#i might break the investigation parts into daily sections of progress

[bagadew]

The Great Ace Attorney Playthrough: The Adventure of the Unbreakable Speckled Band (Part 1)

Last Time: With a little help from Susato, the lady in pink, we discovered that Miss Brett poisoned Dr Wilson with Curare, a fast acting poison that’s only effective when introduced into the blood stream. In a last ditch attempt to avoid justice, Miss Brett destroyed the evidence right in front of the court, but fortunately my man Hosonaga was on hand with new evidence he’d taken from the crime scene, meaning that all we had to do was catch the thief of a rare golden coin, and tie Miss Brett up with her own words! At last I (Ryunosuke) was acquitted!

...only to find out in the lobby that Miss Brett has managed to privilege her way out of any consequences and was gone like smoke in the wind. (Also Kazuma used his sword in a way I found very hot, and I think I’ve accidentally doomed him to death or moral corruption.)

I’m 90% sure The Speckled Band is a Sherlock Holmes case, and I’m 49% sure it’s one of the ones I’ve read. I’m guessing this is where we’ll meet The Great Himbo Detective Herlock Sholmes then!

Well I guess that answers that then.

(And yes, I have read this one)

HERLOCK!

And he’s voiced by Professor Layton maybe???

Ooh, this seems like a Study in Scarlet, are we doing a Study in Scarlet guys?

Herlock has a magic gun!?!

Also I’m not digging this Japanese scripture and talk of it being penned by ‘the victim himself’. Kazuma what did I tell you about leaving my sight?

Wait... I could have sworn I just saw Hosonaga dressed as a sailor...

Oh balls, am I about to be accused of murder again?

Honestly I can’t take you anywhere Ryunosuke

Well Ryunosuke, you remember how you went to a lovely restaurant and got arrested for a murder you didn’t commit?

Well, it’s just like that but substitute restaurant for ship.

Also I’m not liking how little I’ve seen of Kazuma...

Ryunosuke we really need to have a talk about you just saying what people want to hear.

ITS FUCKING KAZUMA ISN’T IT?!

:(

Nononononononono

I knew this was coming, you knew this was coming, Ace Attorney law dictated it was coming as soon as it set Kazuma up as both my mentor and best friend.

But even so, I thought they were just empty threats! I didn’t think they’d actually follow through! Or that we might at least enjoy Herlock Sholmes ad his magic gun together first.

I realise I’m stalling here, but maybe if I just don’t click I’ll not have to see his body.

Sailor Man, I understand that you’re very upset, we all are, but I need you to understand that I’m grieving here.

The man I love took one look at the morally compromised shits I’m normally into and decided he’d rather die than join them! And yes I know I’m still stalling and not taking this as seriously as I should because I still don’t believe it!

See, me and Ryunosuke are on the same page!

I didn’t Susato, but the problem is that you and I have only just met and I’m not very convincing!

:(

Kazuma you legend! I refuse to believe you are dead until I see your corpse.

Now Ryunosuke’s all: I can’t believe they tossed your case around that much. I thought I was going to die.

And Kazuma’s telling me he’s just amazed I fitted inside his trunk in the first place.

Kazuma you can’t be gone! Who else will condescendingly tell me to go to France and ask rather than translate a French label for me?

Now Kazuma’s telling me (Ryunosuke) that I’m going to have to live in his cabin for the next 50 days.

Also we’ve got to keep this from Susato because we’re breaking the law and Kazuma doesn’t want us to take her down with us.

Lol, every day I get shoved into the wardrobe by an uncaring Kazuma!

Oh, that’s what the message said!

God knows what the steward thought Kazuma was keeping in his wardrobe though

:(

See Ryunosuke, this is why we think before we speak.

I don’t envy the real killer when Susato gets hold of them.

From what I can find out it’s a locked room mystery, and the cause of death is still undetermined, so I’m guessing something like poison then rather than an obvious thing, like being stabbed with his big sword.

On one hand, I really hope it wasn’t something like Curare, because I don’t want Kazuma to have gone out like that, but on the other hand poison would explain why the killer didn’t need to be in the room when he died and why Kazuma didn’t strike them down with said big sword.

Ok, so Kazuma, legend that he was, got up every day at the crack of dawn to do sword training. And Susato, who I’m begging to suspect is incredibly hardcore, go up before him so she could go and wait for him outside.

Now that’s interesting.

The two of them seem like they were pretty close, so there’s a good chance it’s just that she’s so familiar with Kazuma’s habits that she can tell the second something’s off, or it could be that there’s some other reason we need to work out.

If that’s correct that means Kazuma was killed in the small hours of the morning.

You know up ‘til now I’ve been assuming Ryunosuke was knocked out or something, and that’s why he was unconscious in the wardrobe, but now I’m starting to think he might have just been sleeping in there.

:((

Wait why’d Kazuma write in Russian?

Like I’d buy that he might know it, but I don’t buy that’s it’s what he’d write in in his finger moments.

Well that proves my innocence then, all we need to do is get some witnesses to verify the ‘go to France and ask’ moment from the last case

Oh ok, I didn’t manage to screenshot it, but it seems that I (Ryunosuke) didn’t put myself in the wardrobe. That’s very odd.

I can see a vent up there, so maybe someone gassed us and then got in while we were asleep and set up the crime scene.

Kazuma said I should come, next question

Ryunosuke, with some of the words that come out of your mouth I don’t think you should be throwing stones.

Love?

Apparently not.

This is going to be something ominous isn’t it...

I’m starting to feel like Kazuma knew he’d never see England.

Kazuma how many toes did you tread on?

Oh fucking hell!

You can’t die and be heading down a dark moral path, that’s not fair!

Yeah, I want to know that too.

Ah

So my poison/drugging theory seems to be holding up. Apparently Kazuma bought me something to eat, I climbed into the hiding wardrobe, and then it’s lights out from there.

Given that I didn’t wake up when Kazuma was killed I’m going to say that also back that theory up. Even if it was silent I feel like Ryunosuke would have woken up if someone was going round the cabin knocking ink bottles over and killing Kazuma.

No, don’t blame yourself Ryunosuke!

It’s my fault really, if I was going to  find Kazuma hot I should have made sure I could manifest inside my switch and protect him!

Ah, of course! Isn’t her dad a professor of pathology? And she seems like the sort of person who picks things up pretty quickly!

In other words, if this is a poisoning, she could be the perfect person to be partnered up with.

:(((

Susato is fully prepared to kick our ass if we try and leave, and as the woman who got up before Kazuma, I think we should listen to her.

:(((((

I say we team up as an investigative duo and catch this bastard!

Yeah!

SHE FUCKED US UP!!!

Susato didn’t come here to play! Especially when we might have killed Kazuma!

(Editors note: this isn’t a bad screenshot, Susato genuinely made Ryunosuke’s vision go blurry)

I know we need to investigate, but my god this woman’s got a fist to match her convictions.

You know when I first met Susato I was a bit afraid she was going to be the inverse of Maya to the point of being meek and shy.

Now I see what a fool I was.

Susato might be prepared to politely follow the rules, but woe betide you if you break them.

She’s even named it!

Again I know this is bad for us but GO SUSATO!

(God damn it you can’t all be my favourite characters)

Her own special martial arts form Ryunosuke!

And just like that she regathers her composure and carries on as if nothing had happened!

I like how she’s still just standing over me.

Ok Ryunosuke let’s go!

(Seriously though we don’t want her as an enemy)

Ah of course, Kazuma stuck the seal on the wardrobe, and the fact Herlock Sholmes (the himbo detective) had to pull it off means I didn’t leave!

No one respects poor Ryunosuke...

So it seems that Susato doesn’t believe we’re innocent just yet, but as we’ve presented the possibility of doubt before her she will let us investigate this room.

Given the buck wild nature of the last trial she was involved in, I honestly can’t blame her for not ruling this possibility out. After all if this was something a witness in a trial had said I’d be thinking the same thing.

Susato’s going to be watching us to make sure we don’t disturb the crime scene, which again is fair.

I’ve got to say, I’m really digging Susato’s cautiously suspicious and sensible nature. It feels like a good counterbalance to Ryunosuke’s beautiful but naïve outlook on life.

I bet if Susato had stowed away onboard a ship you wouldn’t catch her immediately confessing as soon as a sailor started to press her.

Who am I kidding, Susato would never have got into this situation in the first place.

*sob*

Ok so far we’ve got:

A) Half a pink kimono fastener on the floor next to a brick red mark

B) One disturbed table, with the remains of our roast chicken dinner on the floor

C) The terrible knowledge that Kazuma spent his last night on earth hungry because he didn’t like chicken

D) Kazuma’s precious katana, that he loved dearly and that he’d apparently managed to persuade the government to let him bring to the UK.

Oh yeah, drive the knife in why don’t you game!

Why do I feel like Ryunosuke’s about to get roasted?

There we go.

(It’s what Kazuma would have wanted)

DON’T JUST GO WITH IT RYUNOSUKE!

Back to investigating, we’ve got a ransacked shelf, and Kazuma’s London diary.

Just, you know, to rip my heart out...

It looks like the final entry’s incomplete, which means Kazuma was probably writing it when the incident happened. Unfortunately Susato is violently insistent that we respect the Kazuma’s private thoughts after his death, so we can’t read it.

We’ve got the inky Russian(?) on the floor which none of us can either recognize, nor read (including me)

(Sorry to any Russians reading this by the way, I can only assume you’re screaming that this isn’t Russian, but I’m just going by what the Great Himbo Detective said in the cut scene.)

Ok, so the sailor who’s been guarding us got very flustered when we asked if everything was normal last night, meaning that either he’s been skiving off, or everything was in fact not normal last night.

Oh sweet, it seems that Ryunosuke and Susato both read detective novels, and while we’ve shot down the possibility of using the needle and thread trick to unbolt the door from the outside (side note: I must remember to try that later), I feel like both they, and the player who immediately started trying to rattle off facts about Curare, have had a bonding moment.

Ok, I think that’s this half of the room done, let’s go and check out that vent I saw earlier.

So the vent connects to the room next door. That means if the grate could be moved we have a way in and out of our crime scene!

HERLOCK SHOLMES!!!

I mean, he’s quite hard to miss Ryunosuke

(I think Ryunosuke might have an Apollo complex short)

Understatement of the century

Her and me both Ryunosuke, it’s The Great Himbo Detective!!!

WE’RE TALKING TO HIM!

AND HE’S BLANKING US!!!

Herlock Sholmes I understand that you’re in a critical point of your investigation, but you need to understand that Ryunosuke, Susato and I are sad and need to see your magic gun.

YEEEEEEEAAAAAAAAASSSSSSSSS!!!

IT’S LIKE HE HEARD ME!!!

OH GREAT HIMBO DETECTIVE CHEER ME WITH YOUR WITH YOUR ECCENTRIC ACTS THAT ARE RELATABLE TO MY AUTISTIC ASS!!!

OMFG HE’S SO INCREDIBLY WRONG!!!

I hope this is the way all of his deductions go from now on.

Also I’m sorry Russia and the Russian language, I should not have believed what the man, who on reflection was sold to me as the great himbo detective, said.

Susato’s buying it!

Susato look into my eyes and tell me Ryunosuke could ever make it as a soldier.

No, please do!

And the bullet flies a mile wide!

I’m still upset about Kazuma, but I’m somehow also having the time of my life

SUSATO YOU KNOW I’M FROM JAPAN!!!

SHE TOOK ME OUT!!!

AND MY GOD AM I HERE FOR IT!!!

Ryunosuke’s finally snapped!

What I find amazing is that the Sherlock Holmes Herlock Sholmes stories clearly exist, basically unchanged in this world. So either Dr Watson Wilson was either lying through his teeth to spare his friend’s feelings, or he is the stopped clock is right twice a day person who Herlock actually hit the nail on the head for, and therefore he believed everything that was said.

‘On rout to foreign climates’ that’s how ships work Herlock!

Exactly!

I’ll say one thing for Herlock though, you can’t beat him down!

How am I both Ryunosuke and Susato in this scene?

