Final Paper

Legal And Ethical Issue

Crystal M Jackson

Ashford University

BUS670: Legal Environment (MFH1431B)

Instructor:  Janet Fiorentino

August 19, 2014

A description of a business situation that presents a legal and ethical issue. Comcast came up with the three-way deal after thwarting an earlier bid by Charter to buy Time Warner. "Despite what may be some lingering bad blood between Comcast and Charter, this deal illustrates that these companies can work well together to efficiently consolidate the cable TV industry," said Paul Sweeney, an analyst for Bloomberg Industries. There must be a calculated balance between quality, productivity, and profitability as they are all important elements in the planning process. As President and CEO of the Reebok brand, he was credited with revitalizing the athletic gear distributor. Furthermore, as Chairman and CEO of Dollar General, he oversaw the company's expansion from 5,900 to 8,500 stores nationwide undoubtedly creating thousands of quality jobs. While at Dollar General, he became heavily immersed in the fight for universal literacy and served as Chairman of the National Commission on Literacy and Workforce Development. https://perduesenate.com/meet-david.html . This is the type of leadership that Crystal Clear Cable tends to pattern itself after. If regulators approve the takeover, the Time Warner - Comcast merger a spinoff company will be created by early 2015. Much like Comcast, the spinoff company is expected to extend most of the same products and services including high-speed data, video, phone and business services. Charter gain over a million customers, and move into the number two position in the cable industry. All this customer swapping leaves room for a new cable company, which is where Crystal Clear Cable intends to enter into this competitive industry. As cable operators are fighting each other, more and more customers are turning to the internet for traditional cable services.

As part of its proposed $45 billion purchase of Time Warner Cable, Philadelphia-based Comcast will divest most of its Indiana customer base and other Midwestern operations to make its merger acceptable to federal antitrust regulators as reported in the article by Swiatek, J. (2014, April 28) Merger deal to send Comcast customers to new cable provider. If regulators approve the takeover, a spinoff company will be created by early 2015. The spinoff company is expected to extend most of the same products and services as Comcast including high-speed data, video on demand, phone and business services and would start out with 2.5 million customers, all currently with Comcast. Through this merger process, Charter stands to gain over a million customers, making it the nation's second-largest cable provider. However all this customer swapping leaves room for a new cable company, with its focus on customer loyalty.

a. A description of at least two ethical theories under which the situation will be analyzed are contracts, anti-trust law and securities regulations

b. An explanation of the specific areas of law under which the situation will be analyzed.

Antitrust Law. Review the “AT&T Ends $39 Billion Bid for T-Mobile” article.

In 2011, AT&T attempted a merger with T-Mobile. The Justice Department sued under the act, claiming that the merger would constitute a violation of the antitrust laws. In 2012, AT&T dropped its attempt at the acquisition. If AT&T had merged with T-Mobile, would the merger have violated antitrust laws? Why, or why not? Do not be unduly influenced by the Justice Department’s stance on the issue. Use your own analysis to reach a conclusion.

FIRAC. In other words, 1) Facts; 2) Issue(s); 3) Rule of law(s); 4)Analysis—for example, apply the rule of law to the facts; and 5)

Conclusion. Looking first at facts, it is important to share enough facts with the reader so that they understand the situation, but not too many to bog them down with unnecessary details. In composing your facts, ask yourself a few questions? Who are the parties? (Plaintiff, defendant, witnesses, etc)

What were the events that lead these parties to dispute?

Think of the issue as being the thesis of your paper.

What is the main problem that you are being asked to solve? For example, in your contract papers, your issue might have been, was there inferior performance and as a result, was plaintiff entitled to damages?

It is highly recommended to word your issue as a question, then the first thing you’d do in your analysis is answer that question. As you can imagine, this can help considerably with organization.

Rule of law asks what law/statute will be applied to this case. In the above scenario, the rule of law would be inferior performance. This is where you’d define it. In another words, explain it to the reader is simple, layman’s terms.

The analysis is the “meat” of your paper. Within the analysis, you want to apply the law to the facts. In other words, if the law you’re using is the six elements for an enforceable contract, then you want to go through each element and demonstrate how it applies (or doesn’t apply) to the facts at hand. For example, let’s say you’re trying to demonstrate that you have a valid contractual offer. You would state the rule: “an offer is a proposal made by one party, the offeror, to another party, the offeree, that indicates a willingness to enter into a contract.” (Liuzza. 2010). Then you would explain how an offer is (or is not) indicated by the facts that you have. Perhaps your facts include Ann who calls up Betty and states, “I plan to sell my car. I would be happy for $1000. Are you interested?” You might write, “Ann’s language, clearly demonstrates her willingness to enter into a contract with Betty. “

As you imagine, in your conclusion, you are going to summarize the analysis that you have made above.

