LUBRIZOL ENTERPRISES V. RICHMOND METAL FINISHERS
756 F.2d 1043 (1985)
NATURE OF THE CASE: Richmond (D) appealed a judgment, which held that a technology licensing agreement with Lubrizol (P) was not subject to discharge under 11 U.S.C.S. 365(a).
FACTS: D entered into the contract with P that granted P a nonexclusive license to utilize a metal coating process technology owned by D. Under the agreement D was (1) to notify P of any patent infringement suit and to defend in such suit, to notify P of any other use or licensing of the process, and to reduce royalty payments if a lower royalty rate agreement was reached with another licensee; and to indemnify P for losses arising out of any misrepresentation or breach of warranty by D. P was to account for and to pay royalties and to cancel certain existing indebtedness. P would defer use of the process until May 1, 1983. P never used D technology. D filed Chapter 11 and sought under 365(a), to reject the contract with P. The bankruptcy court properly interpreted 365 as requiring it to undertake a two-step inquiry to determine the propriety of rejection: first, whether the contract is executory; next, if so, whether its rejection would be advantageous to the bankrupt. The bankruptcy court approved the rejection. The district court reversed that determination in neither test was satisfied and disallowed the rejection. D appealed.
ISSUE:
RULE OF LAW:
HOLDING AND
DECISION:
LEGAL ANALYSIS:
Get
free access to the entire content for Mac, PC or Online
for 2-3 days and free samples
of all kinds of products.
https://bsmsphd.com
No comments:
Post a Comment