MGMT 224 – Fall 2011 – Prof. Freixes
TOPICS IN BUSINESS LAW
Legal Research Assignment – (Due: 11/10/11)
Select one of the four research problems listed below. Your assignment is to conduct legal
research on the topic and to draft a legal memorandum of no less than 8 pages and no more
than 14 pages addressing the question(s) raised. In your memorandum, you should cite primary
sources of law to support your analysis. To conduct your research you may use the UCLA Law
Library or Westlaw online database. You will receive special training on conducting Westlaw
research during the course.
PROBLEM NO. 1: Your company owns and operates 5 retail stores in the Los Angeles area
selling sportswear and sporting goods. Its top selling merchandise is a line of sportswear under
the name of “On The Go”. The sportswear features a unique logo depicting the black silhouette
of a runner. You’ve been selling this product for ten (10) years now and it is well known in
Southern California. You have never registered your trade name or logo with federal or state
trademark agencies. Recently, a competitor has started selling similar sportswear under the
trade name “Go”, with a logo depicting the red silhouette of a runner. You write them a letter
demanding they stop using the “Go” name and the runner logo as it infringes on your intellectual
property rights. The competitor responds with a copy of their pending federal trademark
application where they seek a trademark for the name and logo. Your intended course of action
now is (1) to seek both state and federal trademark registration of your trade name and logo and
(2) to prevent the competitor from continuing to use its similar trade name and logo. Discuss
what your common law and statutory rights are with respect to the apparent infringement of your
trade name and logo. Are you likely to prevail if you bring an infringement action (since you’ve
never registered) and what will your likely damages or remedies be if you win? Additionally,
what process must you follow to register your trade name and logo with federal and State of
California agencies, and what can you do to prevent the approval of your competitor’s federal
application?
PROBLEM NO. 2: A former employee sued your company for damages arising from sexual
harassment she suffered at the hands of her division manager. The California Superior Court
lawsuit alleges violation of federal and California statutory discrimination statutes, as well as
common law remedies. The plaintiff alleges that the manager propositioned her for sexual
favors on at least 5 occasions and, on one occasion, grabbed her in the chest. On two
occasions, he also circulated several sexually explicit jokes via e-mail to department staff
(including plaintiff). She reported the incidents to the Human Resources Manager, then abruptly
quit the company one month later. Your company has strict rules forbidding sexual harassment
and all management level employees are required to undergo training on how to avoid
discrimination in the work place (including sexual harassment). The manager had no history of
ever having sexually harassed a worker and was previously a model employee. In your legal
memorandum, please discuss the federal and California state statutory and common law
remedies available in such suits. Additionally, address the issue of whether the company is
liable for the acts of its employee if the company had no prior knowledge of the manager’s
abusive tendencies (under both California and federal law). Also discuss the likely damages the
plaintiff may recover against the company if the company is held legally liable for the manager’s
conduct
PROBLEM NO. 3: Joe Ramirez and Sam Lee, Los Angeles residents, have started a business
selling travel and map software called “Where in the World?” They are operating as a general
partnership and have not filed any forms with the Secretary of State. Their sales have
increased significantly and they now wish to formalize their business relationship by creating a C
corporation, S corporation or Limited Liability Company. In addition, Travelmaps of California, a
California “C” corporation, that owns a large chain of travel shops, approached Joe and Sam to
discuss a possible joint venture with Where in the World? Based on the foregoing, discuss the
legal, business and tax ramifications of these various entities and make a recommendation as to
which one best suits their needs. In your discussion, address some options for Joe and Sam if
they wish to pursue a joint venture with Travelmaps of California.
PROBLEM NO. 4: You and your business partners own and manage several residential
apartment buildings in the City of Los Angeles. The buildings are owned jointly by you as
tenants in common. You are dealing with the following issues on some of the buildings:
A. On Building A, you are upside down on the mortgage with Bank of America due to
declining real estate values. The bank has accelerated the loan because you are behind
in your mortgage payments by 4 months and is threatening foreclosure action against
you and/or a lawsuit to recover the amount due on the mortgage. The mortgage balance
is $ 10 million and the FMV of the building is now $ 8 million.
B. On Building B, one of the tenants was criminally assaulted in the underground parking
structure of the building and has filed suit against you (and your partners) for negligence.
They were hospitalized for 1 week with serious head and neck injuries. Apparently the
electric gate on the parking structure had been broken for 2 weeks prior to the incident
and the assailants walked in off the street through the open gate. Two days prior to the
incident, tenants had complained about the problem to the building manager (who lives
on the premises) and the gate was scheduled to be fixed the day after the attack
occurred. The injured tenant filed suit for $ 400,000 in compensatory damages and $ 5
million in punitive damages.
As to Scenario A, please describe what the Bank’s legal options are against you if they wish to
foreclose or sue, and under what circumstances you might be personally liable for the full
amount of the mortgage balance (particularly the deficiency balance of $ 2 million). As to
Scenario B, please address your liability for damages under California premises liability law and
under what circumstances you will be liable for punitive damages.
ALTERNATE PROBLEM: In lieu of one of the above problems, you may draft your own
“imaginary legal problem” and conduct legal research on your chosen topic instead. Submit the
proposed topic to Prof. Freixes for approval prior to commencing work on the project.
Your legal memorandum is worth 35% of your overall course grade. The paper should
be single-spaced, and include footnotes (or citations in the body of text) referencing the legal
authorities that support your findings or discussion. Please include a cover page with the course
name, the quarter and your name. No less than 3 and no more than 5 students can work
together on the project and submit a joint paper (those students would receive the same grade
on the paper). In the first three weeks of class, we will incorporate some training on legal
research to assist you in this endeavor, including Lexis/Nexis training. The assignment must be
turned in no later than Thursday, November 10, 2011.