Yeah Naruhodo-san! I thought you read detective stories!

Quick Susato! Get him to sign a copy!

Um... has no one told him yet...

I’m also curious about the fact that he still believes Dr Wilson’s in London. Either there are two Dr Wilson’s, or something weird is going on here.

Look at his hat Ryunosuke, it contains all the information you need

He got his own name wrong!

Hosonaga, I don’t know if you can hear from wherever you are on this ship dressed as a sailor, but there is a fight and you are rapidly losing!

(Also to be fair to Herlock, as someone who’s been playing a lot of Hitman recently, looking inside the wardrobe already means he’s doing a lot better than literally every character in that game.)

Ok so it was Russian then and I no longer have to apologies!

Do you think Herlock has ever been to Russia?

Ok Mr ‘is this cow a cat?’

:(((((((

HERLOCK THAT LOOKS NOTHING LIKE ME!!!

Ok everyone, we’re also on the lookout for a missing Russian Ballerina along with Kazuma’s killer. I don’t know how, but I wouldn’t have been told about her if she wasn’t relevant

I can’t believe we’ve finally found the vindictive part of Ryunosuke’s beautiful personality!

We’re finally reading Kazuma’s diary!

Oh fuck, Kazuma was bitten by an adder

Wait, if that was the case why didn’t he dispatch it with his big sword? We’ve seen him do precision work before, so that can’t be it.

Either way, I think we really need to talk to the person in the room next to mine.

Also: Herlock Sholmes gets seasick!

Did she just break my cuffs?

My mistake she’s just showing some tough love to get me to buck up!

Let’s go team!

HOSONAGA!!!

“What are you doing here?” “I think that should be my line” This feels like that meme of the two Spidermen pointing at each other

I wouldn’t be so sure Susato. Hosonaga seems a lot like me, a bunch of disabilities held together by sheer force of will.

He still has a job!

(Or his superiors are just trying to send him as far away from Japan as they can)

HELL YEAH HOSONAGA, LETS PUNCH THE RULES UNTIL THEY SQUEAK!

(Also your superiors are definitely trying to ship you out)

Oh...

That would explain Kazuma’s whole vibe.

Although something about this feels wrong. No disrespect to Hosonaga, but as determined as he is he doesn’t exactly have the physical prowess you’d associate with stopping an assassination. I know I haven’t exactly seen him at work yet, but something about this feels like he was set up to fail.

Now the thing is, that while he can cut it as a waiter, Hosonaga isn’t exactly built to fit in among sailors. It’s not going to take a genius therefore, to work out who Kazuma’s guard is, especially if he’s been around Kazuma from dawn till dusk. That’s probably why his killer had to kill him in his cabin, and it’s also why they probably drugged his food (which means they didn’t know him enough to know he didn’t like chicken)

:(((((((((((((

On the plus side though, it looks as though Hosonaga believes in my innocence.

Come on Hosonaga, remember when you bought Miss Brett to us!

Hell yeah Hosonaga!

Hosonaga heard my call! He heard that he was losing his place as my second favourite character and came back swinging!!!

Determination Ryunosuke!

Also probably hacking up a lot of blood, that does wonders to unnerve people in my experience

Now, I should present Kazuma’s diary here... but...

Yes, everything is as it should be...

He’s digging it!

Oh no he took it as an insult!

Sorry Ryunosuke, that’s the crime scene thief’s now

Ok let’s do this properly then

Yeah boy!

LETS DO THIS TEAM!!!

Ryunosuke, do you remember nothing about this man?

Hosonaga didn’t come here to play!

Ok, we’re moving on out (except not right now because I’ve still got a couple of things to look at before we go)

I think Ryunosuke might be a bad influence on Susato...

Also I feel like I’ve pegged Susato wrong regarding the rules. Susato’s just very good at keeping up the appearance of following them.

Come to think of it, the fact she’s a judicial assistant, despite women apparently not being allowed in the Japanese court other than to testify should have clued me in.

Susato Mikotoba: Breaking the rules in front of you, but in a way you don’t notice

(Also the bell pull’s not working, but I think we all expected that)

Susato I’ve been living in a cupboard!

Don’t pity me!

Ok, so I’m not quite sure when Ryunosuke and I started thinking as one, but we’ve all agreed it’s happening now

Ryunosuke do not get caught in the mousetrap!

Susato can see right through me (Ryunosuke)

Umm...

This is the Phoenix Maya dynamic inverted, and I am living for it.

Susato: Now this is an emergency button, it’s very important you do NOT press it!

Ryunosuke: *lunges for the trigger*

It feels amazing being the wayward partner!

Our rout into cabin 2’s blocked by approximately 1 ton of sailor, so for now Susato and I will have to dick around avenge Kazuma out here in the corridor.

It seems that last night’s log is mostly blank, so I’m guessing I was right about the sailor on duty skiving off.

Hmm, so the person in the next cabin’s probably quite important then. Given what just happened with Miss Brett that’s not a good sign.

And it seems like I’m not allowed to visit whoever it is without an invitation... which might prove tricky given as how there in there and I’m out here

Ah good, a Western Gentleman, that’s just what we need!

Hmmmmm

These guys left their post for a while didn’t they?

Either that or there’s something (or someone) they’re keeping off the records.

This might be a bit of a wide shot, but that mousetrap makes me wonder if the crew has some sort of secret pet squirrelled away somewhere. It doesn’t entirely add up what with them putting traps down, but with everyone in Ace Attorney having something to hide it’s all I can think of now.

Bif Strogenov’s left to report to the captain, nows our window to violate some privacy!

HERLOCK SHOLMES!!!

Shot down!

Herlock that thing’s tiny, I don’t think anyone’s in there!

It moved!

Guess I’m eating my words!

Herlock???

Ok, we’re not allowed to look inside the case, or indeed anything, but fortunately we have HERLOCK SHOLMES THE GREAT HIMBO DETECTIVE!!!

Deduce away Herlock!

Herlock... are you about to tell this man that he’s also the Russian Assasin? Are you going to do this round the whole ship until you get it right?

Wait this is working!?!

Herlock Sholmes is Susato’s one blind spot and Ryunosuke’s one point of clarity

CHOOCHOO!!!

THIS IS AMAZING!

He’s not entirely right though...

(Editors note: I completely managed to miss capturing 90% of the ? icons)

I FUCKING KNEW IT!!!

HERLOCK LOOK AT THIS MAN’S NOSE, LOOK AT MY FACE! NOW LOOK AT THE MAN IN THE PORTRAIT!

However, the newspaper in his pocket and the little ! icon seems to suggest there’s some connection there.

(Editors note: I also managed to miss every ! icon)

And there is a crime being committed, but it’s not to do with the case.

Yeah, it probably just contains one of those pets we’re not supposed to have.

So... a baby?

So do a lot of people Susato

Ok, so The Great Himbo Detective is actually really good at making observations, it’s just how he applies them that’s shit.

I wonder if this is what Dr Wilson did for their partnership, but he just cut out the bits where he said things like: Herlock these people have completely different faces, maybe there’s a different reason they’ve got the paper?

Ryunosuke normally: The fact Hosonaga’s working in this restaurant clearly means he’s struggling financially!

Ryunosuke around Herlock: You can’t just say the first guess that pops into your head!

HERLOCK BUSTED US OUT!!!

(Ok he’s also the reason we were in handcuffs, but still)

Olay!

What! Noooooo!

‘Course Correction: Hold it Mr Sholmes!’ What a title!

Important news just in: Ryunosuke can’t grow a beard

A part of me says that he was about to use the sheers to cut up that paper, but there are obviously other copies around the ship, so unless he’s planning a sheers rampage that can’t be right.

Hello!

Wait a second... with that reaction to the paper... is there a Russian Ballerina in there?

WE DID THE HERLOCK SHOLMES COOL SPIN AND CLICK!!!

Also look at Ryunosuke’s little cocky smirk!

He’s really getting into this!

And I couldn’t be more proud!

We’re tag teaming it!

Herlock I swear to god if you tell me she’s that assassin

WHAT DID I JUST SAY!

(Editors note: Got that one!)

I sure am Susato!

Keep telling yourself that Ryunosuke, we can all see the truth

Ah, so the nose was fake too

That makes a lot more sense now!

Well she did disappear with a priceless tiara

He said, rubbing his hand in glee

This is definitely the start of a beautiful friendship!

Damn straight I do!

Bingo

For some reason I pictured it as being pink though, I don’t know why

Anyway so, while Nikolina does need money it seems that she didn’t steal the tiara. Apparently it was given to her as a present.

Also Nikolina is only 15, and has run away by herself for reasons currently unknown. I’m starting to get the feeling that the crew (or at least the two we’ve met) might have been looking out for her.

Oh yeah, the moving travel case!

Given the rules regarding pets, I wonder if that’s what’s in there? It would explain the attitude of the sailors we met.

Is it the Russian Revolutionary Herlock? You have to tell us if it is...

He’s learning!

Yep, she’s looking at the pet rule sign, now show me the pet!

Whoooooooo!

Yeah, I’m pretty sure the guys on the door were covering for her (and probably her pet too)

Hmm, so Nikolina’s running from someone, so she decided to disguise herself to be safe and has been a jumble of nerve ever since.

Can I see...

Bless you Nikolina, but you’re not the best at keeping secrets. I’m pretty sure the crew have collectively decided to just look the other way and let the traumatised 15 year old have her pet.

HE CUFFED ME AGIAN!!!

I wonder if Nikolina’s beloved pet’s a snake?

Can I just...

:(

Fine...

No, everyone must see my badge!

HA!

:(

:D

Ok now let’s go back to actually playing the game!

So, because she’s a jumble of nerves, Nikolina hasn’t been noticing much about what’s been happening around her. However I think she’d have probably noticed signs of danger, like loud noises, so I’m a little curious as to why she didn’t pick up on the sound of the tableware being sent to the floor.

From what I can gather about her ‘never dancing again’ whatever happened probably has something to do with the ballet.

Either that or she’s worried about being linked with her old life if she goes back on the scene under another name.

That’s a good point actually, while people are funny and I can get her wanting a memento of her life, that’s an incredibly distinctive memento to have.

It must have some sort of emotional significance, I think she said it was given to her by an Earl, so maybe her father?

Hmm, that’s a pretty distinctive thing to try and pawn Nikolina.

Yikes! So the Novavich Ballet’s got really unethical working conditions. (Which probably shouldn’t be too much of a shock given the time period.) Now I understand why Nikolina’s so keen to never put herself in that situation again.

Yeah, I thought that was the case.

Huh?

Oh yeah... that is odd

Ah, so that’s why everyone was so on edge!

Right...

(I feel like this would carry more weight if we hadn’t just been flashing our badge at anyone who looks our way)

Now onto the most important question:

HERLOCK NO!

Susato is me (but personally I’m hoping for a kitten)

Ok Genius, what sort of animal is it?

I’ll eat your funky hat if that’s true Herlock

Important information 2: Never trust Herlock with a pet

Please let it be that we were Kazuma’s pet

Wait no, I’m an idiot. I’m obviously supposed to ask about the speckled band

Wow she changed quick!

She’s leaving to talk to the captain, is this our chance to meet her friend!?!

Booooo, we’ve been chucked out!!!

[iimanga]

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More seasoned society know and love the endless Films and TV shows and serials highlighting these and other most loved brilliant characters: Buck Rogers, Flash Gordon, Commander Cody (which might have enlivened the Rocketeer comic and film).

COMIC BOOKS - Born by the sheer exhurberance of the actual Universe through the vehicle of the Human Being!

The Comic Industry is an analogy forever. An inestimable dramatization unfurling. In any case, not to place old wine into new containers: Many occasions in the past Marvel and D.C. have joined to do specials that helps the play of imagination. I initially met Stan Lee while I was the administrator of a Comic Book Store in Studio City, California in the 1970's.

Or then again, more precisely, I met him through his works at Marvel Comics - his exceptional contents and mind in 1961.

Exceptionally astute association with the fans through clubs and letter sections in bygone times caused one to feel like one was a piece of something. With Merry Marvel "we had a place."

