox.com/brainy-bar-bank-ube-mee-mpt) Examples & Explanations: Contracts (https://www.amazon.com/Examples-Explanations-Contracts-Brian-Blum/dp/1454815477) California Bar Examination – Essay Questions and Selected Answers, July 2002 (https://juraxbar.com/wp-content/uploads/2016/04/July-2002-CBX.pdf) Podcast Episode 71: Tackling an MEE Contracts Essay Question (https://barexamtoolbox.com/podcast-episode-71-tackling-an-mee-contracts-essay-question/) Podcast Episode 87: Listen and Learn -- Homicide (https://barexamtoolbox.com/podcast-episode-87-listen-and-learn-homicide/) Podcast Episode 88: Listen and Learn – Negligence Per Se (https://barexamtoolbox.com/podcast-episode-88-listen-and-learn-negligence-per-se/) Podcast Episode 89: Listen and Learn – What Is Hearsay? (https://barexamtoolbox.com/podcast-episode-89-listen-and-learn-what-is-hearsay/) Podcast Episode 91: Listen and Learn – Logical and Legal Relevance (https://barexamtoolbox.com/podcast-episode-91-listen-and-learn-logical-and-legal-relevance/) Podcast Episode 92: Listen and Learn – Subject Matter Jurisdiction (https://barexamtoolbox.com/podcast-episode-92-listen-and-learn-subject-matter-jurisdiction/) Podcast Episode 93: Listen and Learn – Constructive Eviction (https://barexamtoolbox.com/podcast-episode-93-listen-and-learn-constructive-eviction/) Download the Transcript (https://barexamtoolbox.com/episode-95-listen-and-learn-promissory-estoppel/) If you enjoy the podcast, we'd love a nice review and/or rating on Apple Podcasts (https://itunes.apple.com/us/podcast/bar-exam-toolbox-podcast-pass-bar-exam-less-stress/id1370651486) or your favorite listening app. And feel free to reach out to us directly. You can always reach us via the contact form on the Bar Exam Toolbox website (https://barexamtoolbox.com/contact-us/). Finally, if you don't want to miss anything, you can sign up for podcast updates (https://barexamtoolbox.com/get-bar-exam-toolbox-podcast-updates/)! Thanks for listening! Alison & Lee

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Contract law: Promissory estoppel

CLW : Christianity, Law and women in Nigeria

Play Episode Listen Later May 28, 2020 0:20

Contract law: Promissory estoppel

contract contract law promissory estoppel

An Overview of Closing Costs

Jacksonville Real Estate Podcast with Jeff Riber

Play Episode Listen Later May 8, 2020

Who pays for which closing costs in a real estate transaction? Before I answer that question, a quick reminder: there is no law stating which party has to pay a particular cost. What we’re talking about is the customary costs for a particular location. Different market areas have different customs. The following is what’s customary for sellers to pay in Northeast Florida: Deed stamps: This state tax constitutes 0.007% of the sale price. It’s a set rate, so there’s no negotiating it. Owners title insurance policy: This is also a state-regulated amount that basically provides insurance to the new buyer so that if any issues arise from previous ownership, it’s taken care of by the title insurance company. Title search: The title company, in general, will handle the transaction as a whole, including the search and organizing the title insurance policy, which brings me to our next item… Settlement fee: This is what the title company charges for doing the work mentioned above and handling the money, which goes from the lender to the seller, and then the seller to their lender, and so on. Survey fee: This shows the buyer what they actually own. Other costs that are sometimes asked of sellers to pay include the satisfaction of the mortgage (if they have one) to pay off their existing loan, courier fees, wire fees, the home warranty, seller paid closing costs on behalf of the buyer, etc. Typically, buyers pay for anything associated with getting financing in Northeast Florida, so if you’re paying cash to purchase your home, your closing costs are minimal—all you have to pay is a recording fee. If you’re using financing to purchase though, you’ll be expected to cover several fees in addition to that: Intangible tax: This is a tax on getting a mortgage, and it goes toward the state coffers. 0.002 * the loan amount. Note stamps: This is like the deed stamps, except against the amount of the loan just a different amount. 0.0035 * loan amount. Mortgagee title insurance policy: This is similar to the owner’s title insurance policy, except it protects the lender. Title insurance endorsements: These are smaller modifications to your title insurance policy that protect you from issues that might arise if you live in a homeowners association or condominium complex, as an example. Inspection fees: Whether it’s a general inspection, WDO inspection, pool inspection, etc., these are usually paid outside of the closing. Mortgage origination charges: When you borrow money from a bank or mortgage company, this is the fee you pay them for originating your loan. Appraisal fee: This is the fee you pay your lender so they can hire an appraiser to substantiate the amount you’re paying for the home. Mortgage Insurance: This applies if you’re putting less than 20% down. Depending on the loan type, different terminology is used to describe the same function. On FHA loans it’s MIP (mortgage insurance premium). For a VA loan, this is referred to as a funding fee. Other miscellaneous buyer costs can include: Home warranty fee Lender’s flood certification Wire fee Municipal lien search fee Estoppel letter fee To see a more in-depth description of these costs, follow this link that takes you to my blog post. Remember, everything in real estate is negotiable—you never know what the other party is willing to pay for unless you ask. If you have questions about this or any real estate topic, don’t hesitate to reach out to me. I’d love to help you.