A contract is a legally binding instrument/agreement which can be oral, in writing form, or a mixture of both. In the contract, the main aim is to establish the agreement that both parties have made and to fix their duties and rights in accordance with that signed agreement. According to Stewart et al., (2010), the basic elements of a contract are legality, mutual assent, an offer, consideration, capacity, and acceptance. An agreement must contain these essential elements to be regarded as a contract, and if any is missing, then the agreement will not by all mean be legally binding.

A contract must have an offer, provided the terms of the offer are acceptable and are definite promise to be bound. These can be defined as a sign of readiness to enter into a bargain made as to justify another person in comprehending that his approval to the bargain is invited and will conclude it an thus there must be a clearly, definite stated offer to do something (Cantor & Norman, 1997).

A contract must present a sense of acceptance to the offer. Acceptance can be given in writing, verbally, or represented by action that clearly indicates acceptance. It is an expression of assent to its terms, and the party offering must make it in a manner that is authorized or requested by the offeror. A valid acceptance only comes if the offeree knows of the offer in place, the offeree declares an intention to accept, the acceptance is unambiguous and unconditional, and the acceptance is manifested according to the terms of the offer (Fredman, 1997).

For a contract to be appropriately enforceable, the parties must have a meeting of minds or a common intention on the terms of the contract. The parties must have mutual agreement at the same time. A contract is voidable if one party to a contract has been dishonestly hoodwinked by the other party in regards to the terms of the contract. To determine whether consanguinity of obligation or a meeting of the minds exists, a review of the communications between the parties involved and how they implemented the terms of the contract are used by the courts (Cantor & Norman, 1997).

A contract requires and mandates that the parties intend to be in a legally binding agreement for it to be enforceable. This means that the parties entering into a contract must intend to form legal relations and must understand and accept that the agreement can be enforced by law. A good example is of a contract for distribution of illegal drugs which are not a binding contract because the intent for which it exists is illegal.

A contract must be reinforced by valuable consideration for it to be binding. One party should promise to do something in return for a pledge from the other party to provide a valuable benefit. Deliberation consists of either a benefit to the promisor or a harm to the one promised. It can be defined as a present exchange bargained for in return for a promise. An enforceable contract with valuable consideration may consist of some interest, benefit, profit, or right that accrues to one party (Cantor & Norman, 1997).

Lastly, an enforceable contract must have parties to a contract that are competent and authorized to enter into a contract. Unless a person is a minor, insane or incompetent, drugged or drunk when entering into a contract, most individuals are deemed to have the capacity to contract. Under the law of contract, you can only bring charges to the person you made the contract with, though, under other laws, you may be able to charge other people related with the contract thereby leading to the need for clarity of subject under contract (Fredman, 1997).

This contract is governed by common law or the Uniform Commercial Code (UCC)

References

Cantor, Norman F., (1997). Imagining the Law: Common Law and the Foundations of the American Legal System. New York: Harper Collins.

FOCUS Model - Problem-Solving Skills From MindTools.com. (n.d.). . Retrieved May 14, 2014, from http://www.mindtools.com/pages/article/focus-model.htm

Fredman, (1997). Labour law in flux: the changing composition of the workforce. Industrial Law Journal. 26:337.

Moritz, S. (2011, December 19). At&t pulls $39 billion t-mobile bid after U.S. opposition . Bloomberg BusinessWeek. Retrieved from http://www.businessweek.com/news/2011-12-19/at-t-pulls-39-billion-t-mobile-bid-after-u-s-opposition.html

Seaquist, G., & Coulter, K. (2012). Business law for managers. San Diego, CA: Bridgepoint Education, Inc.

Stewart. M., Jean. B., John A. K., & William W., (2010). Contracts: Law in Action I (3rd ed.). Lexis Nexis.

Strauss, David A., (2003). Common Law, Common Ground, and Jefferson's Principle. Yale Law Journal, 112: 1717–55.

Meet David Perdue. (n.d.). David Perdue for U.S. Senate. Retrieved April 28, 2014, from https://perduesenate.com/meet-david.html

Plunkett, W. R., Allen, G. S., & Attner, R.F (2013). Management: Meeting and exceeding customer expectations (10th ed.). Mason, OH : South-Western Cengage Learning.

Reilly, Baack and Minnick (2011). The Five Functions Of Effective Management. Bridgepoint Education Incorporated.

Swanson, V., & Power, K. (2001). Employees' perceptions of organizational restructuring: the role of social support. Work & Stress, 15(2), 161-178. doi:10.1080/02678370110066995

. Swiatek, J. (2014, April 28). Merger deal to send Comcast customers to new cable provider. Merger deal to send Comcast customers to new cable provider. Retrieved May 19, 2014, from http://www.indystar.com/story/money/2014/04/28/comcast-charter-communications-indianapolis/8409315/