International Law / Commercial
This is a listing of selected courses which focus on international commercial law.
J.D. Seminar | 2 credit hours
The Business Law Scholars Program is designed for students who will be working in a business law-related internship/job over the Summer of 2016 and who wish to simultaneously develop their expertise and skills in this area through a related course. It is open to students who have completed their first year.
SEMINAR: The Business Law Scholars course will be taught by Professor Andrew J. Sherman, a partner in the Washington office of Jones Day. Through the course, Business Law Scholars will develop skills in strategic planning, corporate finance, human capital and governance, capital formation, management and communication, the protection and harvesting of intangible assets, business transactions, and effective client management. Students will be expected to maintain weekly journals of their field experiences and be prepared to discuss these experiences in a facilitated discussion lead by Professor Sherman. The quality and depth of the journal entries and experiential learnings are a critical part of the overall grade for the course. The course will meet on Wednesdays throughout the eight-week summer session, from 5:45 p.m. - 9:05 p.m. Business Law Scholars will also have the opportunity to participate in professional networking events through the course.
FIELDWORK: Business Law Scholars must find their own business law-related internships/jobs at law firms, associations, government agencies, non-profits, in-house departments, or other business law-related positions and commit to working 30 hours/week. For the purpose of this program, the definition of business law is broad; we ask that applicants explain how their work relates to business law in the application (see below). Students must be supervised by a lawyer.
APPLICATION PROCESS: To apply to be a Business Law Scholar, please send the following documents to Rachel Taylor, Assistant Dean of Experiential Education (email@example.com)by 9:00 a.m. on Friday, April 1, 2016:
- A resume
- Responses to the following questions:
- Where is your placement?
- Who will be supervising you? Is this person an attorney? What is their position within the office?
- What will your responsibilities be? Will your work be legal in nature?
- How many hours/week will you be working?
- How will your work relate to business law?
- Why are you interested in taking this course?
Any student who has not secured a placement by the April 1 deadline may still apply and should discuss the status of their potential fieldwork options in their application materials. Seats will be awarded first to those students who have placements lined up; if space permits, however, others may be admitted as placements are subsequently confirmed.
All Business Law Scholars must attend the seminar sessions in-person. It is not possible to participate in this program remotely.
All Business Law Scholars will receive two credits for the course. Those Scholars who work for a non-profit business entity and are not being paid may elect to earn three additional pass/fail credits for their fieldwork.
Mutually Excluded Courses: Students may not receive credit for this course and for the program D.C. Advantage: Business and Its Regulation.Students may not concurrently take this course and an externship.
J.D. Seminar (cross-listed) | 2 credit hours
Franchised businesses account for approximately 40 percent of retail sales in the U.S., more than a trillion dollars a year, and have about 10 million employees. Franchising is growing: a new franchise opens in the U.S. roughly every eight minutes of every working day. Although most people may associate franchising with “fast food restaurants,” franchising is prevalent in many areas of the economy, including automotive, hotel, various retail establishments, and numerous business services, among others. With the explosive growth of franchising, which really began in the 1950s, has come the development of franchise law as a separate discipline during the past 60 or so years and significant growth in the number of lawyers who practice in this field. Thus, franchising and the evolving practice of franchise law have a great practical impact on the U.S. and global economy.
Franchise law is a combination of contract and statutory law and is heavily influenced by trademark, antitrust and other areas of business law. Franchise agreements tend to be lengthy multi-year trademark licensing agreements. Because franchising involves distribution of goods and services, antitrust and other competition law considerations must be taken into account. Franchising is also regulated at both the federal and state level. Franchise sales are regulated by state and federal disclosure requirements, analogous to SEC requirements. Automotive, petroleum and certain other franchise relationships are regulated by specific statutes, while various states generally regulate aspects of the franchise relationship, such as termination or renewal of the relationship. There is a substantial amount of litigation in franchising, involving not only disputes between franchisors and franchisees, but also consumers and others. Many common law contract concepts, such as the “implied covenant of good faith and fair dealing,” have evolved and continue to evolve in the context of franchise law. Franchising is also growing rapidly outside the U.S.; accordingly, a variety of laws and regulations of other countries are relevant.
This course will cover the legal and practical business basics of franchising, including, structuring of the franchise relationship and the analysis of franchise agreements; the sales process and disclosure requirements; the relationship of franchising, employment, trademark and antitrust law; contract and other common law concepts that affect the franchise relationship; statutes regulating the franchise relationship at the state and federal level; automobile, petroleum and international franchising; and franchise-related litigation. Students will be evaluated on the basis of a paper and class participation, including mock negotiations at the end of the semester.