245: Listen and Learn -- Promissory Estoppel

The Law School Toolbox Podcast: Tools for Law Students from 1L to the Bar Exam, and Beyond

Play Episode Listen Later May 4, 2020 12:54

Welcome back to the Law School Toolbox podcast! This is another episode in our "Listen and Learn" series, where we review legal concepts and apply them to fact patterns. Today, we're talking about promissory estoppel. In this episode we discuss: When is a promise breakable, and when is it a contract? What is inadequate consideration? Analyzing a question from the July 2002 California bar exam Breach of contract and reliance damages Why reasoning is more important than the conclusion on law school exams Resources: Start Law School Right course (https://lawschooltoolbox.com/start-law-school-right/) California Bar Examination – Essay Questions and Selected Answers, July 2002 (https://juraxbar.com/wp-content/uploads/2016/04/July-2002-CBX.pdf) Podcast Episode 215: Listen and Learn – The Commerce Clause (https://lawschooltoolbox.com/podcast-episode-215-listen-and-learn-the-commerce-clause/) Podcast Episode 218: Listen and Learn – Supplemental Jurisdiction (Civ Pro) (https://lawschooltoolbox.com/podcast-episode-218-listen-and-learn-supplemental-jurisdiction-civ-pro/) Podcast Episode 244: Listen and Learn – Negligence Per Se (https://lawschooltoolbox.com/podcast-episode-244-listen-and-learn-negligence-per-se/) Download the Transcript (https://lawschooltoolbox.com/episode-245-listen-and-learn-promissory-estoppel/) If you enjoy the podcast, we'd love a nice review and/or rating on Apple Podcasts (https://itunes.apple.com/us/podcast/law-school-toolbox-podcast/id1027603976) or your favorite listening app. And feel free to reach out to us directly. You can always reach us via the contact form on the Law School Toolbox website (http://lawschooltoolbox.com/contact). If you're concerned about the bar exam, check out our sister site, the Bar Exam Toolbox (http://barexamtoolbox.com/). You can also sign up for our weekly podcast newsletter (https://lawschooltoolbox.com/get-law-school-podcast-updates/) to make sure you never miss an episode! Thanks for listening! Alison & Lee

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O estoppel como princípio de vedação ao comportamento contraditório - I CIDIGIN

Iberojur

Play Episode Listen Later Jan 29, 2020 9:26

Filipe Gomes Dias Costa y Paulo Augusto de Oliveira - Universidade Federal da Paraíba (BRASIL) - Universidade de Coimbra (PORTUGAL) “O estoppel como princípio de vedação ao comportamento contraditório: A abordagem das cortes internacionais e sua aplicabilidade no direito brasileiro”. I Congreso Internacional de Derecho, Gobernanza e Innovación (As opiniões expressas pelos autores, entrevistados e demais participantes do Podcast IBEROJUR, não necessariamente representam as opiniões e políticas do IBEROJUR ou de seus membros).

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Proprietary Estoppel

The Law Simplified

Play Episode Listen Later Jun 18, 2019 8:58

If you wish to receive Private Tutoring: shaveen@outlook.com For complete courses, including Spider Graphs and Case Summaries, visit: English Legal System: http://www.udemy.com/learn-english-law/ Criminal Law: https://goo.gl/N1PM61 Contract Law: https://goo.gl/MBC7A8 Constitutional Law: https://goo.gl/wGcMuF Property Law: https://goo.gl/tGExGJ Tort Law: https://goo.gl/GAhG6p Trust Law: https://goo.gl/9JHgRH Intellectual Property: https://goo.gl/4z9eJG Jurisprudence: https://goo.gl/Ei2Ntv Commercial Law: https://goo.gl/r22QDr Conflict of Laws: https://goo.gl/TVzZmj History of English Law: https://goo.gl/A22PDL GET ALL COURSES FOR $69! https://goo.gl/9K5UXs Examination Techniques: ACE Constitutional Law: https://goo.gl/JiHNp7 ACE Contract Law: https://goo.gl/rp4Vh9 ACE Criminal Law: https://goo.gl/swxuCc ACE Tort Law: https://goo.gl/1BLVCe Amazon Kindle Books: Criminal Law: http://bit.ly/CriminalLawKindle Public Law: http://bit.ly/PublicLawKindle Trust Law: http://bit.ly/TrustLawKindle Property Law: http://bit.ly/PropertyLawKindle Jurisprudence: http://bit.ly/JurisprudenceKindle Commercial Law: http://bit.ly/CommercialLawKindle FACEBOOK: http://www.facebook.com/TheLawSimplified LINKEDIN: https://www.linkedin.com/company/thelawsimplified/ GOOGLE+: http://www.plus.google.com/+TheLawSimplified INSTAGRAM: http://www.instagram.com/thelawsimplified

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Estoppel: Uma nova justificação para direitos individuais

Etoempire

Play Episode Listen Later May 18, 2019 30:31

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Promissory Estoppel

Mondeo Law

Play Episode Listen Later Mar 6, 2019 45:57

Shamima Begum, knife crime and Chris giving a talk about disclosure at a conference are all discussed before we move onto the headline case, "High Trees." Regular listeners are in for a treat when we get our bench new! This easy to understand series is not just for those studying the Law or working in the profession, but is for anyone with even a passing interest in legal matters. As well as detailed case studies, in shorter “Brief Notes” episodes, Chris will tell us what being a barrister is really like, as well as explaining the court system, legal tactics and even answering any questions listeners may have. If you’ve ever enjoyed a legal drama on TV or film, or can’t get enough of novels featuring crime and courtroom battles, then this series will give you a further insight into that world. Follow us on social media @mondeolaw on Twitter and Instagram. Mondeo Law is written and produced by Alex Boardman and Chris Kehoe, and was developed with Ant McGinley (@antmanlovesyou) Music in order of appearance under creative commons 3.0 Switch it up – Silent Partner Late – Topher Mohr and Alex Elena

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Equity- Promissory Estoppel

Lynch Solicitors

Play Episode Listen Later Oct 15, 2018 26:26

Equity- Promissory Estoppel by Lynch Solicitors

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There is NO Right to Free Speech Ep. 81

Liberty Weekly - Libertarian, Ancap, & Voluntaryist Legal Theory from a Rothbardian Perspective

Play Episode Listen Later Jun 7, 2018 25:15

In this short podcast episode, I plug my upcoming appearances, and explain how free speech and "the right to privacy" don't exist unless the right in question is supported by general property rights. DonorSee: Help Jessie Schwartz start a women's shelter in Uganda! Remember to comment in DonorSee if you contribute and I will give you a shout-out! Episode 81 of the Liberty Weekly Podcast is Brought to you by: The Liberty Weekly Amazon Affiliate Link The Liberty Weekly Patreon Page: help support the show and gain access to tons of bonus content! Become a patron today! Become a Patron! Our Nord VPN Affiliate Link Our Liberty Classroom Affiliate Link Show Notes: Stefan Kinsella: Argumentation Ethics and Estoppel

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KOL242 | Punching Left: Argumentation Ethics and Estoppel

