The Center for Contract and Economic Organization was created in 2006 to exploit the synergies between the University's leading scholars in contract theory and the economics of information and the faculty at the Law School, who are among the nation's most prominent legal scholars in the law and economics of contracts, commercial transactions, and business organizations.
The singular focus that links these various scholars is the study of the mechanisms of contracting both inside and outside the firm: Why do economic actors write the contracts that they do? How are these choices affected by variations in economic organization? And, how can (and do) lawyers (and the law) facilitate efforts to develop more efficient mechanisms for contract and transactional design? While several other universities have centers that focus more specifically on corporate structure and governance, the Center for Contract and Economic Organization is both unique and uniquely placed to make major contributions to existing knowledge.
Articles
Abusive Debt Collection – A Model Statute for Virginia, Robert E. Scott and Diane M. Strickland
Admin, Elizabeth F. Emens
A Fresh Look at State Asset Protection Trust Statutes, Ronald J. Mann
After Frustration: Three Cheers for Chandler v. Webster, Victor P. Goldberg
A Model Company Act and a Model Company Court, Ronald J. Gilson
An Economic Analysis of the Guaranty Contract, Avery W. Katz
An Empirical Investigation of Liquidation Choices of Failed High Tech Firms, Ronald J. Mann
Anticipating Litigation in Contract Design, Robert E. Scott and George G. Triantis
A Precedent Built on Sand: Norcon v. Niagra Mohawk, Victor P. Goldberg
A Reexamination of Glanzer v. Shepard: Surveyors on the Tort- Contract Boundary, Victor P. Goldberg
A Relational Theory of Secured Financing, Robert E. Scott
A Structural Approach to Corporations: The Case Against Defensive Tactics in Tender Offers, Ronald J. Gilson
A Theory of Self-Enforcing Indefinite Agreements, Robert E. Scott
Aversion to Risk Aversion in the New Institutional Economics, Victor P. Goldberg
Bankruptcy and the Entitlements of the Government: Whose Money Is It Anyway?, Ronald J. Mann
Bargaining in the Shadow of Eminent Domain: Valuing and Apportioning Condemnation Awards Between Landlord and Tenant, Victor P. Goldberg, Thomas W. Merrill, and Daniel Unumb
Beyond the Shut-Eyed Sentry: Toward a Theoretical View of Corporate Misconduct and an Effective Legal Response, John C. Coffee Jr.
Braiding: The Interaction of Formal and Informal Contracting in Theory, Practice, and Doctrine, Ronald J. Gilson, Charles F. Sabel, and Robert E. Scott
Brave New World?: The Impact(s) of the Internet on Modern Securities Regulation, John C. Coffee Jr.
Changing Name Changing: Framing Rules and the Future of Marital Names, Elizabeth F. Emens
Class Wars: The Dilemma of the Mass Tort Class Action, John C. Coffee Jr.
Cleaning Up Lake River, Victor P. Goldberg
Coming of Age in a Corporate Law Firm: The Economics of Associate Career Patterns, Ronald J. Gilson and Robert H. Mnookin
Commercializing Open Source Software: Do Property Rights Still Matter?, Ronald J. Mann
Compensation for Victims of Violent Crimes: An Analysis, Robert E. Scott
Competition Versus Consolidation: The Significance of Organizational Structure in Financial and Securities Regulation, John C. Coffee Jr.
Conflict and Cooperation in Long-Term Contracts, Robert E. Scott
Conflicts Consent and Allocation After Amchem Products – Or Why Attorneys Still Need Consent to Give Away Their Clients' Money, John C. Coffee Jr.
Constitutional Regulation of Provisional Creditor Remedies: The Cost of Procedural Due Process, Robert E. Scott
Constraints on Private Benefits of Control: Ex Ante Control Mechanisms Versus Ex Post Transaction Review, Ronald J. Gilson and Alan Schwartz
Contesting Property Rights: Towards an Integrated Theory of Institutional and System Change, Katharina Pistor
Contract and Innovation: The Limited Role of Generalist Courts in the Evolution of Novel Contractual Forms, Ronald J. Gilson, Charles F. Sabel, and Robert E. Scott
Contract Design and the Shading Problem, Robert E. Scott
Contract Design and the Structure of Contractual Intent, Jody S. Kraus and Robert E. Scott
"Contracting" for Credit, Ronald J. Mann
Contracting for Innovation: Vertical Disintegration and Interfirm Collaboration, Ronald J. Gilson, Charles F. Sabel, and Robert E. Scott
Contract Interpretation Redux, Alan Schwartz and Robert E. Scott
Contract Theory and the Limits of Contract Law, Alan Schwartz and Robert E. Scott
Controlling Family Shareholders in Developing Countries: Anchoring Relational Exchange, Ronald J. Gilson
Controlling Shareholders and Corporate Governance: Complicating the Comparative Taxonomy, Ronald J. Gilson
Corporate Control and Idiosyncratic Vision, Zohar Goshen and Assaf Hamdani
Corporate Governance Lessons from Russian Enterprise Fiascoes, Merritt B. Fox and Michael A. Heller
Corruption of the Class Action: The New Technology of Collusion, John C. Coffee Jr.
Credit Cards and Debit Cards in the United States and Japan, Ronald J. Mann
Crime and Punishment in Taxation: Deceit, Deterrence, and the Self-Adjusting Penalty, Alex Raskolnikov
Delaware's Intermediate Standard for Defensive Tactics: Is There Substance to Proportionality Review?, Ronald J. Gilson and Reinier Kraakman
Desperately Seeking Consideration: The Unfortunate Impact of U.C.C. Section 2-306 on Contract Interpretation, Victor P. Goldberg
Discretion in Long-Term Open Quantity Contracts: Reining in Good Faith, Victor P. Goldberg
Disputing Through Agents: Cooperation and Conflict Between Lawyers in Litigation, Ronald J. Gilson and Robert H. Mnookin
Does "Unlawful" Mean "Criminal"?: Reflections on the Disappearing Tort/Crime Distinction in American Law, John C. Coffee Jr.