Stan Lee's accounts contained genuine person's, finished with issues and the start of incredible groundbreaking thoughts and standards for carrying on with a decent life.

As when Spider-man didn't stop a Burglar - a similar Burglar who later killed his caring Uncle- - Peter Parker (Spider-man) got the message - serve humankind. With extraordinary force comes liability.

Furthermore, obligation is the capacity to react.

Energizing anecdotal stories loaded with experience and energy with ethics. Outlined lavishly.

Wonder Super characters were at first looked on by society as trouble makers. Even subsequent to saving human butt large number of times.

J. Jonah Jameson (modest Editor of the Daily Bugle paper) has abhorred Spider-person for more than 30 years. Jameson really attempted to annihilate Spider-man by turning into a super reprobate.

Adrenaline junkie (blind Attorney yet Batman-esque in capacities and actual strength and spryness - however with uplifted faculties) the Man unafraid was regularly marked a scalawag too from the start.

Similar to the always well known Incredible Hulk - first deified as a comic book during the 1960's. Who went from dull and idiotic to approach virtuoso relying upon the decade where this suffering person is perused.

What we dread we regularly view as shrewd.

Funnies have attempted to instruct us that the means are pretty much as significant as the finishes they produce.

What we do en route decides the outcome we will get. Funnies are distributed in light of the fact that a word sounds great to the distributer. However, a portion of these new youthful free distributers need to find out about the significance inside these words (thus do their clients). However, more capacity to these ambitious youths.

What is Yoga, Meditation, Tai Chi, Mantra? What is Zen? (One youthful upstart distributer of "Harmony - intergalactic Ninja" had never known about Alan Watts - incredible advertiser of Zen until I let him know Alan Watts was a renowned and famous scholar turned maverick Philosopher and Author (one of many) liable for acquainting Eastern Religions with the profoundly starved West- - frequently heard on KPFK radio. Alan Watts is potentially the chief advertiser of Zen. Watts' book " The Wisdom of Insecurity," specifies, for goodness' sake, Comic Books. What are Chakras? The Tao implies what? When children grow up and find out with regards to Meditation will they be spoiled by our ineptitude and insatiability?

Trendy expressions ordinarily lower cognizance and create turmoil. Obviously when I use to distribute stuff as a young person I made up names that sounded great however had almost no significance, for example, Beyond Infinity, مانجا لاند, Eon the Magazine of Graphic Illusions. I know less now than I did then, at that point. What is make, craftsmanship, Love, Truth?

I held a few signature parties with Stan Lee and Jack Kirby in the 1970's and 1980's. I tossed more than 50 effective signature parties with numerous awesome comic book specialists and authors. I'd have the occasion, give rewards, do all the publicizing, realistic workmanship, official statements, and so forth It was an invigorating encounter. It was enjoyable to cooperate with professionals and fans. I parted with a ton of free promotion stuff.

10th Nebula's first signature party was held with Stan Lee, distributer of Marvel Comics. For a considerable length of time my shop suffered in North Hollywood, CA nearby to the world's most seasoned Science Fiction Club (an inherent crowd of companions and fans and PC monsters).

The Stan Lee occasion evoked long queues of Comic Book devotees of any age slobbering for Stan's mark on the sprinkle page of their old and new funnies. These days experts sign funnies on the front of their title en mass which I don't support. (Yet, who pays attention to me).

Funnies structures are frequently manhandled by hopeful youthful distributers who utilize a few pointless full page sprinkles when the impact could be accomplished in a minuscule board - misuse of cash, ink and paper if you were to ask me. Not at all like bygone times when Steve Ditko gave us our best possible value as around 6 boards for each page - he in his manner resembled a Zen Master - the accuracy of his work matched the craft of Chinese Calligraphy (see his one of a kind style in old Atlas Comics from the 1950's). A portion of the new experimentation's by Frank Miller and different gifts have all accomplished outstandingly imaginative work as well.

[dailyaudiobible]

04/13/2021 DAB Transcript

Joshua 7:16-9:2, Luke 16:1-18, Psalms 82:1-8, Proverbs 13:2-3

Today is the 13th day of April welcome to the Daily Audio Bible I'm Brian it's great to be here with you today as we continue to move forward. In the Old Testament we are moving our way through the book of Joshua now. So. we’ve finished the Torah or the Pentateuch, and we are reading the story that comes next as the children of Israel cross the Jordan into the promised land and the walls of Jericho have fallen. The next city that was to be conquered was called Ai, but the children of Israel ran away from the people of Ai in defeat. And, so, now it's been determined that somebody that took things from Jericho that were supposed to not be taken, that were supposed to simply be devoted to destruction. And, so, all of that is getting sorted out. We’re reading from the New English Translation this week. Joshua chapter 7 verse 16 through 9 verse 2.

Commentary:

Okay. So, in the Old Testament today in the book of Joshua it is discovered that this man Aiken has taken treasure, has pillaged in some way the ruins at Jericho and hidden them. And this has caused the Israelites to be defeated in battle, in the next battle with Ai. And, so, all of the discovery is done, right? All of the investigation is done and it’s learned that Aiken is the one guilty for this and they find stuff buried in his tent and then all…all of…everything that has anything to do with Aiken then is destroyed. Then the children of Israel take the Army and go against Ai and defeat Ai. So, the second city is defeated in the conquest of the promised land. So, Ai was the little village and it…it's ruins still do exist, at least as archaeologically identified. I’ve been to that place. It’s in what we know as the West Bank near Bethel just like the Bible says. It’s…it’s like the site of it…it’s like in a couple people's backyards in kind is sort of sort of kind of like a neighborhood near…near main road. And, so, we've been able to speak to the archaeologists there and film a little bit there. There’s not a whole lot to be able to see that site. It’s sort of like a village up on a hill where this happened. But we could be like, “man, that’s pretty harsh, a harsh way to deal with Aiken. First conquest, all of this stuff going on.” And, so, we can scratch our heads and go like, “that's…that's a pretty severe punishment.” But if we’re wondering about that or maybe we’re wondering, why the severity and what those implications might be, really, we kind of find them in the gospel of Luke coming out of the lips of Jesus as He concludes a parable. “No one, no servant can serve two masters for either he will hate the one and love the other, or he will be devoted to the one and despise the other. You cannot serve God and money.” Okay. So, in the incident with Aiken, this is the first battle for the promised land. And if we pause just for a second and remember what it took to get to the promised land, like a whole generation wandering in the wilderness, like all of the plagues, freeing the people from slavery in Egypt, like all of that. Most of the time that we have been together this year in the Scriptures in the Torah we have been moving toward this place and it took an awful lot to get there. And, so, disobedience and rebellion are going to be introduced with the very first act? Well, that would undo…that would undo the whole thing. That would set a precedence. And, so, essentially a counter precedent was set, because as we saw the giving of the law what is one of the most important things for the people to remember? That there is one God and only one God, that there is no other, and that to disobey God, or to chase after another God is breaking the covenant. So, to the rebel or disobey against God or chase other gods in any form is idolatry and a breaking of the covenant. The children of Israel can hardly get across the Jordan River before we see this begin. And, so, that gives us just a little bit of a context for Aiken and a little bit of understanding from Jesus. And the thing is this is always gonna be a problem for them. This kind of stuff is going to plague the children of Israel. And…and really modify and diminish some of the mission. But we’ll watch that unfold as we continue the journey, not just to the conquest of the…of the promised land, not just like through the book of Joshua but through their entire history. We will…we will see that they are indeed what God called a stiff-necked people, right? Stubborn. But are we any less stiff-necked? That's a fair question as we move forward. And the stories as we move forward will serve as a mirror to answer that question.

Prayer:

Father, we thank You for Your word and we thank You for bringing us here. We are grateful. We love You. We revere You. We thank You for Your word and for all that it is bringing into our lives, all that we are learning, all that is being reconstructed in us, all that is being transformed and renovated. May we stay open to Your work we pray. In the name of Jesus, we ask. Amen.

Announcements:

dailyaudiobible.com is home base, it’s the website, it’s where you find out what's happening around these parts.

If you’re using the Daily Audio Bible app you can access pretty much all of these things from there as well. There’s a Drawer icon in the upper left-hand corner of the app screen and that opens up a drawer and in there you’ll find these things like the community section, whether on the app or on the web and that's where the Prayer Wall lives that we talk about often because we are a community that…well…one of the things that binds us together because we’re all over the world, literally really really far away from each other physically. is that we’re in it together in spirit through prayer and just through being in each other's lives as we take this journey through the Scriptures. So, be familiar with the Prayer Wall. That's in the Community section of the website or in the app.

If you want to partner with the Daily Audio Bible you can do that at dailyaudiobible.com as well. There is a link on the homepage. If it's the app that you're using, you can press the Give button in the upper right-hand corner, or the mailing address is PO Box 1996 Spring Hill Tennessee 37174.

And, as always, if you have a prayer request or encouragement you can hit the Hotline button in the app, the little red button up at the top or you can dial 877 942 4253.

And that's all for today. I’m Brian I love you and I'll be waiting for you here tomorrow.

Community Prayer and Praise:

This is Alan in New Milford CT. I would like to lift up my brother who called in on April the 8th whose family is suffering from covid virus. You have so many of your family members that you had mentioned my brother and you sounded so beaten, so desperate, so hurt. I can understand as a father how frustrating it must be to care for a family and trying to deal with a disease for which you have no power over. So, I want to join the many thousands and thousands of my brothers and sisters who are gonna pray for you in the next few days. Our dear heavenly Father we thank You for Your great grace and that Your hand can wrap around this world and touch families and loved ones wherever they may be. Father we take authority over this covid virus that has ravished this man's family and we curse it to its roots. And Father we stand on Your word. There are so many wonderful scriptures that regard healing and it’s by Jesus stripes…stripes he bore upon his back by which we are healed. And Your word tells us I am the Lord thy God who healeth thee. Father we stand on Your word. We just ask You to be merciful and gracious. And God where there may not be adequate medical help for them, we know that You are the chief physician. And, so, we look to You oh God to spare this man's family and encourage him and strengthen him and God give him hope. Father we all need hope in this time in this day. There's things going far beyond our own strength to do end to deal with. But God, we thank You that You are a gracious and merciful God. And, so, we bind together and thank You Father in Jesus name. Amen.

Hello DAB family my name is Matthew from the UK. Today is the 8th of April 2021. Let us pray. Father in the name of Jesus I come before you on behalf of my brothers and sisters at the Daily Audio Bible. I come on behalf…I come before you on behalf of Brian and his family. Lord bless them, protect them, and continue to encourage them to continue to deliver the Daily Audio Bible to the entire world. Father, I lift up every member of the Daily Audio family that is calling out to You now for one submission or the other. Father, those who are grieving, those are in pain. My Lord and my God, I commit them to You that Lord that You shine Your face towards them oh God and grant them the desires of their soul. Father, particularly today I lift up Carlos Vallecula from Brooklyn to You whose family have been afflicted with covid. Father You Lord who delivered me from covid You will deliver Carlos and his family from covid. Carlos do not be afraid for the Lord your God is with you. He said He has not given you the spirit of fear but the spirit of power of love and of sound mind. Everyone who came to Jesus received healing, therefore I do clear healings and the name of Jesus to your family. Be strong in Jesus’ name. Amen. Amen.

Hi this is Radiant Rachel and I have a prayer request for my niece Kaylee who some of you might remember has called in and sang some prayers before. She is struggling with a fear of feeling food in her throat. She was choking…well not exactly joking…it was in her esophagus and not her windpipe about a month ago and she's been taking some steps of progress and eating things like pizza and sandwiches and then she goes back to not wanting to have any solid food. And also, you know, not feeling comfortable with feeling even like cold go down her throat, like cold liquid. So, just please keep her in your prayers as she goes through the healing process of getting comfortable with feeling food in her throat again. And we just Lord we lift Kaylee up to You today. We just pray that she will have no more fear and that she will be able to eat and enjoy food like a regular little 7-year-old. And I just pray that she will be able to use this experience in the future to help someone else who might need some comforting. And we just thank You for healing her and thank You for giving her the nourishment that she needs to grow and develop and thrive in Jesus’ name. Amen.