Play Episode Listen Later Apr 25, 2018

Kinsella on Liberty Podcast, Episode 242. I was a guest last night on Punching Left, with hosts Clifton Knox and David German, discussing argumentation ethics, estoppel, covenant communities, the non-aggression principle, physical removal, Hoppe, Propertarianism, Curt Doolittle, Austin Peterson, and so on. Youtube: https://youtu.be/bRsaVKXzYKk Related material: Kinsella, Defending Argumentation Ethics The Genesis of Estoppel: My Libertarian Rights Theory Revisiting Argumentation Ethics Argumentation Ethics and Liberty: A Concise Guide KOL228 | Argumentation Ethics – Lions of Liberty KOL218 | Argumentation Ethics – Patterson in Pursuit KOL161 | Argumentation Ethics, Estoppel, and Libertarian Rights: Adam Smith Forum, Moscow (2014) Hoppe's Argumentation Ethics and Its Critics New Rationalist Directions in Libertarian Rights Theory, 12:2 Journal of Libertarian Studies: 313-26 (Fall 1996) Punishment and Proportionality: The Estoppel Approach, 12:1 Journal of Libertarian Studies 51 (Spring 1996) Hans Hermann Hoppe, “On The Ethics of Argumentation” (PFS 2016) Frank van Dun, “Argumentation Ethics and The Philosophy of Freedom” KOL181 | Tom Woods Show: It Is Impossible to Argue Against Libertarianism Without Contradiction The A priori of Argumention, video introduction by Hoppe Lecture 3 of my 2011 Mises Academy course, “The Social Theory of Hoppe” (slides here) Lecture 2 of my 2011 Mises Academy course, “Libertarian Legal Theory: Property, Conflict, and Society” (slides here)

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KOL242 | Punching Left: Argumentation Ethics and Estoppel

Cleveland real estate commercial residential

Play Episode Listen Later Apr 25, 2018 74:18

Kinsella on Liberty Podcast, Episode 242. I was a guest last night on Punching Left, with hosts Clifton Knox and David German, discussing argumentation ethics, estoppel, covenant communities, the non-aggression principle, physical removal, Hoppe, Propertarianism, Curt Doolittle, Austin Peterson, and so on. Related material: Kinsella, Defending Argumentation Ethics The Genesis of Estoppel: My Libertarian Rights Theory Revisiting Argumentation Ethics Argumentation Ethics and Liberty: A Concise Guide KOL228 | Argumentation Ethics – Lions of Liberty KOL218 | Argumentation Ethics – Patterson in Pursuit KOL161 | Argumentation Ethics, Estoppel, and Libertarian Rights: Adam Smith Forum, Moscow (2014) Hoppe’s Argumentation Ethics and Its Critics New Rationalist Directions in Libertarian Rights Theory, 12:2 Journal of Libertarian Studies: 313-26 (Fall 1996) Punishment and Proportionality: The Estoppel Approach, 12:1 Journal of Libertarian Studies 51 (Spring 1996) Hans Hermann Hoppe, “On The Ethics of Argumentation” (PFS 2016) Frank van Dun, “Argumentation Ethics and The Philosophy of Freedom” KOL181 | Tom Woods Show: It Is Impossible to Argue Against Libertarianism Without Contradiction The A priori of Argumention, video introduction by Hoppe Lecture 3 of my 2011 Mises Academy course, “The Social Theory of Hoppe” (slides here) Lecture 2 of my 2011 Mises Academy course, “Libertarian Legal Theory: Property, Conflict, and Society” (slides here)

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Argumentation Ethics

Punching Left!

Play Episode Listen Later Apr 24, 2018 73:00

Clifton and David are honored to have Stephan Kinsella on the show to discuss argumentation ethics and talk about his concept, "estoppel." We will get Stephan's full take on argumentation ethics and how it relates to libertarian arguments and principles such as the NAP. Stephan is also the author of the libertarian book, "Against Intellectual Property." Stephan is a fellow at the Mises Institute and a practicing attorney. Join the Punching Left! team for what we believe should be a very educational show!

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Timeframe

Play Episode Listen Later Apr 2, 2018 12:08

Time frames for getting a small business up and running in a retail spot. Electrical code issues at an apartment building. Estoppel documents and serving eviction hearing notices to John Doe

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KOL228 | Argumentation Ethics – Lions of Liberty

Play Episode Listen Later Oct 23, 2017 57:40

Kinsella on Liberty Podcast, Episode 228. This is my appearance on Lions of Liberty, Episode 318, with host Marc Clair. We discussed Hans-Hermann Hoppe's "argumentation ethics" defense of libertarian rights, and related issues. Related: “Argumentation Ethics and Liberty: A Concise Guide” (2011) and Supplemental Resources Hoppe's Argumentation Ethics and Its Critics New Rationalist Directions in Libertarian Rights Theory, 12:2 Journal of Libertarian Studies: 313-26 (Fall 1996) Punishment and Proportionality: The Estoppel Approach, 12:1 Journal of Libertarian Studies 51 (Spring 1996). Defending Argumentation Ethics: Reply to Murphy & Callahan, Anti-state.com (Sept. 19, 2002) KOL218 | Argumentation Ethics – Patterson in Pursuit March 26, 2017 Hans Hermann Hoppe, “On The Ethics of Argumentation” (PFS 2016) Frank van Dun, “Argumentation Ethics and The Philosophy of Freedom” Kinsella, The Genesis of Estoppel: My Libertarian Rights Theory KOL161 | Argumentation Ethics, Estoppel, and Libertarian Rights: Adam Smith Forum, Moscow (2014) KOL181 | Tom Woods Show: It Is Impossible to Argue Against Libertarianism Without Contradiction The A priori of Argumention, video introduction by Hoppe Lecture 3 of my 2011 Mises Academy course, “The Social Theory of Hoppe” (slides here) Lecture 2 of my 2011 Mises Academy course, “Libertarian Legal Theory: Property, Conflict, and Society” (slides here)

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KOL228 | Argumentation Ethics – Lions of Liberty

