Organized: The Business Law Breakdown simplifies complex legal principles to make business law accessible to everyone. Hosted by Professor Seth C. Oranburg, this podcast uses real-world cases and practical contract law strategies to help business professionals, lawyers, and students master the essentials of business law. Each episode breaks down legal concepts with engaging discussions, real-world applications, and pop culture references—covering everything from the fundamentals of contracts ...
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Tornetta v. Musk and the Future of Corporate Law (featuring Professors Bainbridge and Alon-Beck)
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In this episode of Organized, Professor Seth Oranburg is joined by UCLA Law Professor Stephen Bainbridge, one of the nation’s foremost corporate law theorists, and Case Western Reserve Professor Anat Alon-Beck, a leading expert on corporate governance, to unpack Tornetta v. Musk, a case that has sparked debates about power, process, and the future …
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Mission Drift: Can OpenAI Ditch Its Non-Profit Status?
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Is OpenAI abandoning its roots? Once a mission-driven nonprofit, OpenAI's recent shift toward a for-profit structure has sparked controversy—and a lawsuit from Elon Musk. In this episode of Organized: The Business Law Breakdown, Professor Seth C. Oranburg and special guest Professor Anat Alon-Beck tackle the complex intersection of corporate law, g…
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Episode 28: Three’s Company – When Contracts Benefit Third Parties
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Conclude the season by exploring third-party beneficiary contracts, where agreements benefit someone who isn’t a party to the contract. Professor Oranburg examines how and when third parties can enforce contractual rights. You’ll learn about intended vs. incidental beneficiaries and how courts determine third-party rights. Through engaging examples…
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Tornetta v. Musk – Boardroom Battles, Delaware Courts, and the Future of Corporate Governance
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Join Professors Seth Oranburg, Anat Alon-Beck, and Eric Chaffee for a lively discussion Tornetta v. Musk—a case that’s challenging corporate governance norms and sparking debates about Delaware’s future as the corporate capital of America. Is this decision a necessary safeguard for shareholder accountability, or does it risk overreach that could dr…
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Episode 27: Imperfect Tender – UCC Warranties
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Explore the complex world of warranties in the sale of goods under the Uniform Commercial Code (UCC). Professor Oranburg examines express and implied warranties, including the warranties of merchantability and fitness for a particular purpose. You’ll learn how warranties are created, disclaimed, and modified. Through real-world examples and landmar…
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Episode 26: When Goods Go Bad – UCC Damages
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In “UCC Damages – When Goods Go Bad,” we dive into the world of damages under the Uniform Commercial Code. Discover how the UCC balances the interests of buyers and sellers when contracts for goods go awry, and why these rules differ from common law remedies. From the Perfect Tender Rule to the complexities of calculating damages, this episode brea…
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Bonus Episode – Mastering MBE Strategies
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In this special bonus episode of Mastering Contracts, we shift our focus from contract law doctrine to the strategies you need to conquer multiple-choice questions on law school exams and the Multistate Bar Exam (MBE). Using contract law as our foundation, Professor Oranburg teaches you how to: Spot the core issue in a question, even when it’s buri…
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Episode 25: Equity’s Enforcers – When Money Can’t Buy Justice
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In “Equity’s Enforcers – When Money Can’t Buy Justice,” we explore the world of equitable remedies in contract law. Discover when and why courts might order specific performance or grant injunctions instead of awarding money damages. We break down the landmark Bauer v. Sawyer case, dive into hypothetical scenarios, and even examine how these princi…
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Episode 24: Greater Expectations – Alternative Money Damages
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When expectation damages fall short, what other options do courts have? In this episode, we explore alternative money damages in contract law. From reliance damages to punitive and nominal damages, we break down the tools courts use when traditional remedies aren’t enough. We’ll analyze the landmark Copeland v. Baskin Robbins case and how it applie…
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Episode 23: Show Me the Money – Expectation Damages
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Explore the primary remedy for breach of contract: expectation damages. Professor Oranburg delves into how courts calculate damages to put the non-breaching party in the position they would have been in had the contract been performed. You’ll learn about concepts like foreseeability, certainty, and mitigation of damages. Through engaging examples a…
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Episode 22: The More Things Change – Modifying Contracts by Mutual Assent
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Dive into the world of contract modifications, exploring how existing agreements can be changed through mutual consent. Professor Oranburg examines the requirements for valid modifications, including consideration in common law and the UCC’s more flexible approach. You’ll learn about the pre-existing duty rule and its exceptions. Through practical …