Good morning DAB family today is April 7th, 2021 and I just want to thank Brian and Jill and the Hardin family for this podcast and the countdown begins for baby China to arrive. And I also want to pray for Emily, and I think her name is Kayla and some of the other DABbers, Victoria Soldier. You guys are heavily in my prayers, even some of you that I can't remember your names, but God knows your names. And I would also like to ask for prayers for my family, my household. Our house almost caught on fire due to the circuit box being so hot. It burnt. A lot of our things…our stuff that were plugged into the socket and we're having a hard time getting the insurance to cover those things that we lost. They’re asking for so much but we're just trying to stay positive and get everything that they want. So, this is __ from Mississippi. Just please keep us lifted up in prayer as well. And thank you so much. Have a blessed day everybody.

My name is Terrell calling from Missouri. I'm really going through it right now. I'm going through a divorce with my wife having to move out of the house pretty soon. We've been through it for the last six years and I'm just…I'm ready to do something better within our marriage. I really don't want to lose my family. I don't wanna lose my wife. Coming off of Easter this past Sunday, I'm hoping and been praying for a resurrection in my marriage. I want to see a revitalization…revitalizing…I want to revitalize everything that's going on and just make it all brand new. We've hurt each other in the past, nothing physical, but we just want to…I want to move past everything that's been wrong. I've learned so much over the last few years and I just want to be able to apply it to my marriage and do right by my wife and kids. I’m praying to be able to get her back, get my family back and just work through this in a way that God's called me to be. Thank you.

[noblecrumpet-dorkvision]

Dungeon Narrative Checklist

Partly for myself but also for you guys, here's a list of 15 questions to ask while you are designing a dungeon.

Narrative Impact

1) How does the dungeon impact the campaign narrative?

As the players make progress in the dungeon, what new information do they learn about the overarching story? Will this dungeon lead them to the next one somehow?

2) What is the players' agency for going through the dungeon?

What reason do the players have to enter the dungeon other than XP and loot? What are the stakes and how important are they?

3) What moral questions are brought up in the dungeon?

How will the dungeon affect the players themselves? What choices must they make in order to succeed? Will the players be changed by these choices?

4) How are expectations subverted in the dungeon?

What makes dungeons exciting is turning things on their head. Whether it's what you normally expect a certain creature to do or look like or where you expect traps to be placed, changing it can make the dungeon memorable, fun, and challenging for the players.

History of the Dungeon

5) Why was the dungeon created?

Who built the dungeon? Was it a fortress? Temple? Prison? Mine? What groups originally inhabited it? No one (except maybe Acererak) makes a dungeon for just giggles. It either serves defensive, offensive, religious, residential, or commercial use. Maybe the reason isn't immediately apparent from its complexity.

6) How is the dungeon being used now?

Part of what makes a good dungeon is the passage of time. How are its latest inhabitants using it? Maybe a castle is being mined for materials, or maybe a mine has been turned into a defensive castle. Keep in mind the original purpose of the dungeon and reflect upon that. Both purposes should be obvious to the players after some time in the dungeon.

7) What rumors have spread about the dungeon? How did they spread?

Players need a way to be drawn to the dungeon, and this happens through rumors. How has the dungeon's presence affected nearby areas? What creatures are known to inhabit it? What treasures were lost inside? What evils must be slain within? Furthermore, think about how rumors get out. Did some adventuring parties fail before you? Did something escape the dungeon?

Dungeon Denizens

8) What cultures exist in the dungeon?

Who or what lives in the dungeon and how do they cope with their environment? Do they have a structured society? Do they practice a religion? What art items do they create? What are they famous/infamous for?

9) What factions exist in the dungeon and what motives do they have?

Do those that live in the dungeon interact with each other? How do they get along? Why do they or don't they get along? Some groups might not be on good terms with others, which can let the players take sides. A good example is the Sunless Citadel where the kobolds and goblins are enemies in the same dungeon.

10) What is day-to-day life like in the dungeon?

On a daily basis, what do its inhabitants do? Do the orcs have a patrol route? When do the kobolds reset traps? What time of day does the basilisk search for food? You don't have to go into great detail, but it will help you when figuring out how the players meet the denizens. Except for maybe undead/oozes/plants, monsters don't tend to sit in a room and wait for intruders. They have better things to be doing!

Dungeon Design

11) What is the story arc of the dungeon?

What is the beginning, middle, climax, and resolution of your dungeon? How does the dungeon change as the players progress? Things that change could include the environment, terrain, creatures, setting, or mood. Even the players and their goals can change midway through a dungeon. Maybe the dungeon denizens that were initially friendly hide an unforgivable evil in the dungeon. Now the players have to stop their initial allies.

12) What are the story beats of the dungeon?

Break down the individual story elements into one-sentence beats. Make sure they vary in drama, intensity, comedy, and length. In a dungeon setting, an easy way to do this is with the dungeon's rooms. You can control everything the players encounter when separated into sections like that. And never underestimate the importance of empty rooms.

13) What is the expected path for the players to take?

How do you expect your players to traverse the dungeon? Where do they enter and exit? Which rooms do you believe they will investigate first? If you know their path, you can create more interesting encounters through a controlled setting. That being said, make multiple paths to get around the dungeon. Let some be secret and some out in the open. Let players thoroughly explore the space. But manufacture important story moments at "funnels" in the dungeon map where the player can only come from one direction.

14) Which rooms are optional and which are mandatory?

Players don't have to explore every room or find every secret, but reward them with promising loot (potentially guarded by unique threats) if they do explore them. Know which rooms are absolutely necessary for completion or progression and make those rooms enticing to help ensure the players explore them.

15) Is each room and encounter unique?

Make sure the players have a decent variety of enemies to fight, or at least something that makes each fight unique. Equip similar enemies with different weapons, make one into a spellcaster, or include an environmental feature. Alter the shapes of rooms and pathways to add variety. Give each room a unique purpose, when applicable. The only times I might make rooms look the same is for dormitories or cells, in which case I would treat an entire hall as a "room."

[fortheheavenssake]

Twitter and Copyright

https://www.canyoucopyrightatweet.com/

I’m all for people being passionate about what they believe. That’s true even if I disagree. But, there’s a point where you have to ask yourself if you have the proper basis for your belief. Our systems of thought all flow from somewhere, but we really should step back and evaluate the basis of our passion a bit more objectively.

This is especially true with the Internet. Clearly, many people believe that everything we do, everything we post, everything we think in the online world is somehow protected. I suppose it makes sense if you are the one doing, posting, or thinking, but it’s not realistic. Since when did the online world cease to function in reality? Simply because people break the law online doesn’t mean there is no law- or worse yet, there is a different law for the Internet. The laws that exist in the offline world exist online as well – objectively.

My interest was raised when a great friend of mine pointed me to a blog post on Mark Cuban’s blog (http://blogmaverick.com/2009/03/29/are-tweets-copyrighted/). The question was quite simple: Are Tweets Copyrighted? I quickly jumped in, throwing in a sentence or two about the danger of that way of thinking. What startled me was the high level of participation and the supposed consensus that Tweets are, in fact, copyrightable and copyrighted. That’s why I’m writing this article.

To understand why the basic assumption is incorrect, you need background. I’ll do my best to set the record straight on what the law is – in theory (since it hasn’t been effectively tested) – and why it should be the way it is. Wherever you land, you’ll certainly know where I stand on this issue. First, let’s debunk some threshold confusion.

Twitter Doesn’t Own my Tweets, So I must

Twitter’s “Terms of Service” state unequivocally that when it comes to copyright, “What’s Yours is Yours.” (http://twitter.com/tos). The ‘terms’ go on to state that “your [the Twitter account owner] profile and materials remain yours.” This is likely the first stage of misconstruction in Twitterlogical thinking, i.e., that simply because Twitter doesn’t make a claim in your “intellectual property,” that there actually exists some intellectual property to own. Twitter did, after all, use those words – intellectual property/copyright. [Note: Granted, there are photos used and possibly other materials that may have copyright protection, but what I’m talking about here in this article is strictly limited to the <140 character Tweets you generate on a daily, hourly or minute-ly basis.] In any event, this may be the first part of confusion.

Twitter (and Facebook, Myspace, etc.,) are not capable of modifying copyright law to create a property right that does not otherwise exist. If the material you post through Twitter isn’t copyrightable to begin with, it will not mystically transform into protectable property merely by being Tweeted. Copyright law is codified in the United States Copyright Act, as implemented/construed/constructed by the Courts. If you’re not a judge or a lawmaker, you can’t create law. You might be able to try and create law by virtue of a contractual relationship, but it won’t change copyright law. My point here is that Twitter can’t tell you whether or not you create or own a copyright – it doesn’t have the legal ability to do so. So if you own any copyrights, it’s not because of Twitter not owning them, it’s because the law provides for ownership of them which initially vests with you, the author.

Fair Use Doesn’t Come Into Play If the

Material Isn’t Copyrightable and Copyrighted

When skipping along through the mountains of materials you find online, you’re certain to find heady discussions of Fair Use. If the word “copyright” comes up and anyone starts talking about what you can or can’t do, you’ll find someone in the crowd who will blow the Fair Use horn. In many instances, it makes sense. Fair Use is a major player in copyright- both on- and offline. But it’s a red herring if you are not dealing with material that is: 1) copyrightable; and 2) copyrighted. As to the former, we’ll get to that. As to the latter, some things are copyrightable (say, for instance, a song), but no longer protected by copyright (i.e., in the public domain). Fair Use doesn’t impact something in the public domain, because it’s no longer protected by copyright and may be used regardless of Fair Use. Being copyrightable, however, is the bigger question. I noticed lengthy analysis of the Fair Use doctrine on Mark Cuban’s blog, but again, if we’re not dealing with copyrightable materials, the analysis doesn’t matter.

A Quick Read of Sections 101 and 102

of the Copyright Act Is Not Enough

What I often find is that people online seek to educate themselves. They read; they investigate. This is true with copyright issues as well, and it’s well documented that many people are not only familiar with the US Copyright Act, but have read parts of it. The truth, however, is that reading the applicable sections isn’t enough. If you can imagine, judges don’t always agree on what the statutes mean, so when a layperson- someone without extensive legal background in the area of copyright law – tries to interpret a part of the Copyright Act, there’s a high probability that it will be interpreted incorrectly. Even if a person is correct in an assumption, it doesn’t mean everyone else has interpreted the law in the same way. In addition, the Copyright Act doesn’t explain anything; it just states the law, which makes it very difficult to understand the underlying motivation in a particular section.

To understand copyright law, you need to know that the Copyright Act is only the beginning. Courts interpret the Act; they apply it to real-life situations. This means that in order to understand why Tweets may not be protected by copyright, you need to know cases as well. We also have areas of copyright law that haven’t been fully explored in the courts, like the Religious Exemption in Section 110, or even the Fair Use Doctrine, which has a mountain of case law and a higher mountain of misunderstanding of its application. What’s my point? Just that here’s much more to understanding a copyright issue that what you’ll be able to discern online. Case in point: I couldn’t tell you if Perl is the best tool for a particular scenario, but I did read the Wikipedia article on it, and discovered that it’s apparently the Swiss Army chainsaw of programming languages. Quiz me on a few more things about Perl and I might be able to answer correctly. Do I really know anything about it? No, but I do have access to Cliff Notes versions of real information. That’s a dangerous way to become an expert on anything.

Does the US Constitution Say Anything About this Topic?

Article 1, Clause 8, Section 8, of the United States Constitution states that: “The Congress shall have Power [. . .] To promote the Progress of Science and useful Arts, by securing for limited Times to Authors and Inventors the exclusive Right to their respective Writings and Discoveries.” You might not believe it, but this tells us a lot about why Tweets may not be protectable by copyright law. It’s about reasoning- why do we have copyright law to begin with?