Play Episode Listen Later Oct 23, 2017 57:40

Kinsella on Liberty Podcast, Episode 228. This is my appearance on Lions of Liberty, Episode 318, with host Marc Clair. We discussed Hans-Hermann Hoppe's "argumentation ethics" defense of libertarian rights, and related issues. Related: “Argumentation Ethics and Liberty: A Concise Guide” (2011) and Supplemental Resources Hoppe’s Argumentation Ethics and Its Critics New Rationalist Directions in Libertarian Rights Theory, 12:2 Journal of Libertarian Studies: 313-26 (Fall 1996) Punishment and Proportionality: The Estoppel Approach, 12:1 Journal of Libertarian Studies 51 (Spring 1996). Defending Argumentation Ethics: Reply to Murphy & Callahan, Anti-state.com (Sept. 19, 2002) KOL218 | Argumentation Ethics – Patterson in Pursuit March 26, 2017 Hans Hermann Hoppe, “On The Ethics of Argumentation” (PFS 2016) Frank van Dun, “Argumentation Ethics and The Philosophy of Freedom” Kinsella, The Genesis of Estoppel: My Libertarian Rights Theory KOL161 | Argumentation Ethics, Estoppel, and Libertarian Rights: Adam Smith Forum, Moscow (2014) KOL181 | Tom Woods Show: It Is Impossible to Argue Against Libertarianism Without Contradiction The A priori of Argumention, video introduction by Hoppe Lecture 3 of my 2011 Mises Academy course, “The Social Theory of Hoppe” (slides here) Lecture 2 of my 2011 Mises Academy course, “Libertarian Legal Theory: Property, Conflict, and Society” (slides here)

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KOL227 | VJ Live! Interview: Owning Thoughts, Intellectual Property, and the Toy Helicopter Controversy

Play Episode Listen Later Oct 10, 2017 90:25

Kinsella on Liberty Podcast, Episode 227. This is my appearance on Voluntary Japan Live! with host Graham Smith. We talked about ownership of thoughts, the basics of libertarian property rights and terms like ownership, mind, brain, causation, action, property, and so on, intellectual property, the nature of contracts, and, of course, the dreaded "toy helicopter" controversy! (Brent Ancap had another post about this with additional links and with an excerpt of the video dealing only with the toy helicopter part here; video here.) From the VJ Live! shownotes on Youtube: " Streamed live 4 hours ago Libertarian IP lawyer and writer for Mises.com Stephan Kinsella joins the show tonight for a discussion on IP, ownership, and the difficult topic of the very nature of property, itself. Tonight's talk promises to be lively one, as Stephan and I do not seem to see eye-to-eye on every issue. There are many things that, I think, ought to be ironed out regarding libertarian attitudes toward IP, and the all-too-common knee jerk reactions of anarchists against things even as legitimate as voluntary terms of use contracts. Which contracts, for the record, Mr. Kinsella has stated, are indeed legitimate, if unlikely to be entered into. JOIN THE LIVE CHAT WITH YOUR QUESTIONS! SEE YOU SOON! ***LINKS*** Anarchyball Thread Post: https://www.facebook.com/Anarchyball/... “Information is not ownable. Information should not be property.” ~Stephan Kinsella debates Chris LeRoux, 22:07 https://youtu.be/wgJOeWU1Bek *** “Argumentation Ethics, Estoppel, and Libertarian Rights” Presentation (Moscow. Nov. 2, 2014) https://stephankinsella.com/2014/1... *** Mises Wire: The relation between the non-aggression principle and property rights: a response to Division by Zer0 https://mises.org/blog/relation-betwe... *** Patterson in Pursuit Podcast: " https://youtu.be/M22mq4vA4Ew

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KOL227 | VJ Live! Interview: Owning Thoughts, Intellectual Property, and the Toy Helicopter Controversy

1031 Exchange Passive Income and NNN Investment Series by 1031 Navigator

Play Episode Listen Later Oct 10, 2017 90:25

Kinsella on Liberty Podcast, Episode 227. This is my appearance on Voluntary Japan Live! with host Graham Smith. We talked about ownership of thoughts, the basics of libertarian property rights and terms like ownership, mind, brain, causation, action, property, and so on, intellectual property, the nature of contracts, and, of course, the dreaded "toy helicopter" controversy! (Brent Ancap had another post about this with additional links and with an excerpt of the video dealing only with the toy helicopter part here; video here.) From the VJ Live! shownotes on Youtube: " Streamed live 4 hours ago Libertarian IP lawyer and writer for Mises.com Stephan Kinsella joins the show tonight for a discussion on IP, ownership, and the difficult topic of the very nature of property, itself. Tonight's talk promises to be lively one, as Stephan and I do not seem to see eye-to-eye on every issue. There are many things that, I think, ought to be ironed out regarding libertarian attitudes toward IP, and the all-too-common knee jerk reactions of anarchists against things even as legitimate as voluntary terms of use contracts. Which contracts, for the record, Mr. Kinsella has stated, are indeed legitimate, if unlikely to be entered into. JOIN THE LIVE CHAT WITH YOUR QUESTIONS! SEE YOU SOON! ***LINKS*** Anarchyball Thread Post: https://www.facebook.com/Anarchyball/... “Information is not ownable. Information should not be property.” ~Stephan Kinsella debates Chris LeRoux, 22:07 https://youtu.be/wgJOeWU1Bek *** “Argumentation Ethics, Estoppel, and Libertarian Rights” Presentation (Moscow. Nov. 2, 2014) http://www.stephankinsella.com/2014/1... *** Mises Wire: The relation between the non-aggression principle and property rights: a response to Division by Zer0 https://mises.org/blog/relation-betwe... *** Patterson in Pursuit Podcast: " https://youtu.be/M22mq4vA4Ew

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Triple Net Questions about LOI PSA DD Estoppel Closing Costs and more

