Volumes Category
The New “Web-Stream” of Commerce: Amazon and the Necessity of Strict Products Liability for Online Marketplaces
Jan. 26, 2021—Margaret E. Dillaway | 74 Vand. L. Rev. 187 (2021) | Technology company Amazon has actively transformed into an e-commerce giant over the last two decades. Once a simple online bookstore, Amazon now boasts an ever-expanding identity as global cloud computing provider, major player in artificial intelligence, brick-and-mortar grocery store, and producer of original video...
Evisceration of the Right to Appeal: Denial of Individual Responsibility as Actionable Genocide Denial
Jan. 26, 2021—Jennifer E. King | 74 Vand. L. Rev. 221 (2021) | Tensions arise during litigation in the international criminal justice system between the practice of the international criminal tribunals, domestic laws, and policy decisions of United Nation (“UN”) Member States. One such tension arises between domestic genocide denial laws, which typically criminalize denial of genocide...
Chancery Court Dismisses Revlon Claims Without Considering Directors’ Potential Corwin Defense
Jan. 25, 2021—Robert S. Reder & Anna Choi | 74 Vand. L. Rev. En Banc 1 (2021) | Essendant reinforces the heightened pleading standard a stockholder-plaintiff must overcome to survive a motion to dismiss its claims of directorial breach of fiduciary duty in the Revlon context. Absent well-pled facts challenging a board’s independence, disinterestedness, or good faith...
Chancery Court Refuses to Alter Contractual Allocation of Risk Between Sophisticated Parties
Dec. 30, 2020—Robert S. Reder & Marissa L. Barbalato | 73 Vand. L. Rev. En Banc 275 (2020) | In her opinion, Vice Chancellor Zurn instructed that Julius v. Accurus “teaches an important lesson about the benefits of allocating risk among contracting parties and detriments of imprecise drafting.” In essence, the Buyers were in search of a...
Despite Lack of Control Stockholder, Chancery Court Applies M&F’s “Ab Initio” Requirement in Determining Whether Independent Committee Recommendation Cleansed Transaction Approved by Conflicted Board
Dec. 30, 2020—Robert S. Reder & Colton Tyler Haney | 73 Vand. L. Rev. En Banc 265 (2020) | Salladay discusses the options available to corporate dealmakers and their legal counsel to obtain business judgment review—and ultimately pleading-stage dismissal—of conflicted transactions. If a controlling stockholder is to receive benefits from the transaction not shared with the other...
Chancery Court Enforces Contractual Termination Provision—but Questions Fairness of Related Termination Fee
Dec. 30, 2020—Robert S. Reder & Kenton B. Wilson | 73 Vand. L. Rev. En Banc 257 (2020) | In Vintage Rodeo Parent, LLC v. Rent-A-Center, Inc., No. 2018-0927-SG, 2019 Del. Ch. LEXIS 87 (Del. Ch. Mar. 14, 2019) (“Vintage Rodeo”), the Delaware Court of Chancery (“Chancery Court”) rejected claims of invalidity and unfairness in upholding a...
Symposium: Governing Wicked Problems, Introduction
Dec. 22, 2020—J.B. Ruhl & James Salzman | 73 Vand. L. Rev. 1561 (2020) | The purpose of this Article is . . . to provide in legal scholarship a concise summary of wicked problems theory from its roots in Rittel and Webber’s article through its evolution in policy science and planning scholarship. Not coincidentally, this sets...
De- and Re-constructing Public Governance for Biodiversity Conservation
Dec. 22, 2020—Alejandro E. Camacho | 73 Vand. L. Rev. 1585 (2020) | Is biodiversity loss wicked? What has been done about it? And how might public governance be altered to improve the prognosis? A substantial and growing number of scholars have sought to define and characterize incredibly complex social problems, alternatively labelled as “messes,” “swamp[s],” “massive,”...
Wicked Problems, Foolish Decisions: Promoting Sustainability Through Urban Governance in a Complex World
Dec. 22, 2020—Scott D. Campbell & Moira Zellner | 73 Vand. L. Rev. 1643 (2020) | Why do wicked problems often give birth to bad policy choices? Put another way, why do people—in the face of complex social challenges—make misdiagnoses, ineffective decisions, or no decisions at all? Typical answers point to a plethora of suspects: impatience, myopia,...
Designing Law to Enable Adaptive Governance of Modern Wicked Problems
Dec. 22, 2020—Barbara A. Cosens, J.B. Ruhl, Niko Soininen & Lance Gunderson | 73 Vand. L. Rev. 1687 (2020) | In the twenty-first century, our planet is facing a period of rapid and fundamental change resulting from human domination so extensive it is expected to be visible in the geologic record. The accelerating rate of change compounds...
Resilience Theory and Wicked Problems
Dec. 22, 2020—Robin Kundis Craig | 73 Vand. L. Rev. 1733 (2020) | This Article posits, first, that resilience theory offers important insights into our understanding of wicked problems and, second, that to understand the value of resilience theory to wicked problems, we should start by going back to the context of Rittel’s and Webber’s 1973 delineation...
Beyond Wickedness: Managing Complex Systems and Climate Change
Dec. 22, 2020—Jonathan M. Gilligan & Michael P. Vandenbergh | 73 Vand. L. Rev. 1777 (2020) | This Article examines the argument that climate change is a “super wicked” problem. It concludes that the wicked problem concept is best viewed as a rhetorical device that served a valuable function in arguing against technocratic hubris in the early...
The Super Wicked Problem of Donald Trump
Dec. 22, 2020—Richard J. Lazarus | 73 Vand. L. Rev. 1811 (2020) | In 2009 I published a law review article that both explained why I believed that climate change was a “super wicked” problem for lawmakers and offered specific recommendations for ways that any laws addressing climate change should be crafted in light of its super...
Governance of Emerging Technologies as a Wicked Problem
Dec. 22, 2020—Gary E. Marchant | 73 Vand. L. Rev. 1861 (2020) | Governance of emerging technologies . . . presents a conundrum. No single optimum solution exists, but rather a collection of second-best strategies intersect, coexist, and—in some ways—compete. This situation seems unsatisfactory until it is observed through the lens of the “wicked problem” framework. The...
The Wicked Problem of Zoning
Dec. 22, 2020—Christopher Serkin | 73 Vand. L. Rev. 1879 (2020) | Zoning is the quintessential wicked problem. Professors Rittel and Webber, writing in the 1970s, identified as “wicked” those problems that technocratic expertise cannot necessarily solve. Wicked problems arise when the very definition of the problem is contested and outcomes are not measured by “right and...
Chancery Court Grants Pleading Stage Dismissal of Revlon Claims Against Target Company Directors Despite Looming Proxy Contest
Dec. 17, 2020—Robert S. Reder & Victoria D. Selover | 73 Vand. L. Rev. En Banc 249 (2020) | “In Rudd, Vice Chancellor Zurn rejected Plaintiff’s attempted reliance on Tangoe for the proposition that threat of a proxy contest, in and of itself, disabled otherwise independent and disinterested target company directors from making an unconflicted decision to...