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Episode 21: Excuse Me - When Non-Performance Is Judicially Justified
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Explore the circumstances under which non-performance of contractual obligations may be legally excused. Professor Oranburg examines doctrines such as impossibility, impracticability, and frustration of purpose. You’ll learn how unforeseen events can affect contract performance and when courts will relieve parties of their obligations. Through real…
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Episode 20: Here comes Trouble – Anticipatory Repudiation
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Delve into the concept of anticipatory repudiation, where one party indicates they won’t perform their contractual obligations before performance is due. Professor Oranburg explores how courts determine when a repudiation has occurred and what options are available to the non-breaching party. You’ll learn about adequate assurance of performance and…
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Are University Speech Codes Too Restrictive? A Conversation about Free & Higher Education
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Join us for a compelling discussion on the boundaries of free speech in higher education. In this episode, Professor Seth Oranburg of UNH Franklin Pierce School of Law and Robert Shibley, a leading advocate for free expression and campus rights from FIRE (Foundation for Individual Rights and Expression), engage in a thought-provoking conversation a…
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Episode 19: Performance in Contracts – When Is “Good Enough” Really Enough?
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Explore the concept of performance in contract law, focusing on what constitutes adequate fulfillment of contractual obligations. Professor Oranburg examines the doctrine of substantial performance and its applications in various contexts. You’ll learn about material vs. minor breaches and how courts determine when performance is sufficient. Throug…
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Episode 14: Words in Context – How Courts Interpret Contracts
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What's the meaning of "chicken?" Unravel the complexities of contract interpretation in this illuminating episode. Professor Oranburg explores the principles courts use to determine the meaning of contract terms when disputes arise. You’ll learn about intrinsic evidence, extrinsic evidence, and how courts balance the literal meaning of words with t…
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Episode 18: Conditions in Contracts – When Obligations Depend on Events
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Uncover the role of conditions in contract law and how they affect parties’ obligations. Professor Oranburg explores different types of conditions, including conditions precedent, subsequent, and concurrent. You’ll learn how conditions are created, interpreted, and sometimes excused. Through practical examples and landmark cases, understand how con…
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Episode 17: What’s the Deal? The Parol Evidence Rule
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Explore the parol evidence rule, a crucial principle in contract interpretation that determines when courts will consider evidence outside the written contract. Professor Oranburg breaks down this complex rule, explaining its purpose and exceptions. You’ll learn about integrated agreements, collateral contracts, and when prior or contemporaneous ag…
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Episode 16: Words and Deeds – How Parties’ Actions Impacts Contract Interpretation
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Dive back into contract interpretation, focusing on advanced techniques courts use to resolve disputes over contract language. Professor Oranburg examines the use of extrinsic evidence in contract interpretation. Through real-world scenarios and case studies, gain a deeper understanding of how to courts reconcile situations where parties claim thei…
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Celebrating First Generation Lawyers: Voices in Law (November 2024)
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In celebration of First-Generation College Students’ Day, Organized: The Business Law Breakdown is thrilled to present a special episode featuring distinguished faculty from the University of New Hampshire Franklin Pierce School of Law. Host Seth C. Oranburg, Professor of Law and Director of the Program on Organizations, Business, and Markets, sits…
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Episode 15: Reading Between the Lines – How Courts Decode Contract Terms
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Delve deeper into the nuances of contract interpretation, focusing on how courts handle ambiguous or unclear language. Professor Oranburg examines the tools and techniques judges use to decipher contractual intent, including the use of industry standards and course of dealing. You’ll explore the contra proferentem rule and learn how courts fill gap…
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Episode 13: Secrets and Lies – When Fraud Invalidates Contracts
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Dive into the dark side of contract law by examining how fraud and misrepresentation can invalidate agreements. This episode explores different types of fraud, from intentional deception to negligent misrepresentation. Professor Oranburg guides you through the elements of fraud in contract law and its consequences. Through engaging case studies, yo…
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Episode 12: Oops! When Mistakes Break Contracts
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Explore the impact of mistakes on contract formation and enforcement. This episode delves into how errors, misunderstandings, and misrepresentations can affect the validity of agreements. Professor Oranburg examines different types of mistakes, including mutual, unilateral, and mistakes of law versus fact. Through real-world examples and landmark c…