Play Episode Listen Later Sep 29, 2017 11:42

This was a fun call to a client regarding Letter of Intent (LOI), Purchase Agreement (PSA) negotiations and the due diligence (DD) process. These questions were asked and answered as part of an all cash 1031 Exchange into a Triple Net Dollar General property. This NNN Dollar General is absolute net leased for about 14 years. The call covers and touches on many aspects of a triple net property negotiation: LOI, Purchase Agreements, deal momentum, "as-is" clauses, seller representations and warranties, due diligence, inspections and inspectors, closing costs, absolute net leases, estoppels, working with title companies, surveys, deed transfer tax, recording fees, property taxes.... all related to triple net NNN properties and 1031 exchanges. Enjoy! Do you have a triple net or 1031 question? Call in or email and Thomas will answer for free! 866-539-1777 or www.1031navigator.com -------------------------- 1031 Navigator helps investors nationwide find the best 1031 Exchange replacement properties in the shortest amount of time. Our focused expertise, experience and daily triple net NNN market presence enables clients to complete their 1031 Exchanges with peace of mind and certainty. 1031 Navigator has been involved with over half a billion dollars of 1031 Exchange NNN Properties in over 30 states. 1031 Navigator is a service of Andrus & Morgan Co., a national commercial and investment real estate brokerage specializing in passive income and triple net NNN investments. For a free, no-obligation 1031 Exchange NNN Property Strategy session for your 1031 Exchange visit: http://www.1031navigator.com

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Episode 72 - Association Questions with Bryan Levine

Crushing Debt Podcast

Play Episode Listen Later Jul 27, 2017 14:54

In this week's episode, we interview Bryan Levine. Bryan is a partner at Knox Levine, a firm that focuses on representing condominium and homeowner associations. Recently, Florida passed a law known as the "Estoppel Law," Senate Bill 398. This new law governs certain aspects of what an association can or cannot do when issuing an estoppel letters - those letters that associations issue to let the homeowners know what they owe, what assessments are due, and other financial aspects of the property. Some things included in the law: 1. The time-frame within which the Estoppel Letter must be issued; 2. A cap on the amount the association can charge for the letter; 3. Describes what information must be included in the Estoppel Letter; 4. The Estoppel Letters must be valid for 30 - 35 days. If you are on the Board of the association, or an association management company, reach out to contact Bryan Levine at 727-223-6368, www.knoxlevine.com, or Bryan@knoxlevine.com. If you get a letter from an association and have questions, please send me an email at Shawn@YesnerLaw.com or www.YesnerLaw.com.

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The Application of Judicial Estoppel in Insurance Claims

Best's Insurance Law Podcast

Play Episode Listen Later Jul 12, 2017 23:07

Attorney Karen Karabinos from the law firm of Drew Eckl & Farnham discusses judicial estoppel and the impact on insurance claims. Special thanks to our sponsor, A.M. Best Company, Best’s Recommended Insurance Attorneys & Adjusters, including Expert Service Providers.

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New requirements for estoppel certificates go into effect July 1, 2017. Do you know what your condominium or homeowner association is required to do?

Community Association Matters

Play Episode Listen Later Jun 30, 2017 41:14

By: Ana Sanchez Rivero, CAM Estoppel letters or certificates are often prepared by an association’s management company. It should normally include the name of the owner, property address, monthly dues (whether regular or special), any fees due upon transfer, balance due, pending violations, and insurance information. Senate Bill 398 signed into law by Governor Scott, which goes into effect on July 1, 2017, now requires that in addition to that information other information be included, and regulates the fees that can be charged by an association and/or its agent in preparing an estoppel letter or certificate. In this week’s podcast of Community Association Matters we reached out to one of the leading condominium and homeowner association firms in South Florida to help us decipher the new law. Maria Victoria Arias, Esq., an attorney with Siegfried, Rivera, Hyman, Lerner, De La Torre, Mars, & Sobel, PA was kind enough to discuss the numerous requirements mandated under this bill. The estoppel certificate or letter must now be provided “within 10 business days after having received a written or electronic request from a unit owner, the owner’s designee, a unit mortgagee, or the mortgagee’s designee.” In addition, the Association is required to designate a person or entity on their website as the one who is responsible for receiving the estoppel requests. The website must include the name of that person or entity, their street address, or email. The certificate must then be hand delivered, mailed or emailed to the entity that requested the estoppel certificate or letter on the date that it is issued. The statute now modifies the fees that can be charged to: $250 for the estoppel letter or certificate; an additional $100 for an expedited request (expedited means that the estoppel letter or certificate will be provided within 3 days); an additional $150 can be charged if the account is delinquent. The statute also stipulates a range that can be charged to owners of multiple units. Maria adds that the statute also requires that the estoppel certificate contain: Date of issuance; Name(s) of the unit owner as reflected in the records of the association; Property address to include unit number; Parking or garage space number, as reflected in the books and records of the association; Attorney’s name and contact information if the account is delinquent and has been turned over to an attorney for collection. No fee may be charged for this information; Fee for the preparation and delivery of the estoppel certificate; Name of the requestor; Assessment information and other information to include regular periodic assessments, interests, paid through date, due dates of all items, including other monies that could be owed. This information has to be itemized and detailed. Other information to be included, in a “yes or no” format: if there is a capital contribution, transfer fee, resale fee, or other fee due; if there is any open violations of the rules and regulations; if there is a right of first refusal; if yes, do the members or the association exercise that right; Provide a list of and contact information for, all other associations of which the unit is a member; Provide contact information for all insurance maintained by the association; and Provide the signature of the officer or authorized agent of the association. Maria further adds that the statute now states that the estoppel is valid for 30 days. If the estoppel certificate is sent via regular mail to the requestor then it must be valid for 35 days. Maria expressed a few concerns over a few of these provisions. For example, the parking space assigned to a unit is information that is often not recorded with the governing documents and is often lost in the transfer of documents. Maria clarifies that the statute says “as reflected in the books and records of the association”; but the question becomes that the statute does not say what that document should be. Often times, an association uses an Excel spreadsheet that may have inconsistencies and may be invalid. Maria recommends that associations reach out to their association’s attorney so that they can prepare some language that can be added to clarify this in the estoppel certificate or letter. The other concern that was discussed is the issue of a transfer fee. Maria clarified that the transfer fee is used interchangeably with application or screening fee. Maria expressed that associations should consult their attorney to determine whether this is something that the association even has a right to charge this fee. Maria adds that there is a 2-prong test. First, the association must have the right to approve the sale or lease in their documents. Secondly, the documents have to state that the association can charge a transfer fee for that provision. Maria tells us that with regards to the right of first refusal, if it is stipulated in the documents, then you must answer yes, because of the way that the statute is requiring the question be presented on the estoppel certificate. Maria suggests that if the association is waiving their right of first refusal that they contact the association’s attorney to prepare a waiver. Again, she stresses that this is another area that should be consulted with the association’s attorney. For information on how Maria V. Arias, Esq. can help your association click here or you may call her at (305) 442-3334. For information on how Allied Property Group can help your condominium or homeowner association navigate thru these changes, call us today at (305) 232-1579 or visit our website at www.alliedpropertygroup.net.