That question is answered simply that there was a belief that if creators were not able to own and exploit (for a limited time) materials they created, they would not be able to continue to create them (because they would be forced to find other means of financial survival), and that the progress of arts and sciences would be stifled because no one would have incentive to create. This Copyright Clause of the US Constitute made it clear that creators needed incentive to create.

Arguably (and I’m not sure I entirely agree with this argument I’m making), Tweets do not even comport with the Copyright Clause of the US Constitution because they are often social/ego driven and would be created even if there was absolutely no benefit to the arts and sciences (and the financial potential arising therefrom). In other words, it is not copyright protection that provides incentive to Tweeters to Tweet; it is something else. For that reason, one might reasonably argue that Tweets do not fit the underlying logic of the Copyright Clause which gave rise to the Copyright Act. Tweets would occur naturally regardless. This is a slippery slope, though, and Tweets may very well fit the purpose of the Copyright Clause. For that reason, I think it’s worthwhile to point out that many Tweets have no logical tie to copyright protection, but that we can’t rely solely on the US Constitution for guidance.

All Tweets Are Not Created Equal

Tweets range from boring and useless facts (e.g., “wow, it’s cold in Toledo,” “my plane is late again,” “I’m going to poison the neighbor’s dog”) to purportedly-funny, yet useless facts (e.g., “I woke up and farted,” “she must workout,”), to interesting facts (e.g., “Americans consume 1.7 billion pounds of lard every year,” “the average burp contains 1.6 liters of gas”), to references to other facts (e.g., “check out this article in New York Post: tinyurld.com/183*&%,” “Michael Jackson auction canceled: whocares.com”), and everything in between. For this reason, to truly analyze the question of whether Tweets are copyrightable, you must differentiate between types of tweets. There may be a lurking Tweet that is protected by copyright law, but once you finish reading, I think you’ll see the probability of that scenario as being close to or at zero.

Facts Are Not Copyrightable

I’m not going to waste my time citing references to cases. You haven’t retained me as a lawyer and I haven’t agreed to represent you. More importantly, I haven’t received your retainer check. For that reason, you’re either going to have to assume it’s true, or you’re going to have to research it yourself. I’m just going to say what’s what.

“It’s sunny and warm, with a high temperature of 80 today.” That’s a fact. You think I can get dibs on keeping you from writing the same thing? No. Copyright law doesn’t extend to facts, no matter how they are described. [Note: for you ‘scholars’- I’m not saying there isn’t a way to protect a collection of facts and/or the particular expressive elements of the recitation of facts, I’m speaking directly to the facts themselves.] Now take my example and read the last 100 Tweets you can: how many are nothing more than a simple recitation of fact? Sure, there might be a funny word or two thrown in for good measure, but when you do the math- what, 90%? Be honest.

“Barstow’s Desert Dispatch Blasts City Manager for Living Outside of Barstow: tinyurl.com/1B30*%.” Did you grab the title from the newspaper? Well lucky you- that issue is in the courts right now. Newspapers will lose that battle, since titles are not protectable. But what if you made yours up? Well, yours is a title too. You have the same problem as the media giants, except you’re probably not as financially endowed, so you won’t be swaying any judges to make your point.

“She’s got legs and she just got done using them…not bad for a granny.” (Let’s assume this is a fact- a scary one at that.) Well, a fact is a fact. It might be funny or not, but it is, nevertheless a fact. Now this plays into how you might express a particular fact (we’ll get to that in a second), but be clear: facts are not protected.

The long and short of it is this: if 90% of all Tweets are nothing more than recitation of facts. That means that about 90% of Tweets are not protectable. For the other 10%, we’re not done with you yet. It’s all in how those facts are stated.

Idea versus Expression

“It’s sunny and warm, with a high temperature of 80 today.” A safe and conservative reporting of today’s weather. “It’s hot like a mother and the sun is beating me like a stepchild.” Same idea, different expression. Copyright law won’t keep someone from writing about the same fact. In my examples, both talk about the weather in my locale. But they each take a different approach to the same idea (fact). This is a pivotal connection you must make- you can only potentially protect your particular expression of a fact; you can’t keep other people from writing about the same facts.

But at some point – and this is a snag for nearly every posting junkie – the idea and the expression merge. “That’s a big door,” “that’s a large door,” “that’s a gigantic door,” “that door is massive,” “the door is huge” – these are all examples of facts that have merged with the expression of them. There are only so many ways you can describe a particular scenario, and copyright law isn’t going to let you get a monopoly on one way if there aren’t too many other ways to say the same thing. This does away with another 5-7% of the roughly 10% of potentially protectable Tweets.

Think about the Civil War. You can probably find 1,000 or more books on the subject. They all talk about the war, or we assume they do. Why do those books get copyright protection? Assuming they do, it’s because the expression can be individualized to such an extent that the expression rises above the facts. But could you have 1,000 books on me walking from my garage to my car door? Probably not. Not because it’s not possible, but because no one has done (or will take the time to do) it in a way that would be protectable. People would be saying basically the same thing. For most authors (Tweeters included), we write things in a way that is common, or in a way that 100 other people might respond to the same scenario, with little variation.

That leads us to the next reason why most Tweets would never be protectable: Scenes a Faire. These are scenes that necessarily result from a given situation. We all think we’re witty geniuses when we Tweet, but chances are if there were 100 Tweeters standing next to us at the time we experienced whatever it was we experienced, they would Tweet the same thing we did (or close enough to it). This includes common colloquialisms and expressions. Maybe we’re not as witty as we think when everyone else would use the same or substantially same expression. Some things just come up because of circumstances, and not because of creativity.

Copyright Protection Requires Originality

and Originality Requires Creativity

The most common example I’ve seen on Twitter of individuality of Tweets is the infusion of wit. It should be crystal clear by this point that the mere recitation of a fact is never protectable. The more difficult question is how to deal with wit. At the outset, understand that copyright law will not protect an unoriginal Tweet. We’ve already touched on that, but I know you’re all thinking, “yeah, but I’m funny as hell and so are my Tweets.” Maybe, maybe not, but copyright protection doesn’t have anything to do with humor. Originality is not dependent on it. But the real question requires legal interpretation. Originality in the copyright context is not necessarily what most people would think. Instead, it’s a certain qualitative and quantity analysis that requires a technical understanding of the legal distinction. In most cases, Tweets are not original. The humor added to a fact doesn’t make it original; it only makes it a potentially interesting read.

Size Matters

Over the years, I’ve heard so many conversations about size and length (in the copyright context). “You can use 10% of a book or song without permission, but no more,” “thirty second samples don’t require a license”). These supposed guidelines may generally be false. It’s interesting, because even large trade groups and professional organizations promote the thinking. In reality, most instances of copyright use and copyright protection involve an analysis of length. Since we’re talking about Tweets, we’re going to talk about the length of the Tweet and whether it is protectable in that context.

Titles are not protected by copyright protection. Neither are slogans and short phrases. Why? Because they tend to identify something (as in the case of titles), which renders them factual, even if witty. Also, because the length contributes to an overall belief that they lack legal originality under copyright law, short sentences, phrases, etc., often do not rise to the level of protectability. This is not to say that copyright law will never protect a short statement; rather, it is an issue of likelihood.

The Monopoly of Language

Think about it. If you could prevent someone from saying “Happy Birthday to you, Happy Birthday to you, Happy Birthday dear ____, Happy Birthday to you,” you would be pretty stoked, wouldn’t you? But what do you think the rest of civilization would think – utter contempt (ever wonder why the employees at restaurants won’t sing the standard Happy Birthday song to you?). To be sure, many courts have arrived at disastrous conclusions, whether as a result of political or financial pressure, or due to inadequacy of legal persuasiveness. But a key to copyright protection is the granting of a monopoly. That’s why the law is going to take very seriously any request to protect an arrangement of words. When copyright law protects the written word, it grants a limited monopoly over the arrangement of words, allowing the owner to prohibit others from writing the same thing in the same way.

Now imagine if a court had to evaluate Tweets and consider whether to grant a monopoly to the author of a Tweet. Don’t you find it hard to believe that a court would grant someone a monopoly over your average Tweet? No, seriously, think about it. “Is this really the happiest place on earth? Why are so many people crying?” That was a real-life Tweet from me while at Disneyland. Do I want the courts to keep other people from writing the same thing? Of course not! Should I be able to sue someone from Tweeting the exact same thing? Of course not! You give a monopoly over language to true original authorship, not to a couple of sentences about Disneyland, your dog, coffee or the woman in the elevator with you.

The Problem of Registration

Know what it takes to stop someone from repeating your Tweet? A good lawyer and copyright registration. Some might say it just takes money, but money just hires lawyers; it doesn’t do anything on its own. But let’s just say you believe you own your Tweet and you want to stop someone from repeating it. How would you do it? What could you possibly do?

As the Mark Cuban blog commentators pointed out, copyright subsists in copyrightable subject matter from the moment it’s fixed in a tangible medium of expression. Yes, that’s true, but what can you do with that? Can you sue someone? No, but if you try, the judge will quickly inform you that a copyright infringement lawsuit requires copyright registration. So back up a few steps and consider that even though you may believe you own a Tweet, you can’t do anything practical about it unless you seek copyright registration. Without being condescending- Good luck with that.

Is there a protectable Tweet?

I admit, I think a protectable Tweet exists in theory. I have read hundreds if not thousands of Tweets and have yet to read one I believe would be protectable, but the possibility exists. The question is not: Are Tweets Copyrightable. The question is: Is This Tweet Copyrightable. The copyrightability of Tweets is not dependent on the fact that they are Tweets. Rather, it’s dependent on the analysis of the Tweet in question. The all-encompassing response that all Tweets are either protected or not protected is misguided. The real response is that it depends. However, when you analyze most Tweets, they would never individually pass copyright muster.

I read an interesting post in the thread I’ve discussed throughout this article, and the post mentioned a Haiku. To me, that’s smart thinking. Finding a possible protectable Tweet among the hordes of non-possibility. Maybe a Haiku is your ticket to Tweet monopolization. Otherwise, you probably won’t be able to protect anything.

The Parting Shot

Copyright and Tweets is really about practicality. Many people believe they own everything they post online, be it Tweets, Facebook status, or whatever. The truth is that most people are most likely incorrect in their assumption. I guess the bigger question is what would you do even if you did own a Tweet?

Written by Brock Shinen, Esq.

Brock Shinen is a business, intellectual property and entertainment attorney. He works extensively in the field of copyrights, and is a published writer and speaker on the subject matter. If you have questions about this article, or want permission to reprint it, please contact him at the address listed below.

PRESS CONTACT: Please send all queries to twitterlogical@gmail.com

THE INFORMATION IN THIS ARTICLE IS NOT LEGAL ADVICE AND SHOULD NOT BE CONSTRUED AS LEGAL ADVICE. IT IS INFORMATION ONLY.

[sociallyinsmmagency]

LinkedIn Social Selling Index: 5 Things You Need to Know

If you want to be a true “selling star” instead of a cheap sales performer, it’s time to put some action into improving your LinkedIn social selling index score and learning to take advantage of LinkedIn, among other social networking sites.

What is a LinkedIn SSI Score?

Your SSI score, otherwise known as “The LinkedIn Social Selling Index” is a score that was developed to indicate how well you are leveraging your LinkedIn profile for sales and marketing opportunities. It rates your efforts on a scale of one to one hundred. LinkedIn has reported that social selling experts with higher scores have been able to close 45% more deals than their counterparts with lower LinkedIn social selling index scores over the course of a year.

In addition, sales professionals utilizing LinkedIn and raising their social selling index scores are 51% more likely to achieve their sales quota and meet other sales goals.

Sales professionals who utilize social selling opportunities are 78% more likely to outsell the sales professionals who DON’T use social media at all.

RELATED: Improving Your LinkedIn SSI Score: The Ultimate Checklist

#1 The Content Strategy

Here we go! LinkedIn social selling index: five things you need to know #1!

If there’s anything we want you to walk away with today, it’s that your content strategy can make or break your LinkedIn social selling score.

Successful social sellers utilize written content as well as plenty of eye-catching media to top it all off. So when you’re creating a content strategy, make sure you’re keeping it diverse, informative, educational and inspirational.

