Blog: It’s Just Business

https://itsjustbusiness.foxrothschild.com/

Jeff is a regular contributor to the firm's It's Just Business blog, providing analysis of important rulings issued by the North Carolina Business Court. Staying on top of these cases – as well as other appellate and federal court decisions – is essential for companies that need to anticipate and respond quickly to changes in the law.

Recent Blog Posts

  • When it comes to PJ, KYC (Know Your Contractor) – or at least where they are headquartered. Contract with “substantial connection” with NC leads to PJ over a California Defendant who never visited NC.     In Toshiba Global Commerce Solutions, Inc. v. Smart & Final Stores LLC, 2020 NCBC 95, Judge Conrad held that a California-based company that reached into NC to contract with a NC business was subject to personal jurisdiction.  What makes this decision interesting for PJ purposes is that the California company never travelled to NC or met or dealt directly with anyone in NC. ... More
  • For Hybrid Business-Legal Communications, Privilege Depends on the “Primary Purpose” Jeff MacHarg & Ashley Barton Chandler In this order from Buckley LLP v. Series 1 of Oxford Ins. Co. NC LLC, Chief Judge Bledsoe dealt with dueling motions to compel.  Both sides claimed that their hybrid business-legal communications were privileged.  After an exhaustive review – Judge Bledsoe concluded that both sides were right, and wrong, and certain materials had to be produced. Key takeaway: to protect intertwined business-legal communications, seeking (or providing) legal advice must be the “primary purpose.”  If the “primary... More
  • 8th Annual Business Court CLE is October 23, 2020           8th Annual Business Court CLE is October 23, 2020. Register here. In the past, this event has been held in a packed Mecklenburg County Bar Center. This year it will be virtual. No free snacks, no breakout discussions, but same great information. Thanks again to litigators, leaders, and all-around good people, Bailey King at Bradley Arant and Katie Burchette of Johnston Allison & Hord, for organizing this event for the benefit of us all.... More
  • Another PJ Decision: SC employer was subject to PJ in employee’s NC WFH location. Compared to other PJ questions, this one seemed Easy. If you have employees that work from home (WFH), you may be subject to PJ in their location. During the last few months, the NC Supreme and Business Courts have answered some tricky PJ questions:  Are pre-conflict contacts relevant?  (Yes and Yes); Is a single contract with a NC resident always enough to justify PJ?  (No, contacts not contracts matter).  Is PJ defense waivable? (Yes, and this case tested the limits of waiver.) Compared to these PJ questions, the one in... More
  • And… Another PJ Decision (Still not that kind…): Pre-conflict contacts are relevant. Q: Are pre-conflict NC contacts relevant?  A: Yes. Q: What if they relate to a separate contract between the parties?  A: Yes. Still relevant. In Button v. Level Four Orthotics & Prosthetics, Inc., 2020 NCBC 18 (Mar. 13, 2020), Judge Robinson considered whether the court could exercise personal jurisdiction over Florida defendants based in part on their course of dealing with the NC plaintiff, including “pre-conflict” NC contacts and consent to NC jurisdiction provisions in other contracts between the parties. Adopting a broad view... More
  • Another PJ Decision: Remember – PJ is a waivable defense… In Cohen v. Continental, 2020 NCBC Order 12 (N.C. Super. Ct. Mar. 12, 2020) Judge Gale discussed several practical PJ issues – including waiver and website/e-mail contacts. Some takeaways are: PJ is a waivable defense. Raise it in your answer, and don’t wait too long to file your motion. Having an interactive website – even one with NC subscribers – may not establish PJ, particularly if the content is not NC-specific. In a specific PJ analysis – contacts unrelated to the claims are... More
  • Chief Judge Bledsoe Further Extends Deadlines and Activities in NCBC Cases to 1 June 2020 This afternoon, Chief Judge Bledsoe issued a second Order – 14 April 2020 NCBC Order – applicable to all Business Court Actions extending case management and other deadlines and procedures to match those in Chief Justice Beasley’s 13 April 2020 S.Ct. Order. In short, all case management deadlines for NCBC cases falling between 16 March 2020 and 1 June 2020 are extended to 1 June 2020, and anything else to be done before 1 June 2020 will be deemed timely if... More
  • More on PJ… (still, not that kind…): Contacts, not contracts, are key.   Contacts, not contracts, are the key. Shortly after the Supreme Court’s decision in Beem USA Limited-Liability Ltd. P’ship v. Grax Consulting, LLC, — N.C. –, 838 S.E.2d 158 (2020), Judge Gale decided a series of personal jurisdiction motions in Diamond Candles, LLC v. Winter, 2020 NCBC 17 (N.C. Super. Ct. Mar. 12, 2020). The results were mixed. Key takeaways: Providing legal services to a NC client, alone, may not establish personal jurisdiction over an out-of-state lawyer. Contacts with the forum itself – e.g.... More
  • New Opinions on PJ (No, not that kind…): NC Supreme Court Opinion on Personal Jurisdiction   Though challenges to Business Court designations, i.e. subject matter jurisdiction, are relatively common (see, e.g., Business Court Retains Case Even After ‘Jurisdictional Hook’ Claim is Dismissed), challenges to personal jurisdiction are less frequent.  So we noted with interest the North Carolina Supreme Court’s recent opinion on personal jurisdiction in Beem USA Limited-Liability Ltd. P’ship v. Grax Consulting, LLC, — N.C. — , 838 S.E.2d 158 (2020), a rare reversal of a Business Court ruling. We also noted the results in a... More
  • Hello? Is it fees you’re looking for? With Court “ordered” corporate record inspections, who pays for the fees? More often than not, shareholders have to pay their own attorneys’ fees. In Bauk v. Piedmont Cheerwine Bottling Company, 18 CVS 358, Order and Opinion on Petitioners’ Requests for Costs and Fees and to Modify Protective Order, 2020 NCBC 6, Judge Conrad denied the shareholders’ request for attorneys’ fees incurred in forcing the corporation to adequately respond to their document inspection demands. The reason: a consent order – although sensible... More