Logical Anarchy Today Episode 151 - Defending Argumentation Ethics

Play Episode Listen Later Aug 4, 2016 34:34

I talk a lot about argumentation ethics and estoppel. They are not bullet proof ideas for sure, but I find the points within these ideas to be very compelling. The Bleeding Heart Libertarian site tried to write a refutation that disproves argumentation ethics in 60 seconds. I will not attempt the same time frame of 60 seconds but I will try to fully present Hoppe's ideas as well why this refutation misses the main point of Hoppe's argument.Hoppe’s Argumentation Ethics Argument Refuted in Under 60 SecondsArgumentation Ethics and Liberty: A Concise GuideA Theory of Socialism and CapitalismThe Economics and Ethics of Private Property: Studies in Political Economy and PhilosophyPunishment and Proportionality: the Estoppel ApproachEpisode 150 – Negative Rights Vs. Positive RightsEpisode 148 – Argumentation Ethics, Estoppel, Synthetic A Priori Propositions and Self-OwnershipLogical Anarchy MerchandiseTom Woods Liberty ClassroomInterested in Bitcoin as an alternative to US Dollars? Use our Coinbase link!If you sign up with our coinbase link and purchase $100 in bitcoin, you will recieve an extra $10 from coinbase.The “Shift” Bitcoin debit card is through coinbase as well.Support the show by entering Amazon through our link HERE!Support the show with Bitcoin HERE!Use this address to add the Logical Anarchy Today show to your podcatcher or subscribe on iTunes!http://shoutengine.com/LogicalAnarchyToday.xml

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Logical Anarchy Today Episode 150 - Negative Rights Vs. Positive Rights

Play Episode Listen Later Aug 3, 2016 31:16

On an earlier episode this week I talked about how statists have so many issues with their ideology because they make conclusions based off of false premises. Positive rights and confusing freedom with government privilege are just a few of the false premises they have. Today's episode seeks to sort out the confusion.Negative and positive rightsEpisode 148 – Argumentation Ethics, Estoppel, Synthetic A Priori Propositions and Self-OwnershipEpisode 147 – Conservatives Are Not Really ConservativeLogical Anarchy MerchandiseTom Woods Liberty ClassroomInterested in Bitcoin as an alternative to US Dollars? Use our Coinbase link!If you sign up with our coinbase link and purchase $100 in bitcoin, you will recieve an extra $10 from coinbase.The “Shift” Bitcoin debit card is through coinbase as well.Support the show by entering Amazon through our link HERE!Support the show with Bitcoin HERE!Use this address to add the Logical Anarchy Today show to your podcatcher or subscribe on iTunes!http://shoutengine.com/LogicalAnarchyToday.xml

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Logical Anarchy Today Episode 148 - Argumentation Ethics, Estoppel, Synthetic A Priori Propositions and Self Ownership

Play Episode Listen Later Aug 1, 2016 32:05

When debating statists, why is there so much heated disagreement? The differences is in the premises of the voluntaryist compared to the statist. The Voluntaryist is making logical deductions of synthetic a priori propositions while the statist is making deductions from false and contradictory premises. Having a false premises or a slightly inaccurate premise can cause all sorts of issues when trying to debate something. But the anarcho-capitalist is working from the concept of self ownership and the action axiom. Both are propositions that cannot be refuted. This creates considerable problems for the statist. Today's episode is all about this concept.An Introduction to Argumentation EthicsA Statist Uses Intellectual Dishonesty to Justify TaxationSelf-Ownership Naturally Implies Property RightsEpisode 128 – Estoppel Applied to Gun ControlEpisode 91 – Synthetic A Priori Propositions And The Action AxiomLogical Anarchy MerchandiseTom Woods Liberty ClassroomInterested in Bitcoin as an alternative to US Dollars? Use our Coinbase link!If you sign up with our coinbase link and purchase $100 in bitcoin, you will recieve an extra $10 from coinbase.The “Shift” Bitcoin debit card is through coinbase as well.Support the show by entering Amazon through our link HERE!Support the show with Bitcoin HERE!Use this address to add the Logical Anarchy Today show to your podcatcher or subscribe on iTunes!http://shoutengine.com/LogicalAnarchyToday.xml

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Logical Anarchy Today Episode 128 - Estoppel Applied to Gun Control

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Play Episode Listen Later Jun 16, 2016 29:29

Estoppel is a principle that says that a previous action can "estop" someone from making an assertion that would make the action and the statement contradictory. Estoppel demands consistency and universality. Gun control fails miserably at these requirements.Punishment and Proportionality: the Estoppel ApproachEstoppel: A New Justification for Individual rightsEpisode 119 – How to Annihilate Socialist and Communist Arguments Logical Anarchy MerchandiseTom Woods Liberty ClassroomInterested in Bitcoin as an alternative to US Dollars? Use our Coinbase link!If you sign up with our coinbase link and purchase $100 in bitcoin, you will recieve an extra $10 from coinbase.The “Shift” Bitcoin debit card is through coinbase as well.Support the show by entering Amazon through our link HERE!Support the show with Bitcoin HERE!Use this address to add the Logical Anarchy Today show to your podcatcher or subscribe on iTunes!http://shoutengine.com/LogicalAnarchyToday.xml

Agency by Estoppel

The Law Simplified

Play Episode Listen Later May 10, 2015 2:19

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KOL181 | Tom Woods Show: It Is Impossible to Argue Against Libertarianism Without Contradiction