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Celebrating Hispanic Lawyering: Insights and Experiences (October 2024)
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In this special episode of Organized: The Business Law Breakdown, we honor Hispanic Heritage Month by engaging in a candid, thought-provoking conversation with three accomplished Hispanic lawyers: Cesar Vega, Assistant U.S. Attorney for the District of New Hampshire, Maya Dominguez, a New Hampshire Public Defender, and Enrique Mesa, an Immigration …
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Episode 11: Sign Here – The Power of the Statute of Frauds
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Uncover the significance of the Statute of Frauds in contract law. This episode explores which types of contracts must be in writing to be enforceable. Professor Oranburg guides you through the historical origins of this statute and its modern applications. You’ll learn about the specific categories of contracts covered by the Statute of Frauds, in…
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Episode 10: Payback Time – Promissory Restitution (Mastering Contracts Podcast)
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In this episode of Mastering Contracts, we dive into the doctrine of promissory restitution, an important remedy in contract law that allows a party to recover for benefits conferred, even when there’s no formal agreement in place. We’ll explore how courts use this doctrine to prevent unjust enrichment, ensuring that no one unfairly profits at the …
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Episode 09: When a Promise is Enough – Promissory Estoppel
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In this episode of Mastering Contracts, we explore the doctrine of promissory estoppel, which allows a promise to be enforced even without traditional consideration. We’ll discuss how reliance on a promise can lead to legal obligations and how courts handle situations where one party has taken significant steps in reliance on a promise, only to be …
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Episode 08: Consideration – The Price of Commitment
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In this episode of Mastering Contracts, we explore the critical concept of consideration—the exchange of value that forms the basis of most enforceable contracts. We’ll discuss the difference between past consideration and present commitments, and why past actions often don’t count as valid consideration in contract law. We’ll also break down key e…
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Episode 07: Mirror, Mirror – When Does Acceptance Create a Contract?
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In this episode of Mastering Contracts, we delve into the critical concept of acceptance and how it plays a key role in the formation of contracts. We explore the mirror image rule, which requires an acceptance to exactly match the terms of the offer for a valid contract to form. But what happens if the acceptance deviates even slightly from the of…
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Episode 06: Termination – Death of an Offer
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In this episode of Organized: The Business Law Breakdown, we explore the crucial topic of offer termination and what makes an offer irrevocable or revocable. We’ll discuss the Mirror Image Rule and how it applies to offer acceptance under common law, as well as the Battle of the Forms under the UCC, which introduces flexibility in commercial contra…
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Episode 05: Offer or Not? What Makes an Offer (Un) Acceptable
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In this episode of Organized: The Business Law Breakdown, we dive into the methods by which offers can be terminated or made irrevocable. When can an offer be revoked? When must it be kept open? We break down the nuances of termination of offers, option contracts, and the concept of irrevocability. Through real-world examples and key case discussio…
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Episode 02: Promises, Promises – Defining a Legal Obligation
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In this episode of Organized: The Business Law Breakdown, Professor Seth C. Oranburg explores what turns a simple promise into a binding legal obligation. Discover how courts define and enforce promises through contract law, and what makes certain promises legally enforceable. Using real-world examples and practical applications, we’ll uncover the …
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Episode 04: Bargains and the Objective Theory of Contract
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In this episode, we explore the Objective Theory of Contract, which determines whether a contract is formed based on outward actions, not hidden intentions. We break down the classic case of Lucy v. Zehmer and analyze how courts determine if a contract has been formed based on the reasonable interpretation of actions, not private thoughts.…
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Episode 03: Capacity to Contract – Who Can Make a Deal?
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In this episode of Mastering Contracts, we dive into who can legally enter into a contract and the concept of capacity. From minors to those with mental incapacity, we explore when contracts are enforceable and when they’re not. Learn the nuances of how capacity affects contract formation, along with key real-world examples and legal principles.…
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Episode 01: Mastering Contracts — Introduction to the Season
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In this prequel episode of Organized: The Business Law Breakdown, host Professor Seth C. Oranburg sets the stage for “Mastering Contracts.” Explore how contracts turn promises into binding obligations and what to expect from the season. Whether you’re a business professional or law student, this introduction breaks down key legal concepts that will…
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