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The following excerpt is taken from A Practical Guide to Software Licensing for Licensees and Licensors, Second Edition by H. Ward Classen, Copyright 2007 by ABA Section of Business Law. Reprinted here with permission. The material contained herein represents the
opinions of the authors and editors and should not be construed to be the action of either the
American Bar Association or the Section of Business Law unless adopted pursuant to the bylaws of
the Association. Nothing contained herein is to be considered as the rendering of legal advice for
specific cases, and readers are responsible for obtaining such advice from their own legal counsel.
To request reprint permission, contact the Manager, Copyrights and Licensing, at (312) 988-6102.
For the complete excerpt, click here
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Message from the Chair, Linda Hayman
Write your Congressman or Congresswoman. Urge them to increase judicial
salaries. On behalf of the Section of Business Law, I have written to urge
Congress to increase judicial pay. The inadequate
compensation of our federal judiciary is threatening not only the
independence of our judiciary but the attractiveness of the profession to
potential jurists. And the importance to the business community is self-evident. The increasing number of complex business cases demands a
judiciary of the highest caliber.
The ABA has collected some of the disheartening statistics and you can
access them easily
here. A few
highlights:
- Since 1969, the year in which the first comprehensive adjustment of
judicial salaries occurred, a judge's pay has declined by approximately 25%,
while the pay of the average American worker has increased by almost 19%
when adjusted for inflation. If judicial salaries had kept pace with the
increase in wages for the average American worker, the salary of district
court judges would now be $261,000.
- Since the last pay raise took effect in 1992, when adjusted for
inflation, the average American worker's wages has risen 18.5% and most
federal workers' pay have risen 15%. In contrast, the pay of federal judges
has declined 10.8% as a result of their not receiving cost-of-living
adjustments in 1994, 1995, 1996, 1997, 1999 and 2007. The cumulative
compensation lost totals $208,500 for district judges.
- The median salary for law school deans is approximately $230,000 - about
42% more than salaries of district court judges. The differential between
judicial salaries and those of non-profit leaders is even greater.
- In the business community, the salaries of judicial clerks may exceed
those of the judges within a few years after leaving their clerkships.
Judges who leave the bench to participate in mediation and arbitration can
expect to triple or quadruple their salary immediately.
I urge you to read the Volker Commission Report on Judicial Pay, as well as
the statements of Justice Breyer, Justice Alito and Justice Kennedy. These can easily
be accessed
here.
In addition to testifying to Congress,
Justice Breyer
also addressed the members of our Section on the same subject (click here for full audio). In response to a question posed at our Section's Spring
Meeting, Justice Breyer stressed the importance of attracting judges from
diverse backgrounds:
"I think you want a lot of federal judges who would, in a sense, grow out of
the community. Now, what does that mean? It means they're pushed into
their job by others, they're recommended by others. Why? Because it's a
man or a woman who's recognized by the bar and those he works with are
segments of the community. * * * Now traditionally, the federal
judiciary has been somewhat like that in the sense that when you look at a
group of judges, they come from a lot of different places. There can be
some who previously were magistrates or state court judges. There should
be some who previously were in the bar. What bar? Every bar. Large
firms, small firms, this kind of practice, that kind of practice. * * *But
I'll use the word diversity to describe it and I'll say, from that point of
view, there is a growing problem. * * * And if you look at the judges of
the federal court that President Eisenhower appointed, you see that
probably one in five came from what I call a judicial career previously - a
magistrate, a State Court Judge, etc. One in five, fine. We want people
who have that professional background; there's some great judges from that
background. But then I see that that background has gone up to over
half... over half. And then I say, "Well, what's happening? We're
going to become a judiciary as they have in France, as they have in
Belgium, other places on the continent." Nothing wrong with that.
There's some very good judges there, but that's not our system. And that's
not a system that ultimately will reflect a group of people who understand
their communities well enough."
As business lawyers, our community is the business community. It is
important that lawyers who practice in business settings (whether in
private law firms or in-house) continue to be attracted to service on the
bench. But today the business lawyer contemplating service on the bench
often faces a severe and unacceptable decrease in compensation. One can
only be concerned how many future business lawyers will choose the judicial
path.
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Linda Hayman
Chair, Section of Business Law
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As a result of Reuters's acquisition of MoneyLine Telerate, the references
in the typical definition of Eurodollar Rate should be updated in any
credit or other agreement that uses a customary definition of Eurodollar
Rate (or LIBOR for dollar-denominated deposits). Check your documents to
determine whether changes are needed.
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Review the significant commercial law developments in 2006—in a
67-page detailed outline and the audio from the program.
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Directors' decisions continue to be challenged by stockholders in a variety
of contexts including litigation. The Corporate Director's
Guidebook provides guidance to directors and aspiring directors in
meeting the myriad of challenges facing corporations. Read the materials
and listen to the audio.
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Presented by the Committee on Corporate Laws at the 2007 Spring Meeting - March 15-18, 2007.
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These written materials and the program audio provide a great review of the
latest developments in cyberspace law.
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Presented by the Committee on Cyberspace Law at the 2007 Spring Meeting - March 15-18, 2007.
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The Delaware Supreme Court's decision in Stone v. Ritter deals with
directors' duty to oversee corporate compliance. The complaint alleged
that the failure of the AmSouth directors to implement effective reporting
systems and internal compliance monitoring resulted in approximately $50
million in losses to AmSouth.