Play Episode Listen Later Mar 31, 2015 50:25

Kinsella on Liberty Podcast, Episode 181. I discussed argumentation ethics with Tom Woods on his show today: Ep. 370 It Is Impossible to Argue Against Libertarianism Without Contradiction By Tom Woods / March 31, 2015 / Podcast Stephan Kinsella discusses the argumentation ethics of Hans-Hermann Hoppe, who argues that only libertarian norms can be argumentatively. READ MORE Tom cleverly chose as the title for the episode a provocative one reminiscent of the bold title of Hoppe's Liberty article, "The Ultimate Justification of the Private Property Ethic" (September 1988). I've discussed it several times in the past in audio and text. See, e.g.: “Argumentation Ethics and Liberty: A Concise Guide” (2011) (Audio) "New Rationalist Directions in Libertarian Rights Theory" KOL155 | “The Social Theory of Hoppe: Lecture 3: Libertarian Rights and Argumentation Ethics” “Argumentation Ethics, Estoppel, and Libertarian Rights: Adam Smith Forum, Moscow” “Argumentation Ethics, Estoppel, and Libertarian Rights: Transcript” “Libertarian Legal Theory: Property, Conflict, and Society: Lecture 1: Libertarian Basics: Rights and Law” “Libertarian Legal Theory: Property, Conflict, and Society: Lecture 2: Libertarian Basics: Rights and Law-Continued” “Argumentation Ethics and the Philosophy of Freedom,” by Frank van Dun "Argumentation Ethics" (Wikipedia) The A priori of Argumention, video introduction by Hoppe Update: response by Bob Murphy here: Stephan Kinsella Discusses Argumentation Ethics With Tom Woods. For more: see Defending Argumentation Ethics: Reply to Murphy & Callahan, Anti-state.com (Sept. 19, 2002) (wayback version) (reply to Bob Murphy and Gene Callahan, Hans-Hermann Hoppe's Argumentation Ethic: A Critique, Anti-state.com (Sept. 19, 2002; wayback version; more recent version at JLS; Block's rejoinder); debate discussed in this forum).

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KOL181 | Tom Woods Show: It Is Impossible to Argue Against Libertarianism Without Contradiction

HS 323 Audio: Individual Life Insurance (2015)

Play Episode Listen Later Mar 31, 2015 50:25

Kinsella on Liberty Podcast, Episode 181. I discussed argumentation ethics with Tom Woods on his show today: Ep. 370 It Is Impossible to Argue Against Libertarianism Without Contradiction By Tom Woods / March 31, 2015 / Podcast Stephan Kinsella discusses the argumentation ethics of Hans-Hermann Hoppe, who argues that only libertarian norms can be argumentatively. READ MORE Tom cleverly chose as the title for the episode a provocative one reminiscent of the bold title of Hoppe's Liberty article, "The Ultimate Justification of the Private Property Ethic" (September 1988). I've discussed it several times in the past in audio and text. See, e.g.: “Argumentation Ethics and Liberty: A Concise Guide” (2011) (Audio) "New Rationalist Directions in Libertarian Rights Theory" KOL155 | “The Social Theory of Hoppe: Lecture 3: Libertarian Rights and Argumentation Ethics” “Argumentation Ethics, Estoppel, and Libertarian Rights: Adam Smith Forum, Moscow” “Argumentation Ethics, Estoppel, and Libertarian Rights: Transcript” “Libertarian Legal Theory: Property, Conflict, and Society: Lecture 1: Libertarian Basics: Rights and Law” “Libertarian Legal Theory: Property, Conflict, and Society: Lecture 2: Libertarian Basics: Rights and Law-Continued” “Argumentation Ethics and the Philosophy of Freedom,” by Frank van Dun "Argumentation Ethics" (Wikipedia) The A priori of Argumention, video introduction by Hoppe Update: response by Bob Murphy here: Stephan Kinsella Discusses Argumentation Ethics With Tom Woods. For more: see Defending Argumentation Ethics: Reply to Murphy & Callahan, Anti-state.com (Sept. 19, 2002) (wayback version) (reply to Bob Murphy and Gene Callahan, Hans-Hermann Hoppe’s Argumentation Ethic: A Critique, Anti-state.com (Sept. 19, 2002; wayback version; more recent version at JLS; Block’s rejoinder); debate discussed in this forum).

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09-04-Explain the concepts of waiver and estoppel.

Play Episode Listen Later Mar 26, 2015 0:57

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09-04-Explain the concepts of waiver and estoppel.

HS 323 Video: Individual Life Insurance (2015)

Play Episode Listen Later Mar 23, 2015 0:57

explain concepts waiver estoppel

KOL161 | Argumentation Ethics, Estoppel, and Libertarian Rights: Adam Smith Forum, Moscow (2014)

Play Episode Listen Later Nov 8, 2014 40:13

Kinsella on Liberty Podcast, Episode 161. This was my (remotely delivered) presentation at the 6th Adam Smith Forum, Moscow, Russia (Nov. 2, 2014): From the programme: "Entitled "Argumentation Ethics, Estoppel, and Libertarian Rights," Kinsella discusses the nature and definition of libertarianism and surveys different arguments and theories for its particular conception of rights and politics, including natural rights, consequentialist, and utilitarian approaches. He concludes with an overview of two more recent and unique approaches to justifying libertarian rights, the "argumentation ethics" approach of Austrian economist and political philosopher Hans-Hermann Hoppe, and Kinsella's own "estoppel" theory of rights." This is my second speech at the Adam Smith Forum; the first was “Why Intellectual Property is not Genuine Property,” 3rd Adam Smith Forum, Moscow, Russia (Nov. 12, 2011), also via remote video. I did not prepare a new powerpoint but I drew heavily on the one linked here, and included below. Here is the transcript. The main resources I drew on, which I mentioned in the lecture, include: New Rationalist Directions in Libertarian Rights Theory Argumentation Ethics and Liberty: A Concise Guide Defending Argumentation Ethics: Reply to Murphy & Callahan A Libertarian Theory of Punishment and Rights How We Come To Own Ourselves [Update: See also: Argumentation Ethics and Liberty: A Concise Guide,” Mises Daily (May 27, 2011) (includes “Discourse Ethics and Liberty: A Skeletal Ebook”), including: Hans Hermann Hoppe, “On The Ethics of Argumentation” (PFS 2016) The A priori of Argumention, video introduction by Hoppe Lecture 3 of my 2011 Mises Academy course, “The Social Theory of Hoppe” (slides here) Lecture 2 of my 2011 Mises Academy course, “Libertarian Legal Theory: Property, Conflict, and Society” (slides here) my “Dialogical Arguments for Libertarian Rights,” in The Dialectics of Liberty (Lexington Books, 2019) Kinsella, The Genesis of Estoppel: My Libertarian Rights Theory, StephanKinsella.com (March 22, 2016) ————, Hoppe's Argumentation Ethics and Its Critics, StephanKinsella.com (Aug. 11, 2015) ] These issued were also discussed in further detail in previous Mises Academy courses: KOL155 | “The Social Theory of Hoppe: Lecture 3: Libertarian Rights and Argumentation Ethics” (the slides for this lecture are appended below; links for“suggested readings” for the course are included in the podcast post for the first lecture, episode 153) KOL108 | “Why ‘Intellectual Property' is not Genuine Property,” Adam Smith Forum, Moscow (2011) SLIDES FOR THE SOCIAL THEORY OF HOPPE: LECTURE 3: LIBERTARIAN RIGHTS AND ARGUMENTATION ETHICS Update: As noted here, This talk is from 2014. I was invited to Moscow for the Adam Smith Forum. I decided it would be prudent to deliver my talk remotely. Didn't want to pull a Brittney Griner. Oddly, I was invited a second time to Russia that year, all-expense and paid trip to St. Petersburg & Moscow, to speak for a lecture series by Russian Esquire Magazine in conjunction with http://InLiberty.ru, a Russian NGO. The InLiberty person told me that "unlike its American and British cousins," Russian Esquire magazine "evolved from a men's fashion and lifestyle magazine into more of a public policy and social observer, very libertarian in its editorial policies..." I was skeptical and leery, so ran this by my Adam Smith Institute Moscow contact and he assured me it was legitimate. Still, I let discretion be the better part of valor and declined. I've traveled enough around the world that I have little inclination to go somewhere to "check it off the list," have never had any interest in visiting Asia, the Middle East, Africa, or former commie shitholes. So I declined.