Do Patents Facilitate Financing in the Software Industry?, Ronald J. Mann
Economic Crisis and the Integration of Law and Finance: The Impact of Volatility Spikes, Edward G. Fox, Merritt B. Fox, and Ronald J. Gilson
Embedded Options in the Case Against Compensation in Contract Law, Robert E. Scott and George G. Triantis
Hoffman v. Red Owl Stores and the Limits of the Legal Method, Robert E. Scott
Enforcing Promises: An Examination of the Basis of Contract, Charles J. Goetz and Robert E. Scott
Engineering a Venture Capital Market: Lessons from the American Experience, Ronald J. Gilson
Evaluating Dual Class Common Stock: The Relevance of Substitutes, Ronald J. Gilson
Excuse Doctrine: The Eisenberg Uncertainty Principle, Victor P. Goldberg
Excuse Doctrine: The Eisenberg Uncertainty Principle, Victor P. Goldberg
Explaining the Pattern of Secured Credit, Ronald J. Mann
Federal Jurisdiction over Preemption Claims: A Post-Franchise Tax Board Analysis, Ronald J. Mann
From Contract to Status: Collaboration and the Evolution of Novel Family Relationships, Elizabeth S. Scott and Robert E. Scott
Hoffman v. Red Owl Stores and the Myth of Precontractural Reliance, Robert E. Scott
How Investors Can (and Can't) Create Social Value, Paul Brest, Ronald J. Gilson, and Mark A. Wolfson
In (Partial) Defense of Strict Liability in Contract, Robert E. Scott
In Search of Best Efforts: Reinterpreting Bloor v. Falstaff, Victor P. Goldberg
Institutional Change and the Quasi-Invisible Hand, Victor P. Goldberg
Intimate Discrimination: The State's Role in the Accidents of Sex and Love, Elizabeth F. Emens
Irredeemably Inefficient Acts: A Threat to Markets, Firms, and the Fisc, Alex Raskolnikov
Is There a Future for Future Claimants After Amchem Products, Inc. v. Windsor?, Alex Raskolnikov
Just Until Payday, Ronald J. Mann and Jim Hawkins
Lipton and Rowe's Apologia for Delaware: A Short Reply, Ronald J. Gilson
Liquidated Damages, Penalties and the Just Compensation Principle: Some Notes on an Enforcement Model and a Theory of Efficient Breach, Charles J. Goetz and Robert E. Scott
Making the Punishment Fit the Corporation: The Problem of Finding an Optimal Corporation Criminal Sanction, John C. Coffee Jr.
Market Damages, Efficient Contracting, and the Economic Waste Fallacy, Alan Schwartz and Robert E. Scott
Market Efficiency after the Financial Crisis: It's Still a Matter of Information Costs, Ronald J. Gilson and Reinier Kraakman
Market Failure and the Economic Case for a Mandatory Disclosure System, John C. Coffee Jr.
Marriage as Relational Contract, Elizabeth S. Scott and Robert E. Scott
Maximizing Autonomy in the Shadow of Great Powers: The Political Economy of Sovereign Wealth Funds, Kyle Hatton and Katharina Pistor
Measuring Sellers' Damages: The Lost-Profits Puzzle, Charles J. Goetz and Robert E. Scott
Monogamy's Law: Compulsory Monogamy and Polyamorous Existence, Elizabeth F. Emens
No Exit?: Opting Out, The Contractual Theory of the Corporation, and the Special Case of Remedies, John C. Coffee Jr.
Optimizing Consumer Credit Markets and Bankruptcy Policy, Ronald J. Mann
Parents as Fiduciaries, Elizabeth S. Scott and Robert E. Scott
Plea-Bargaining as a Social Contract, Robert E. Scott and William J. Stuntz
Precontractual Liability and Preliminary Agreements, Alan Schwartz and Robert E. Scott
Price Adjustment in Long-Term Contracts, Victor P. Goldberg
Principles of Relational Contracts, Charles J. Goetz and Robert E. Scott
Ratings Reform: The Good, the Bad, and the Ugly, John C. Coffee Jr.
Rebuttal: The Individual or The Firm? Focusing The Threat of Criminal Liability, John C. Coffee Jr.
Reflections in a Distant Mirror: Japanese Corporate Governance through American Eyes, Ronald J. Gilson
Reflections on Fuller and Perdue's The Reliance Interest in Contract Damages: A Positive Economic Framework, Avery W. Katz
Regulating Internet Payment Intermediaries, Ronald J. Mann
Regulatory Dualism as a Development Strategy: Corporate Reform in Brazil, the United States, and the European Union, Ronald J. Gilson, Henry Hansmaan, and Mariana Pargendler
Reinventing the Outside Director: An Agenda for Institutional Investors, Ronald J. Gilson and Reinier Kraakman
Relational Tax Planning Under Risk-Based Rules, Alex Raskolnikov
Remedies in the UCC: Some Critical Thoughts, Victor P. Goldberg
Rethinking the Class Action: A Policy Primer on Reform, John C. Coffee Jr.
Rethinking the "Law and Finance" Paradigm, Katharina Pistor
Rethinking the Regulation of Coercive Creditor Remedies, Robert E. Scott