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The President of the United States has broad authority, under the Defense
Production Act, to review and, potentially, block mergers, acquisitions,
and takeovers that could result in foreign control of persons engaged in
interstate commerce in the United States.
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The few existing series LLC laws generally allow each series to be treated
as a separate entity for state law purposes; but it is unclear whether each
series will be treated as a separate entity for federal and state tax
purposes.
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Venture capital investment in clean technology, according to one source,
represented more than 10% of the total venture dollars invested in 2006.
That made it the fastest growing venture capital sector, and experts
predict that investments in clean technology will only increase.
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The BLS Advisors program recognizes individuals who have distinguished
themselves as practitioners, teachers, or government officials in one or
more of the areas in which committees of the Section of Business Law are
active. The Section looks for senior lawyers with national reputations who
are interested in sharing the wisdom and knowledge they have accumulated
over years of practice. In this program, four of our Section's Advisors
evaluate the pluses and minuses of such changes in the profession as the
growth of the "mega-firm," the faithlessness of clients, the primacy of
"big bucks," the advent of lateral "poaching," and technology overload.
Chair:
- James Freund, Of Counsel, Skadden Arps Slate Meagher & Flom LLP, New York, NY
Speakers:
- Professor Harvey Goldschmid, Dwight Professor of Law, Columbia University School of Law, New York, NY
- Honorable Myron T. Steele, Chief Justice, Supreme Court of the State of Delaware, Dover, DE
- Honorable Patricia Wald, Retired Chief Judge, U.S. Court of Appeals, Washington, DC
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The DirectWomen Institute and Awards Luncheon held March 29-30 at the
Waldorf=Astoria in New York was a memorable event for the Section.
Participants at the Institute included not only a group of qualified women
selected to attend the Institute, but also outstanding faculty discussing
topics such as the roles and responsibilities of the director and the
board, leadership and strategy, the fundamentals of financial statements
and officers' liability. Over 300 individuals were present at the
DirectWomen Awards Luncheon which paid tribute to the women attorneys
serving as corporate directors and the companies on whose boards they
serve. In addition, the DirectWomen Institute's inaugural class was
introduced. Plans are underway for the 2008 DirectWomen Board Institute,
February 20-22, New York, NY and for more information
click here.
Thanks to all of our sponsors, especially our Gold Premier, who helped make
all this possible.
GOLD PREMIER
PREMIER
ABA Section of Antitrust Law
Burlington Northern Santa Fe Corporation
Davis Polk & Wardwell
Fluor Corporation
Goodwin Procter LLP
Merrill & Lynch & Co., Inc.
Pepper Hamilton LLP
Simpson Thacher & Bartlett LLP
Wal-Mart Stores, Inc.
Weil, Gotshal & Manges LLP
White & Case LLP
BENEFACTOR
ABA Section of Litigation
ABA Section of Taxation
AIG National Union
Arent Fox LLP
Cleary Gottlieb Steen & Hamilton LLP
CVS Corporation
Fulbright & Jaworski L.L.P.
Greenberg Traurig, LLP
Morgan, Lewis & Bockius LLP
O'Melveny & Myers LLP
Proskauer Rose LLP
Richards, Layton & Finger, P.A.
Thompson & Knight LLP
TIAA-CREF
Wachovia Corporation
Wilson Sonsini Goodrich & Rosati
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Committee Spotlight
To learn more about or join the committees that contributed to this month's practice points, just click on the committee name below.
Section members are eligible to join the Section's committees at no
additional cost. Become involved or simply stay in the information
flow. It's FREE!
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The Nominating Committee, consisting of Steve Weise, Alvin Thompson, Roland
Brandel, Arthur Field, Jean FitzSimon, Linda Hayman (ex officio), Charlie
McCallum (ex officio) and Barbara Mendel Mayden, assisted by Section
Director, Sue Daly, recommends the following slate of officers to be elected
at the Annual Meeting in August 2007:
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Chair-Elect:
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Secretary:
- Lynne B. Barr, Boston, MA
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Delegate to the ABA House of Delegates for a two year term ending August 2009:
- Maury Poscover, St. Louis, MO
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Delegate to the ABA House of Delegates for a three-year term ending August 2010:
- Amelia H. Boss, Philadelphia, PA
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Council Positions for terms ending August 2011:
- Mitchell L. Bach, Philadelphia, PA
- Conrad G. Goodkind, Milwaukee, WI
- Paul (Chip) L. Lion, III, Palo Alto, CA
- Timothy M. Lupinacci, Birmingham, AL
- Jacqueline Parker, Seattle, WA
The goal of the Program is to increase the participation
of young lawyers in Section activities. The Section is committed to
investing dollars in young lawyers who are expected to participate actively
in the substantive work of the Section and to grow into future leadership
positions within the Section. The Program is designed not only to develop
future leaders of the Section but also to enhance the image of the Section
among members of the YLD in order to attract young lawyers into Section
membership. The Section will select five Fellows and will fund their
expenses to participate in Section activities for two years. Applications
are due July 6, 2007. For more information about the program, click here.
The goal of the Program is to increase the
participation of lawyers of color in Section activities. The Section is
committed to investing dollars in lawyers of color who are expected to
participate actively in the substantive work of the Section and to grow
into future leadership positions within the Section. The Program is
designed not only to develop future leaders of the Section but also to
enhance the image of the Section among members of the national minority bar
organizations in order to attract lawyers of color into Section membership.
The Section will select five Ambassadors and will fund their expenses to
participate in Section activities for two years. Applications are due July
6, 2007. For more information about the program, click here.
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