Posting about your current and past projects are also a great way to draw attention to your talent, services and products.

Interviewing your clients and encouraging them to share their experiences as well as their honest opinions can also help build more engagement and excitement around your brand, so share away!

RELATED: LinkedIn Stories: The Ultimate Guide

#2 Growing Your Network Should be Part of Your Routine

So #2 for LinkedIn social selling index: 5 things you need to know is making social selling and growing your network a part of your everyday life and routine.

Seriously. This needs to take priority right before your workout, but after you brush your teeth. (I mean, priorities, right? Who wouldn’t want to put their exercise off for a few minutes to make more friends on LinkedIn?)

Not only do you want to spend this time adding connections and interacting with them, you want to take this time to catch up on what’s happening in the online world and reflect on how those happenings might affect your industry and your target market.

A few ideas for things that need to be built into your daily routine would be:

Check your feeds for responses, reactions and questions.

Comment and interact on your friends posts.

Investigate your profile viewers and your “people also viewed” section for possible connections.

And remember- you can do this over your morning cup of coffee, while you’re waiting in line for a burrito or even on lunch break!

#3 Be Personable and Be Specific

LinkedIn social selling index: 5 things you need to know #3!

Social selling has to be more than just putting your message out there. If you’re going to get serious about exceeding your sales goals and your sales quota, you’re going to have to be industry specific and personable.

Warm, friendly communication is much better than cold, distant communication, right? Nobody wants to be talking to a wall. Sharing a bit about yourself and asking questions is an excellent way to get the conversation going in the right direction and start finding out how you can best help your connections.

The best results are going to come from industry-specific updates, posts, problem solving and Q&A. There are plenty of tools that can help you take advantage of this trick, including LinkedIn Sales Navigator. And P.S you definitely need to invest in the Sales Navigator.

#4 Team Effort=Team Results

LinkedIn social selling index: 5 things you need to know…..#4!!!

The change starts with you, but what if you could get someone else on your team on board with the social selling program? If you’re both working to improve your score and double down on opportunities, you’ll be making progress two times faster!

Suddenly, you’ll be getting twice the amount of leads, working twice as many opportunities and pretty soon, making twice as many sales!

If you’re ready to take it to the next level, we highly recommend investing in the LinkedIn Sales Navigator. You’ll be able to track, analyze, and even take a closer look at the performance of your team and your own efforts.

In addition, you can offer specific coaching and training to support change and improvement in your team’s ability to make sales and land opportunities.

#5 Be Patient and Consistent

And last but not least in our LinkedIn social selling index: 5 things you need to know: #5!

When it comes to establishing yourself on LinkedIn and improving or maintaining your social selling score, being patient and consistent is one of the most important pieces of the puzzle.

You don’t want your efforts to go to waste, so in order to gain the most traction and get the most bang for your buck, you have to make sure you’re keeping after it and actively working to find prospects on LinkedIn, improve your SSI score and make those sales.

Though at times you may be tempted to give it up when it feels like you’re taking more backwards steps than forward steps, continuing to work hard and stay consistent is the key to success here. Are you up for the challenge?

RELATED:

7 EPIC LINKEDIN SOCIAL SELLING EXAMPLES FOR ULTIMATE VICTORY

FAQ

“Does a Higher LinkedIn Social Selling Score Make it Easier for Me to Get Sales?”

No, a higher LinkedIn Social Selling Score score does not have an impact on the amount of sales you can make or your performance or amount of leads you end up with. However, those with a higher score do tend to get better results and this is because they’re putting in the effort to prospect more, optimize more and interact with their connections more effectively.

RELATED: SOCIAL SELLING ON LINKEDIN: YOUR ULTIMATE HOW-TO GUIDE

“Is My Social Selling Index Score Visible on My Profile to Other LinkedIn Users?”

No, other users will not be able to see your LinkedIn Social Selling Index score. Your score is only visible to you and anyone who has access to your account.

“How Important is My LinkedIn Social Selling Index Score?”

Having a good LinkedIn social selling index score is important because it lets you know you’re on the right track. If you’re doing a good job warming up leads, interacting with potential and past customers, sharing industry insights and otherwise working the field, your score will reflect that and your efforts will bring forth positive sales results.

Are You Ready to Level Up Your LinkedIn?

We’re always looking for ways to help businesses improve their LinkedIn efforts and their social selling across platforms in a variety of industries. Are you prepared to level up your LinkedIn and take your social selling to the next level? Give us a call or click today and let’s start making your phone ring together!

This post has originally appeared at  https://blog.sociallyin.com/linkedin-social-selling-index

[thechasefiles]

The Chase Files Daily Newscap 8/6/2020

Good Morning #realdreamchasers! Here is your daily news cap Monday 8th June, 2020. There is a lot to read and digest so take your time. Remember you can read full articles via Barbados Government Information Service (BGIS), Barbados Today (BT), or by purchasing a Daily Nation Newspaper (DN).

BID TO STAGE PROTEST MARCH SATURDAY - THE TWO MEN who organised a picket outside the United States Embassy on Saturday to protest racism and injustice against black people, but which was cut short by police over a numbers violation, will be going at it again this weekend. This time, says president of the Caribbean Movement for Peace and Integration, David Denny, who organised the event with attorney Lalu Hanuman, they will be applying for a permit to conduct a march, instead of just a picket, near the embassy in Wildey, St Michael, on Saturday. Denny said on June 7 that he would be seeking to be allowed 200 protesters, with the march starting from the old Banks Breweries building and ending just in front the embassy. He said all interested people should wear masks, be prepared to practise physical distancing and follow other protocols the Commissioner of Police might point out.  (DN)

ONE DEAD, TWO INJURED IN SUNDAY SHOOTING - One man is dead, another is in stable condition and a third is undergoing surgery at the Queen Elizabeth Hospital after two separate shooting incidents on Sunday. Police spokesman acting station sergeant Michael Blackman appealed to members of the public for information on the incidents which occurred at Pioneer Road, Bush Hall and Country Road, both in St Michael. The body of an adult male, who has not been named, was discovered at Pioneer Road after police responded to reports of shots being fired. The victim was pronounced dead at the scene. Meanwhile, one man is said to be in stable condition and another is undergoing surgery at the Queen Elizabeth Hospital (QEH) in a separate incident at Country Road. Police say they were among a group of men who were liming outside of a residence there when they were reportedly attacked by a group of men wearing masks. The two injured men were transported to the QEH by private motor vehicles. Anyone who may have information that can assist with these investigations is asked to contact Police Emergency at 211 Crime Stoppers at 1-800-TIPS (8477) District ‘A’ Police Station at 430-7242 or any Police Station.  (PR/SAT)

GUN AND AMMO MATTER RESUMES –The prosecution will respond tomorrow when the gun and ammunition matter against David Wayne Harper continues in the No. 2 Supreme Court. Harper, 49, a painter, of Bibby’s Lane, St Michael, was back in court last Friday before Justice Randall Worrell after he had pleaded guilty, in May, to having a 9mm semi-automatic firearm and seven bullets on May 26, 2017. “I apologise for the offence,” said Harper, who has spent 1 094 days on remand. Attorney Sian Lange told the court her client made a bad decision in taking up the gun. However, she contended the offences showed no sophistication, that Harper had no previous convictions and had apologised for his actions. “Mr Harper went above and beyond to get his matters before the High Court. He cooperated with police and he was assessed as having a low risk of re-offending,” Lange said. (DN)

PRAISES IN CHURCH AGAIN –While most denominations did not open their doors on June 7, at least two churches welcomed their members back. New Dimensions Ministries in Barbarees Hill, and Covenant Life Teaching Centre in Green Hill, both in St Michael, held in-person services. However, neither was taking any chances as there was strict enforcement of temperature checks, physical distancing, hand sanitising, mask wearing and information gathering on each member and visitor. Government recently issued a list of restrictions as part of the Emergency Management (COVID-19) Churches Directive 2020, some of which rubbed church leaders the wrong way, especially as it came to communion. After meetings and consultations some adjustments were made, but most churches opted to remain closed for now and only have online streaming services as they said they still needed time before they could reopen fully. (DN)

CHANGES IN PETROLEUM PRICES TO TAKE EFFECT FROM MIDNIGHT - The retail prices of gasoline, diesel and kerosene will decrease, effective midnight, tonight. Gasoline will be adjusted from $3.09 per litre to $2.80 per litre, which represents a decrease of 29 cents; the price of diesel will drop by 23 cents, from $2.52 per litre to $2.29 per litre, and kerosene will go from 73 cents per litre to 63 cents per litre, a reduction of 10 cents. These price adjustments are in keeping with Government’s policy of allowing retail prices to be reflective of those on the international market.  (BGIS)

UPDATE: BWA COMPLETES REPAIRS TO BELLE GULLY BURST MAIN - The Barbados Water Authority (BWA) has completed repairs to the burst nine-inch main in Belle Gully, St Michael. BWA has reminded customers in the affected areas in St Michael and Christ Church that “even though the repairs are complete, it will take some time for the water pressure within the distribution network to return to normal”. “The Authority’s personnel will also be monitoring this particular main (an older main) closely should another rupture occur,” according to a statement from the BWA.Water tankers will continue to assist residents in the affected areas. BWA also said customers in parts of St Michael, St James and St Thomas who are supplied by the Shop Hill, St Thomas section of the network may experience low water pressure or outages. This is a result of BWA having been forced to stop pumping from its station at Lodge Hill, St Michael due to low reservoir levels.  (DN)

RESCUED DOG RECOVERING - A dog that was rescued on Bush Hall Main Road, St Michael, a week ago, after being involved in an accident is recovering at the Royal Society for the Prevention of Cruelty to Animals (RSPCA). The small brown canine had been rescued by a police officer and Nation photographer Sandy Pitt from the middle of the street last Sunday. It was taken in by the RSPCA’s Chief Inspector Wayne Norville.During the week, Barbadians were active on the Nation’s social media platforms trying to ascertain the dog’s condition after its rescue was posted. The Sunday Sun visited the RSPCA on June 6, where clinic manager Charmaine Hatcher said X-rays on the dog’s shoulder and leg showed there were no broken bones. Though limping and keeping her right front leg lifted, the dog is expected to make a full recovery, the veterinary nurse said. “It’s doing really well, and very nervous to the point she just wets herself every time we try to have physical contact with her. She is still favouring her right leg. There are no breaks, but she definitely will not use it at this time. Whether she was abused prior to the accident, we have no idea, but she is very nervous when it comes to human contact, which is changing rapidly,” the clinic manager said. Hatcher said that for the first two days, the dog wouldn’t allow people to pick her up, but that changed as last week progressed. “No one has come forward for her, but if no one does, we would love to find her a beautiful home,” Hatcher said. (DN)

REUTERS: COVID-19 DEATHS GLOBALLY TOP 400 000 – Global deaths from the novel coronavirus (COVID-19) pandemic topped 400 000 on Sunday, as case numbers surge in Brazil and India, according to a Reuters tally. The United States is responsible for about one-quarter of all fatalities but deaths in South America are rapidly rising. The number of deaths linked to COVID-19 in just five months is now equal to the number of people who die annually from malaria, one of the world’s most deadly infectious diseases. Global cases are approaching seven million, with about two million, or 30 per cent, of those cases in the United States. Latin America has the second-largest outbreak with over 15 per cent of cases, according to a Reuters tally. The first COVID-19 death was reported on January 10 in Wuhan, China but it was early April before the death toll passed 100 000, according to the Reuters tally of official reports from governments. It took 24 days to go from 300 000 to 400 000 deaths. The United States has the highest death toll in the world at almost 110 000. Fatalities in Brazil are rising rapidly and the country may overtake the United Kingdom to have the second-largest number of deaths in the world. The total number of deaths is believed to be higher than the officially reported 400 000 as many countries lack supplies to test all victims and some countries do not count deaths outside of a hospital. (Reuters)

The world is facing the rapid spread of the Covid-19 Coronavirus Pandemic. As we continue to do our part in Barbados please remember to stay home but on the days you have to go out wear your masks, practice social distancing (stand 6-10 feet away from each other), practice good daily hygiene, eat healthy, exercise and keep your mind active. There are 207 days left in the year Shalom!  Follow us on Twitter, Facebook & Instagram for your daily news. #thechasefiles #dailynewscaps #bajannewscaps #newsinanutshell #coronavirusinbarbados #nationalresponse #dailynews #thechasefilesblog

[nigeiadigitalmarketingcompany]

Elizabeth Warren Seeks to Cut Private Equity Down to Size

Digital Elixir Elizabeth Warren Seeks to Cut Private Equity Down to Size

Elizabeth Warren’s Stop Wall Street Looting Act, which is co-sponsored by Tammy Baldwin, Sherrod Brown, Mark Pocan and Pramila Jayapal, seeks to fundamentally alter the way private equity firms operate. While the likely impetus for Warren’s bill was the spate of private-equity-induced retail bankruptcies, with Toys ‘R’ Us particularly prominent, the bill addresses all the areas targeted by critics of private equity: how it hurts workers and investors and short-changes the tax man, thus burdening taxpayers generally.

