business law

Variable annuity

Definition

An annuity — periodic payments to a recipient — that varies in amount based on the performance of the underlying investments.

Illustrative caselaw

See, e.g. NationsBank of North Carolina, N.A. v. Variable Annuity Life Ins. Co., 513 U.S....

Vertical privity

Definition

1) In business law, the relationship between companies in a distribution chain. For example, a manufacturer and a distributor are in vertical privity. Those in vertical privity are jointly liable for product defects in the vertical chain....

Voting trust

Definition

A trust formed when individual shareholders transfer both the legal title and voting rights in their shares to a trustee. The trustee then controls a unified voting block - with a stronger voice on matters of corporate governance than the...

waiting period

The waiting period is the stage in the initial public offering (IPO) process after the issuer files their registration statement with the Securities and Exchange Commission (SEC) and waits for the SEC to declare their registration statement...

Warranty

In general, a warranty is a promise, assurance, or statement made by the warrantor regarding the existence or accuracy of specific facts or the condition, quality, quantity, or nature of a good or property. There are express and implied...

warranty of fitness

A warranty of fitness is a type of warranty that asserts that the goods are suitable for the special purpose of the buyer, and such warranty will not be satisfied by mere fitness for general purposes. While the good may be fit for its...

warranty of merchantability

A warranty of merchantability is a type of warranty that asserts that the goods are reasonably fit for its ordinary and intended purpose for which they are sold.

An implied warranty of merchantability is defined in U.C.C. §...

Watered stock

Definition

Stock that is sold with a face value that is much greater then its actual (market) value. While watered stock may appear to be a good value, due to corporation laws, the stock holder may be exposed to liability up to the face value (rather...

well-known seasoned issuer (WKSI)

Well-known seasoned issuer (WKSI) is a category of issuer which allows greater flexibility in accessing U.S. public markets.

Qualification as a well-known seasoned issuer

For an issuer to qualify as a WKSI, they must...

whistleblogger

A whistleblogger is a whistleblower who uses a web blog or similar internet-based forum to raise concerns about a person or entity’s misconduct or wrongdoing. Among other topics, whistlebloggers may speak about corruption, a violation of the...

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