Prerequisite: Contracts (or Bargain, Exchange, and Liability) or, for foreign-educated LL.M. students, Foundations of American Law, Introduction to U.S. Legal Systems or a Contracts equivalent course from the home country.
LL.M Seminar (cross-listed) | 2 credit hours
This seminar will examine the development of competition laws around the world, differences in substantive standards among the major enforcement jurisdictions, the possible consequences of those differences, and the means to address them. We will start with a basic understanding of U.S. and EC competition principles, and then compare and contrast these with the principles applied in developing and transition economies, such as China, India, and South Africa. Particular emphasis will be on current issues and trends, multi-jurisdictional merger control, and regulation of dominant firm conduct. We will also consider the role of competition policy in economic and political development generally.
Prerequisite: for J.D. students: Antitrust Law or Antitrust Economics and Law. It is recommended that LL.M students have some previous coursework or work experience in competition law in the U.S. or another jurisdiction.
LL.M Course | 3 credit hours
An introductory survey course examining transactional and litigation issues faced by international businesses. The goal of this course is to familiarize students with the broad scope of issues affecting international business prior to the students choosing other courses for further specialization and to introduce students to analytical tools used by lawyers who advise on matters related to international business. Topics will include the international sale of goods (including letters of credit), international contract issues, cross-border financings (including letters of credit and bank financings),and international investments. Litigation topics will be related to the transactional issues covered and will include a special emphasis on contract rights and remedies, choice of law, choice of forum, and international arbitration.
Recommended: International Law I: Introduction to International Law (or the equivalent International Law I).
Mutually Excluded Courses: Students may not receive credit for both this course and International Business Transactions and Dispute Resolution or the J.D. courses, International Business Transactions or International Economic Law.
LL.M Course | 2 credit hours
In today's global economy, parties to cross-border commercial transactions increasingly choose to resolve their disputes through international arbitration. This course provides students with an understanding of the law and practice of international arbitration from the perspective of United States law. Among other things, the course will consider the alternatives to international arbitration; the international conventions and U.S. arbitration statute; the arbitration agreement; the role of courts and tribunals in determining issues of arbitrability; international arbitration rules; provisional measures; judicial enforcement of arbitration agreements and arbitration awards; and judicial setting aside of arbitration awards.
Mutually Excluded Courses: Students may not receive credit for both this course and the J.D. seminar, International Commercial Arbitration Seminar (CTLS course).
LL.M Seminar (cross-listed) | 2 credit hours
Examines the concept and technique of international negotiations, including substantive aspects of international agreements. During a portion of class time, the seminar will divide into teams for simulated negotiations, including transnational negotiations between private commercial parties and with governments.
Mutually Excluded Courses: Students may receive credit for this course and International Business Negotiations. Students may NOT receive credit for both this course and the J.D. course, International Negotiations Seminar.
Note: First class attendance is mandatory. All enrolled and waitlisted students must be in attendance at the start of the first class session in order to be eligible for a seat in the class. The first class session will be held in MCD 337.
LL.M Course | 2 credit hours
This course deals with international protection of intellectual property through the World Trade Organization (WTO) and the WTO agreements which cover intellectual property: the TRIPS Agreement, The Paris Convention and the Berne Convention. The course will also cover the General Agreement on Tariffs and Trade (GATT) and the Dispute Settlement Understanding, which are essential in enforcing these agreements.
The course examines in detail the relevant U.S. law and how the extraterritorial application of these laws effects international enforcement of intellectual property. These laws are Section 337 of the Tariff Act of 1930 which prohibits the importation of articles into the United States which infringe U.S. patents, trademarks, or copyrights, and Section 301 of the Trade Act of 1974 which allows retaliation against foreign countries which impose unjustifiable or unreasonable restrictions against U.S. commerce.
The main WTO cases in intellectual property will be read and analyzed. These will include the cases on Sections 337 and 301, which have limited the United States’ ability to unilaterally affect intellectual property law. Other cases will include the U.S. – Cuba Havana Club case, the Indian Pharmaceutical case, the Internet Gaming case, the U.S. Musical Copyright case, the European Geographical Indication (GI) case, the Canada Pharmaceutical patent case, and the China Intellectual Property Violation case. The course will study the Doha Agreement, which allows the compulsory licensing of pharmaceutical patents to fight pandemic diseases particularly HIV/AIDS. Finally, the course will review any significant changes in trade law or existing trade agreements, particularly as relates to intellectual property, that may occur under the new Trump administration.
