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Financing a Business

Lisa C. Coppolo — Thu, 05 Jun 2008 11:18:00 GMT

Businesses are financed in a variety of ways, each of which has advantages and disadvantages.

Bank Financing

Bank financing is the most common type of financing for businesses - especially small businesses. In most instances, a lender making a conventional loan will require the borrower to give collateral to secure the loan. Collat

An Overview of the Uniform Computer Information Transactions Act

Lisa C. Coppolo — Mon, 28 Jan 2008 21:54:07 GMT

Few would question that the United States economy has shifted into a new era. The Industrial Age, characterized by huge factories and the mass production of goods, has given way to the Information Age, characterized by the dominance of the service sector and exemplified by the explosive growth of the software industry. Commerce on the Internet is no longer a novelty. The trade in information services, combined with electronic commerce for other goods and services

Security Interest in a Deposit Account Must Be Perfected by a Control Agreement

Lisa C. Coppolo — Mon, 28 Jan 2008 21:44:17 GMT

John Councellor was the president and controlling stockholder of First Metals and Plastics Technologies, Inc. He loaned the company more than $200,000 and filed a financing statement with the Indiana Secretary of State's office on December 30, 2002, covering "all Debtor's presently owned or hereafter acquired assets, including, without limitation, ... deposit accounts ... and all products and proceeds of the foregoing." No control agreement was executed

Interests in Borrowers' Depository Accounts

Lisa C. Coppolo — Mon, 28 Jan 2008 22:03:41 GMT

Revised Article 9 brings depository accounts within its scope, with perfection to be effected by control. An American Bar Association committee has developed model deposit account control agreements. The forms are discussed and reproduced in Asset Based Financing: A Transactional Guide.

Letters of Credit and UCP 600

Lisa C. Coppolo — Mon, 28 Jan 2008 22:02:18 GMT

The revision of the Uniform Customs and Practice for Documentary Credits (UCP 600) became effective July 1, 2007. The UCP 600 is applicable to all letters of credit explicitly incorporating it, and most likely is applicable to all other credits by reason of international letter of credit practice. Several changes and modifications have been made from the UCP 500, including the adoption of definitions (UCP 600 Art. 2) and interpretations (UCP 600 Art. 3), and some

Contract Law and the UCC

Lisa C. Coppolo — Mon, 28 Jan 2008 22:01:38 GMT

Among other recent developments in contract law are those concerning the Uniform Commercial Code, particularly its constructed third party beneficiary provision and the judicial confusion surrounding the construction of that provision. The reconciliation of certain provisions concerning the law of assignment in UCC Articles 2 and 9 require an ongoing evaluation of the law of secured transactions. Corbin on Contracts is the premier source for keeping up-to-

The Buyer’s Imperative: Notify the Seller of Breach or Be Barred from Any Remedy

Lisa C. Coppolo — Wed, 18 Jun 2008 08:53:25 GMT

U.C.C. section 2-607(3)(a) requires a buyer to give a seller notice of breach within a reasonable time after the buyer discovers or should have discovered the breach. Failure to give the specified notice bars a buyer from any remedy for breach. This harsh rule provides a breaching seller with a complete defense to Article 2 claims; consequently, lawyers representing sellers are well-advised to raise this defense whenever possible, and those representing buyers sh

Rationalizing U.S. Financial Regulation: The Treasury's Plan

Lisa C. Coppolo — Mon, 12 May 2008 10:25:51 GMT

Financial and corporate crises bring regulation; the bigger the crisis, the more the regulation. A few years ago, major corporations, particularly Enron and WorldCom, were engulfed in scandals. Coming hard upon the bursting of the dot.com bubble and revelations of improper sales practices of Wall Street banks, these scandals were the catalyst for the Sarbanes-Oxley Act of 2002 ("Sarbanes-Oxley"), a far-reaching reform of public companies. One forgets t

The Relationship between Trade Associations & Product Liability

Lisa C. Coppolo — Mon, 12 May 2008 10:17:25 GMT

Hugh K. Webster, a partner in the Washington, DC law firm of Webster, Chamberlain & Bean, discusses Northern District of Ohio's recent holding in In re Welding Fume Litigation that participation by a non-manufacturer's employees in an industry association, even on association committee's with a product safety focus, does not create any legal duty on the part of that corporation toward users of products manufactured by othe

Commercial Law Primer

Lisa C. Coppolo — Fri, 21 Mar 2008 07:48:03 GMT

Commercial law is a broad name for a practice area that encompasses many legal topics. A commercial law practitioner may become involved with banking law, bankruptcy law, and consumer credit law, among other areas.

The primary focus of this practice area, however, has to do with commercial transactions under the Uniform Commercial Code (UCC). The UCC, created under the auspice

Types of Legal Content Typically Relied Upon by Commercial Law Practitioners

Lisa C. Coppolo — Mon, 28 Jan 2008 21:33:39 GMT

Checklists (e.g., buyer’s obligations, seller’s obligations);
Official Forms (e.g., UCC-1 and UCC-3 lien filings; U.S. Copyright Office Forms);
Unofficial Forms (e.g., creating a security interest in inventory; commercial letter of credit; complaint for deficiency judgment; sample long-form commercial loan agreement);
Small Law Perspective: Small general practice firms may be involved in commercial transactional work, particularly relating to consumer credit, collections, or sales. There are also small, boutique firms engaged in a variety of commercial work, such as consumer credit issues, sales, creating and perfecting security interests/liens, enforcing or collecting money judgments, commercial lending, workouts, and reorganizations.
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Lisa C. Coppolo — Fri, 29 Feb 2008 15:58:25 GMT

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