Not only would Warren’s legislation prohibit some of the most destructive private equity activities, but it would end their ability to act as traditional asset managers, taking fees and incurring close to no risk if their investments go belly up. The bill takes the explicit and radical view that:

Private funds should have a stake in the outcome of their investments, enjoying returns if those investments are successful but ab-1sorbing losses if those investments fail.

Needless to say, this upends the traditional private equity model of “head’s I win, tails you lose.”

Warren’s bill owes a considerable debt to the work of Eileen Appelbaum and Rosemary Batt, who have been investigating the private equity industry for many years. Appelbaum also provided detailed testimony which provided additional backup for the provisions of Warren’s bill.

Critics will say that Warren’s bill has no chance of passing, which is currently true but misses the point. When Bernie Sanders talked about universal health care and other progressive policies in 2016, the media either ignored it or treated it as crazypants leftie. Those ideas are now part of the discourse, as elite Dems are wont to say. Warren is taking on the “value creator” myth of private equity and seeking to end or restrict their asset-stripping. Her bill isn’t just a step in the process of exposing the falsehoods that have kept the industry from being held to account. By (hopefully) putting private equity titans on the back foot, it should also help impede their efforts to allow mom and pop retail investors to partake of private equity’s egregious fee structure (which would be larded up even more to cut in retail fund management firms).

Because the bill itself has sections that amend the bankruptcy and Internal Revenue Code (meaning mere mortals can’t readily parse them), we’ll rely on Compliance Week’s summary of its main provisions as far as private equity is concerned:

…firms would share responsibility for the liabilities of companies under their control, including debt, legal judgments, and pension obligations to “better align the incentives of private equity firms and the companies they own.” The bill, if enacted, would end the tax subsidy for excessive leverage and closes the carried interest loophole.

The bill also seeks to ban dividends to investors for two years after a firm is acquired. Worker pay would be prioritized in the bankruptcy process, with guidelines intended to ensure affected employees are more likely to receive severance pay and pensions. It would also clarify gift cards are consumer deposits, ensuring their priority in bankruptcy proceedings. If enacted, private equity managers will be required to disclose fees, returns, and political expenditures.

This is a bold set of proposals that targets abuses that hurt workers and investors. Most readers may not appreciate the significance of the two-year restriction on dividends. One return-goosing strategy that often leaves companies crippled or bankrupt in its wake is the “dividend recap” in which the acquired company takes on yet more debt for the purpose of paying a special dividend to its investors. Another strategy that Appelbaum and Batt have discussed at length is the “op co/prop co.” Here the new owners take real estate owned by the company, sell it to a new entity with the former owner leasing it. The leases are typically set high so as to allow for the “prop co” to be sold at a richer price. This strategy is often a direct contributor to the death of businesses, since ones that own their real estate usually do so because they are in cyclical industries, and not having lease payments enables the to ride out bad times. The proceeds of sale of the real estate is usually dividended out to the investors, hence the dividend restriction would also pour cold water on this approach.

The bill also seeks to help workers by making the private equity firms liable for pension looting, and for giving unpaid wages and other employee consideration much higher status in bankruptcy.

I don’t mean to sound like a nay-sayer about ending the tax bennies of highly-leveraged deals, since it’s an appealing and sensible restriction. However, the Reagan Administration floated a proposal to limit the tax deductions for highly leveraged transactions. The Brady Commission report found that that was one of the two triggers for the 1987 crash. So it might need to be phased in.

Last but the opposite of least, one pro-worker measure would constitute a major change in shareholder rights and duties. the bill’s imposition of what is known as “joint and several liability” for portfolio company debts onto both the private equity fund that made the investment, as well as onto the fund’s individual investors themselves, breaks significant new ground.

Generally, a bedrock principle of corporate law in the U.S. is that stock owners are not liable for the debts of companies in which they own shares. Exceptions are rare and generally involve either fraud or some kind of legal determination that shareholders played more than a passive role and were actively involved in directing the company.

However, there is precedent in private equity for recognizing joint and several liability of an investment fund for the obligations of its portfolio companies. In a case that winded its way through the federal courts until last year (Sun Capital Partners III, LP v. New England Teamsters & Trucking Indus. Pension Fund), the federal court held that Sun Capital Partners III was liable under ERISA, the federal pension law, for the unfunded pension obligations of Scott Brass, a portfolio company of that fund. The court’s key finding was that Sun Capital played an active management role in Scott Brass and that its claim of passive investor status therefore should not be respected.

Needless to say, private equity firms have worked hard to minimize their exposure to the Sun Capital decision, for example by avoiding purchasing companies with defined benefit pension plans. The Warren bill, however, is so broad in the sweep of liability it imposes that PE firms would be unlikely to be able to structure around it. It is hard to imagine the investors in private equity funds accepting liability for what could be enormous sums of unfunded pension liabilities ultimately flowing onto them. Either they would have to set up shell companies to fund their PE investments that could absorb the potential liability, or they would have to give up on the asset class. Either way, it would mean big changes to the industry and potentially a major contraction of it.

I am surprised that Warren sought to make private equity funds responsible for the portfolio company debts by “joint and several liability”. You can get to economically pretty much the same end by requiring the general partner and potentially also key employees to guarantee the debt and by preventing them from assigning or buying insurance to protect the guarantor from being liable. There is ample precedent for that for entrepreneurs. Small business corporate credit cards and nearly all small business loans require a personal guarantee.

Warren’s bill also has strong pro-investor provisions. It takes on the biggest feature of the ongoing investor scamming, which is the failure of PE managers to disclose to the investors all of the fees they receive from portfolio companies. The solution proposed by the bill to this problem is exceedingly straightforward, basically proclaiming, “Oh yeah, now you will have to disclose that.” The bill also abolishes the ability of private equity managers to claim long term capital gains treatment on the 20 percent of fund profits that they receive, which is unrelated to the return on any capital that the private equity managers may happen to invest in a fund.

The policy arguments weigh heavily in favor of fee disclosure and repeal of the carried interest loophole, almost to the point of there not being much of another side to the arguments beyond the private equity industry’s strategy of misdirection and obfuscation.

Not surprisingly, the private equity industry and its hangers-on have reacted negatively to the proposed bill. Pitchbook News, one of the industry’s daily newsletters, headlined one of its daily email blasts in the last few days “Warren, AOC continue attacks on PE.” Ironically, the piece didn’t even deal directly with the Warren bill but mostly was about Warren and AOC’s efforts to get unpaid wages paid to workers at recently bankrupt retailer Shopko, which is an issue that the Warren bill also deals with. The private equity industry trade group, the American Investment Council, didn’t even try to refute the legislation, but instead put out a single sentence statement labeling it as “extreme” and claiming without evidence that it would harm Warren’s Massachusetts constituents.

The power of private equity is destined to decline as its returns continue to fall due to too much money chasing too few deals. But there’s a very real risk of the already-aggressive asset-stripping tactics of private equity firms intensifying as a way to offset deteriorating fundamentals. Thus Warren’s shot across the bow is that the more evidence they provide of the need for her legislation, the greater the odds that it will eventually pass.

Elizabeth Warren Seeks to Cut Private Equity Down to Size

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[netunleashed-blog]