Mutually Excluded Courses: Students may not receive credit for both this course and Intellectual Property in World Trade (LAWG/J-226).
LL.M Seminar | 3 credit hours
The subject of investor-state disputes and their resolution lies at the cutting edge of international law, and is a major factor in the development of the global economic system in years to come. Study of this form of arbitration provides insight into the evolving shape of customary international law, the conflict between capital-importing and capital-exporting states, and the status of individuals in the international legal order. This seminar will provide students with a firm grounding in the history, present practice, and future implications of arbitration between foreign investors and host states, sanctioned by multilateral and bilateral investment treaties. Topics that will be covered in this course are the history of the treatment of aliens and investments under international law; an overview of the most important international treaties that give investors a right to arbitration of claims; the most important elements of procedure that characterize investor-state arbitration, including tribunal composition, jurisdiction, evidence, award and challenge or annulment; substantive law of investment arbitration, the standards that apply when a tribunal determines whether a breach of the treaty has occurred; and the future development of investor-state arbitration including the challenges of globalization and other stresses, the clash of capital-importing and capital-exporting countries, environmental protection and free trade, restrictions on state sovereignty, the construction of an international investment jurisprudence, the limits on arbitrability, and the expansion of multilateral investment protections worldwide.
Active participation in discussion of the course materials is required. Furthermore, each student will prepare a substantial research paper, which will serve as the basis for an oral presentation. Students will also be responsible for critiquing other students' research projects.
Prerequisite: International Law I.
Recommended: International Commercial Arbitration
Note: For the Spring section: FIRST CLASS ATTENDANCE IS MANDATORY. All enrolled and waitlisted students must be in attendance at the start of the first class session in order to be eligible for a seat in the class. STUDENTS MAY NOT WITHDRAW FROM THIS CLASS AFTER THE ADD-DROP PERIOD ENDS WITHOUT THE PERMISSION OF THE PROFESSOR.This course requires a paper. J.D. Students: this will fulfill the J.D. Upperclass Legal Writing Requirement.
LL.M Course (cross-listed) | 2 credit hours
As economies globalize and organizations increasingly form cross-border relationships, there should be more focus on problems facing legal practitioners caused by cross-cultural differences. While international transactions comprise of distinct phases, the aim of this course is to explore the importance of pre-negotiation phase of international transactions. The legal training in the United States tend to devote far too little time and attention to the pre-negotiation phase than most of our counterparts from other countries. American lawyers generally want to “dispense with the preliminaries” and “to get down to cases” at the negotiation table. For seasoned lawyers and executives, however, this phase of Pre-negotiation is the most important stage to determine whether they want to negotiate at all and, if so, what they will talk about, and how, when, and where they will do it. Without a proper pre-negotiation phase, one may not get to that negotiation table, let alone explore any dispute resolution mechanisms.
Pre-negotiation phase can be characterized by information-gathering efforts to evaluate the parties’ interests and comprises of a process entailing rational choice to pursue negotiation or not. This course, “Pre-negotiation Strategies,” will attempt to introduce an analytical framework for understanding and formulating culturally responsive legal strategies for international lawyers. This highly interactive class will utilize case studies as well as various international agreements to highlight the importance of evaluating and analyzing the negotiating environment before it actually takes place. The course will address the need for practitioners to research and identify certain cultural mores and behavioral patterns in dealing with an unfamiliar culture as well as examine foreign bureaucracies, foreign laws, and multiple currencies in order to develop cross-culturally sensitive strategies in international transactions.
Active in-class participation and simulations will be required.
Note: First class attendance is strongly encouraged.
LL.M Course (cross-listed) | 2 credit hours
As international trade and commerce have increased over the years, customs law has become increasingly more internationalized, important and complex. This course will examine and provide a basic introduction to the rules and principles relating to both U.S. and international customs law. This will include an examination of those rules and principles relating to tariff classification, customs valuation, rules of origin, border enforcement of intellectual property rights and regional trading arrangements. International efforts to facilitate trade and to harmonize and simplify customs laws and procedures will also be examined together with international organizations dealing with customs laws and procedures (such as the World Trade Organization and the World Customs Organization).
Customs authorities are the guardians of national borders. The role of customs authorities in combating terrorism and criminal activity and in securing and safeguarding national borders will also be examined.
Mutually Excluded Courses: Students may not receive credit for both this course and Customs Law.