KOL161 | Argumentation Ethics, Estoppel, and Libertarian Rights: Adam Smith Forum, Moscow (2014)

Play Episode Listen Later Nov 8, 2014 40:13

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Kinsella on Liberty Podcast, Episode 058. I appeared on the Gene Basler Show (May 30, 2010), discussing a variety of anarcho-libertarian matters–environmentalism, nuclear power, state propaganda in government schools, class action lawsuits, reparations, how to achieve an anarcho-libertarian society, animal rights, positive rights and obligations, forced heirship, and so on (an edited transcript to appear as a chapter in Gene Basler, Environmental Non-Policy: Interviews on Environment, War and Liberty, forthcoming August 2011). Transcript: Gene: I’m pleased to welcome as my guest Stephan Kinsella. Are you there, Stephan? Stephan Kinsella: I’m here. Glad to be here, Gene. Gene: Thanks for coming on. Let me read Stephan’s profile on Wikipedia: “Kinsella is General Counsel of Applied Opto-Electronics, Incorporated, of Sugar Land, Texas. A practicing intellectual property attorney and former adjunct professor of law at South Texas College of Law, where he taught computer law, Kinsella is actively involved with libertarian legal and political theory, and is adjunct scholar of the Mises Institute, as well as the former Book Review Editor for the Institute’s Journal of Libertarian Studies. He is also a contributor to the news and opinion blog at LewRockwell.com and is the creator of Libertarian Papers, a peer-reviewed online journal published under the Creative Commons Attribution 3.0 License. He writes that, after college, he “began to put more emphasis on Austrian economics and paleo-libertarian insights of Rothbard, Hans-Hermann Hoppe and Rockwell”. “Kinsella’s legal publications include books and articles about patent law, contract law, e-commerce law, international law and other topics. Kinsella has also published and lectured on a variety of libertarian topics, often combining libertarian and legal analysis. Kinsella’s views on contract theory, causation and the law, intellectual property, and rights theory (in particular his Estoppel Theory) are his main contributions to libertarian theory. “In contract theory, he extends Murray Rothbard’s and Williamson Evers’ title transfer theory of contract, linking it with inalienability theory while also attempting to clarify that theory. Title transfer theory of contract: Kinsella sets forth a theory of causation that attempts to explain why remote actors can be liable under libertarian theory. He gives non-utilitarian arguments for intellectual property being incompatible with libertarian property rights principles. He advances the discourse ethics argument for the justification of individual rights, using an extension of the concept of Estoppel.” Welcome to the show, Stephan. Stephan Kinsella: Thanks very much, Gene. Gene: Okay. Here at Anarcho-Environmentalism, we, namely I, argue that there are indeed real environmental concerns out there. We argue that air pollution, water pollution, etc., are indeed real environmental concerns, that Global Climate Change ain’t one of ‘em, and that market and voluntary solutions are preferable to government or policy-based solutions. I guess my first question for you is, as an expert in patent law, do you think the existence of patent law is really nothing more than just one more way government runs block for favored and well-connected market participants by protecting environmentally irresponsible means and methods of production? And if so, does this not logically follow that patent law harms the environment? Stephan Kinsella: Well, that’s an interesting connection. For years now, I’ve been trying to trace out all the harms from patent law. Environmentalism is not one I have made yet. I could see that some arguments could be made. I do think that patent law is a type of protectionism, similar to minimum-wage law and antitrust law, sort of counter-intuitively, and that they do protect the larger companies. For example, most of the smaller entrants to businesses or to new markets don’t have a large patent portfol...

KOL042 | “Estoppel: A New Justification for Individual Rights” (audio)

Play Episode Listen Later Apr 19, 2013 25:47

Kinsella on Liberty Podcast, Episode 042. This is a reading of my paper "Estoppel: A New Justification for Individual Rights," which was published in Reason Papers No. 17 (Fall 1992). It was narrated by Carlos Morales on the Renegade Variety Hour podcast (April 18, 2013). This was the first of my libertarian theory works and a precursor to other articles such as "Punishment and Proportionality: The Estoppel Approach," Journal of Libertarian Studies 12:1 (Spring 1996), "New Rationalist Directions in Libertarian Rights Theory," Journal of Libertarian Studies 12:2 (Fall 1996), and “Argumentation Ethics and Liberty: A Concise Guide,” Mises Daily (May 27, 2011) (the latter of which includes “Discourse Ethics and Liberty: A Skeletal Ebook”).

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KOL 042 | “Estoppel: A New Justification for Individual Rights” (audio)