Re: [ISN] FW: Got to Love Maryland...Got to Love Microsoft...

From: JohnE37179at_private
Date: Sat Apr 28 2001 - 06:03:54 PDT

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    In a message dated 4/28/01 4:47:26 AM, rfornoat_private writes:
    << This agreement is governed by the laws of the State of Washington, U.S.A.
    You hereby irrevocably consent to the exclusive jurisdiction and venue of
    courts in King County, Washington, U.S.A. in all disputes arising out of or
    relating to the use of the Passport Web Site or service. Use of the Passport
    Web Site and service is unauthorized in any jurisdiction that does not give
    effect to all provisions of these terms and conditions, including without
    limitation this paragraph. >>
    This sort of paragraph is found in nearly every commercial contract in this
    country. As a lawyer for 21 years, I cannot remember ever seeing a contract
    or promissory note without a limitation on forum and choice of law. Certainly
    this usually done to avoid the "forum non-convenies" situation for the writer
    of the contract, but it also helps any court in knowing what law to apply. In
    all of our corporate contracts we set the forum in Illinois and either
    designate Illinois or Delaware law as the controlling law. We do this even
    though we are located in Wisconsin. The reason is that DE corporate law has
    200 years of settled precedence and is generally favorable to corporate
    As a member of the Washington State Bar with some familiarity with Washington
    law, it is what is known as a model act state and the laws are among the most
    widely adopted in the 50 states.  While I'd like to join in the Microsoft
    bashing, this shot is off the mark.
    John Ellingson
    e-dentification, Inc.
    ISN is hosted by
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    This archive was generated by hypermail 2b30 : Sun Apr 29 2001 - 22:42:28 PDT