Spider-Man PS4's Opening Hours Have Everything We Want, And Something We Don't

http://www.internetunleashed.co.uk/?p=33087 Spider-Man PS4's Opening Hours Have Everything We Want, And Something We Don't - http://www.internetunleashed.co.uk/?p=33087 If you love reading superhero comic books, there's a good chance that a huge part of what makes them so attractive is the way they explore the regular lives of the people behind the masks. Matt Murdoch's daily courtroom drama and neighborhood philanthropy, Jessica Drew's demanding commitments as a single mother, and the multifaceted teenage dramas of Kamala Khan and other student-aged heroes are equally as engrossing as the crime-fighting adventures of their alter-egos. And when work and life clash, that's when things really get interesting.The more mundane side of superhero stories are rarely explored in video game adaptations, and that's something Insomniac Games is openly talking about as a major point of difference in their take on Marvel's Spider-Man. In the game's first two hours, which I experienced during a recent preview tour, a large chunk of time was spent controlling Peter Parker in his mild-mannered form, as well as Mary Jane Watson. Insomniac explained that this ratio was largely indicative of the rest of the game, with major themes of mentorship and trust as something that would be explored with and without masks.That might sound like a far cry from what's been shown of Insomniac's Spider-Man up to this point, but these moments hit all the right notes for us. The game's version of Peter Parker falls on the dweeby side, despite being old and having almost a decade of crime-fighting expertise. He's messy, perpetually behind on his bills, and isn't currently in any kind of romantic relationship, all thanks to his second life. But he takes time to visit his Aunt May and catch up with acquaintances, as well as work on science projects as part of his day job, hoping he can do some good there, too.I spent a large part of Spider-Man's opening hours exploring interior environments as Peter, making and listening in on small talk, looking at photos and reading documents to fill out back-story, and performing research experiments--there are Pipe Dream and pattern matching minigames that can earn you experience points to spend on Spidey abilities. Mary Jane, an investigative reporter in this universe, has her own separate narrative motivations that quickly become entwined in the rest of the plot. Her interactive segments have their own mechanics, which Insomniac told us would grow and evolve over the course of the game. For more on Mary Jane's section in these opening hours, be sure to read Kallie's in-depth account. But as happy as I was to see a big emphasis on the Peter and MJ side of things, I still had just one thing on my mind, being this was my very first first hands-on: Whether or not Insomniac's Spider-Man was going to surpass the memories I had playing Treyarch's open-world Spider-Man 2 for consoles, generally regarded as the best Spider-Man game to date, thanks to its phenomenal web-swinging mechanics. And it most definitely does, as we've previously reported. Insomniac's Spider-Man adheres strictly to the rule that Spidey's web lines need to attach to a structure, and that creates the wonderful sense of tangibility that is both essential to selling the experience, as well as creating a satisfying need for forethought when traversing New York City.It works like this: R2 shoots out a web line, and pressing X while mid-swing will let you jump and gain height or distance, depending on where you are in your arc. Pressing X without being attached to a web line will let you perform a quick web zip, which propels you forward, allowing you to gain directional momentum without losing height, and is great for quickly changing directions. Finally, holding L2 will trigger a slowdown, allowing you to aim a cursor and hit R2 to create a direct zipline to that particular point (provided it's in range), and is a great landing technique that allows you to expertly perch on lampposts and other locations, just like a spider can.Web swinging feels fantastic, and minor additions, such as hitting L3 to nosedive, using Circle + Triangle in tandem with the left stick to perform aerial tricks for experience points, and the motion blur when you pick up a large amount of speed, adds a lot to making the act of getting around town a pure joy. Even Central Park can be traversed by web-swinging, thankfully, so long as you pick a route with enough trees to latch onto.Movement on the ground also feels suitably Spider-Man-like. Aside from using L2 and R2 to web zip from point to point, holding R2 acts as an Assassin's Creed-like parkour button, allowing you to easily clear obstacles, as well as run up and across the side of buildings. But if you need a break from thinking about how to get from A to B, Spidey can also just take the subway and fast travel to a different station.The parkour button isn't the only inspiration Insomniac's Spider-Man takes from an Ubisoft series, though. In a move that took me completely by surprise, Spider-Man incorporates the archaic mechanic of tower reveals, that is, points of interest that you have to find, travel to, and solve a puzzle at in order to reveal a map of the immediate area, as well as the locations of other points of interests like side missions, challenges, collectables, and Far Cry-style outposts. Each district of Manhattan represented in the game--Chinatown, Greenwich, Financial District, Hell's Kitchen, Midtown, Upper West Side, Central Park, Upper East Side, and Harlem--has a number of towers hidden within them, which you're required to activate before you're even able to see where you're going on your minimap.This is strange not only because the mechanic feels incredibly outdated--Ubisoft has moved on, their open-world franchises now focus on more organic discovery mechanics--but it just doesn't make characteristic sense. Insomniac has been pitching their version of Spider-Man as an experienced one, one that's been fighting crime in New York for nearly a decade, and it's incredibly puzzling that this Spider-Man hasn't internalized an intimate geographic knowledge of the city he protects. I don't believe him when he exclaims, "I'm flying blind here!" while swinging through world-famous Times Square, no matter what the tower MacGuffin might be.Any activity revealed by towers can still be found by naturally stumbling across them, and minor Spider-Man 2-style randomly-generated events, such as car crashes and armed robberies, also can pop up unannounced, which is great to see. But the emphasis on using towers to reveal them just seems like a huge misstep, a puzzling addition that feels like unnecessary filler.You need a javascript enabled browser to watch videos.Marvel’s Spider-Man Show Floor Demo | PS4 | E3 2018Size:640 × 360480 × 270 Please use a html5 video capable browser to watch videos. This video has an invalid file format. Sorry, but you can't access this content!Please enter your date of birth to view this videoJanuaryFebruaryMarchAprilMayJuneJulyAugustSeptemberOctoberNovemberDecember12345678910111213141516171819202122232425262728293031Year20182017201620152014201320122011201020092008200720062005200420032002200120001999199819971996199519941993199219911990198919881987198619851984198319821981198019791978197719761975197419731972197119701969196819671966196519641963196219611960195919581957195619551954195319521951195019491948194719461945194419431942194119401939193819371936193519341933193219311930192919281927192619251924192319221921192019191918191719161915191419131912191119101909190819071906190519041903190219011900 By clicking 'enter', you agree to GameSpot's Terms of Use and Privacy PolicyenterBut there's still plenty of good filler in there, namely, the number of things you can stuff into Spider-Man's suit. As expected, you can unlock dozens of different Spider-Man costumes by earning experience and leveling up to gain access, and spending different tokens (earned through completing side content) to purchase them for use. Each suit comes with its own unique suit ability to assist you during the game's exciting, Batman Arkham-inspired combat system, but a nice feature is that once you own a suit, you can transfer its unique ability to a different suit you own.For example, I immediately sought to don the Spider-Man Noir costume, which comes with the ability to stop enemies from calling backup (great for stealth approaches), but swapped that out for the Battle Focus ability from the Advanced Suit seen in the game's marketing materials. Battle Focus steadily increases your Focus meter, used in combat to heal and perform the game's cinematic takedowns. Other suits and abilities I saw included the Classic Suit (webs every enemy in sight), Scarlet Spider (creates holographic decoys), and the Spider Armor MK II (protects from bullet fire).True to Peter's science background, you can also equip a number of unique combat gadgets, switching between them using a radial menu with L1, and upgrade their effectiveness over the course of the game. Aside from the standard web shooters, they include things like impact webbing to pin enemies to surfaces, spider drones that seek out opponents and fire energy, electric webs that stun, web bombs that are proximity triggered, web trip mines, concussive blasts, and a suspension matrix that suspends enemies in the air.The game also has a skill tree for ability progression, featuring three branches with which to upgrade Spidey's combat and web swinging techniques. The Innovator branch focuses on web-based combat techniques, such as using webs to disarm gun-toting thugs and the ability to throw a larger variety of objects and enemies, while the Defender branch improves Spider-Man's general striking, evasion, and combo abilities, letting you earn bonuses for things like perfectly-timed dodges. Finally, the Webslinger branch largely lets you perform additional traversal moves, but also gives you access to Spidey's infamous web swing kick in combat. It also unlocks the aforementioned ability to perform tricks in mid-air for small amounts of XP and large amounts of style.There are a number of references too, of course, found in dialogue, environment, and the game's backpack collectibles. But it's a range that can be appreciated by both casual Spider-Man fans (Spidey asking "Should we kiss?" to a hanging enemy), and fanatics (a mention of "Nazis made of bees"). There were some nice interactive touches I loved: using the attack buttons around citizens lets you wave and give high fives, with some interactions giving you XP, and J.J. Jameson now hosts a podcast Peter listens to, but you can unsubscribe in the audio settings menu.Insomniac's representation of the Spider-Man experience plays as good as it looks, at least in its opening hours. The web swinging and acrobatic combat are instantly satisfying, but it's also wonderful to see that there's a lot more to it--a significant focus on interacting as Peter Parker and Mary Jane (which we're hoping will continue to evolve into something great), a depth of progression options and combat abilities, and many minor, but exciting details that positively colored my short experience. The opening hours had me eager to play more--even just to have more time swinging around the city--but it also reinvigorated my excitement about the Marvel universe in general. I just wish I could forget about those towers. Source link

[capnzazzblammymatazz-blog]

Which are the best books or learning resources to prepare for the GRE?

Hey, I'm Vince, and I've been a full-time mentor for a long time.

Refresh: I have a 77-thing GRE prep agenda on my blog that will be a decent supplement to this Quora reply.

Tip: Rather than following a pre-made, one-measure fits-all GRE contemplate design you find on the web, I'd exceptionally prescribe contriving your own, utilizing my recommendation underneath for each piece of the test. You are the person who needs to make sense of what your qualities and shortcomings are, the place to invest more energy and less time, and what parts of the GRE the projects to which you're applying think about.

Alright, prepared? This is going to get definite, so bookmark this page and take as much time as is needed processing my recommendation.

Assemble Foundational Skills

I separate this into a few territories:

Vocabulary – adapting new words that the GRE is probably going to test. Numerous verbal thinking inquiries will rely upon whether you can characterize the words in the inquiry and/or the appropriate response decisions. My #1 proposal is to gain GRE words day by day from GRE Vocab Capacity (the book I co-composed). We characterize more than 1,300 GRE words with memory aides to enable the definitions to stick in your mind. We additionally have a word root file.

I additionally like both the Manhattan GRE Essential Flashcards and their Advanced Flashcards – they have significant words, vital sentences, and equivalent words of words – all in a simple to convey box of cards.Ideally, make or utilize a cheat sheet for each word you're learning. Incorporate an articulation so you can utilize it in discourse, a concise definition, a memory helper, a sentence utilizing the word, and any equivalent words you likewise need to learn. See my blog for cases and a graph disclosing how to compose your vocab examines.

Your every day perusing (see beneath) will likewise help with GRE vocabulary. Look into words you don't have the foggiest idea; they'll be simpler to learn since you've seen them in setting. Any words you find in an ordinary production are reasonable amusement for the GRE to test. Whatever strategy you use to learn vocab, test yourself. It's less demanding to hold things in case you're tested on them.

Perusing Comprehension – building your capacity to comprehend the exacting significance of what you're perusing and to see how unique parts of a section work in connection to the entirety. You'll must have the capacity to peruse entries composed at a graduate level in territories like the humanities and sciences: this aptitude is the foundation of your GRE verbal prep. The more you need to set up, the more vital enhancing perusing understanding progresses toward becoming. On the off chance that you don't have well before you take the GRE, it can be hard to enhance your perusing aptitude in a calculable way – it's generally an expertise that requires a long time to manufacture.

My #1 proposal is to peruse scholastic diaries – ETS adjusts numerous entries from the scholarly world. Read about a wide range of various points; you'll comprehend a section better in case you're acquainted with its topic. Likewise read anything from Arts and Letters Daily, the New Yorker, or the Economist, which are altogether composed at a high perusing level. This will enhance your understanding and inactively show you vocabulary. It will likewise give you material for the articles!

Math – acing number juggling, polynomial math, geometry, and information investigation ideas. Dominance is essential, since you'll additionally need to reason your way through numerous inquiries, not simply connect numbers to equations or tackle for x.

My best suggestions are to utilize the Manhattan Prep GRE Set (on the off chance that you have additional time, similar to at least 4 months) or CliffsNotes Math Review (on the off chance that you have under 4 months) to assemble reasonable information. Utilize ETS's math audit (which is online here) to fabricate calculated information, as well.

Essential: for ideas you have never learned or that you're generally frail on, utilize Khan Academy to construct establishment through recordings and activities.

I've made a spreadsheet that groups the math inquiries in the Official Guide by idea and method so you can work on applying an idea once you've learned it. Learn, apply, flush, rehash. Ensure you work in audit sessions; you need to survey subjects when you're beginning to overlook them. I'll get into real math system for the GRE in Step 4; by procedure, I mean techniques for doing certain inquiry writes.

Articles – figuring out how to compose both the GRE Issue Essay and the GRE Argument Essay. Read everything ETS expounds on the expositions on its site; it offers loads of a word of wisdom. In The Official Guide, and also in the Verbal Practice book, there are test articles from genuine GRE takers. These are incredible models for your written work since you can perceive what the ETS graders remunerate.

Next, read and conceptualize the points for the Issue article and the themes for the Argument exposition; ETS distributes all conceivable paper subjects on its site. At that point, compose rehearse papers untimed at first to build up your aptitudes, at that point keep in touch with them planned once you're content with how the untimed ones look. I exceedingly prescribe getting a decent author to take a gander at your papers. They Say, I Say is the best book I am aware of to enhance your composition, since it rapidly enables you to consolidate scholastic written work structures into your own written work.

Rationale – figuring out how to explain basic thinking questions. These are questions that include fortifying or debilitating a contention or clarifying a conundrum. Appreciation is optional to intelligent thinking here, and these inquiries request distinctive aptitudes.

My #1 proposal is to get a duplicate of the GMAT Verbal Review (any version) and work on Critical Reasoning inquiries. The GRE displayed certain inquiries on the GMAT (the two organizations now seek business college candidates). You will see addresses simply like these on the GRE, yet ETS hasn't distributed a lot of.

Learn Technique

Each GRE question write can be made less demanding with great technique.

I AM a coach, so I'm one-sided, however I think the most ideal approach to take in system is from a guide, so you can talk through the subtleties of inquiries with another human.

Shouldn't something be said about Online Classes?

I offer an entire GRE course which I created for LinkedIn that I believe is useful. Magoosh is great, as well.

Shouldn't something be said about In-Person Classes?

I tend to direct individuals from most associations' classes. Basically, I am one of the not very many long haul, full-time guides out there. Mentoring isn't a typical profession, so most coaches are working low maintenance while they complete graduate school or search for an "ordinary" employment in their field of intrigue.

Likewise, great mentors can profit working for themselves than they can working for huge associations. So the GRE guides who work for huge associations are typically unpracticed. When they get more involvement and acknowledge they can discover customers all alone, they leave the enormous organization and it employs more amateurs.

This is the reason enormous associations don't as a rule disclose to you who's instructing their GRE classes.

Cautioning: If you're taking in method from a static source like a book or a video, be set up to test and be adaptable. On the off chance that a strategy isn't chipping away at a specific ETS question, it might be the system's blame more than yours. Consider it; discuss it with another person; attempt an alternate way.

GRE Practice Material

GRE verbal practice and GRE math rehearse with genuine (ETS-composed) questions is critical to sharpen your method and to get reasonable experience.

Purchase The Official Guide and its Verbal Practice and Quantitative Practice supplements. These are the most imperative practice books, since they contain true GRE test questions, which are more intricate and reasonable than some other company's.

I've clarified all the Quantitative Practice Book's inquiries on my Youtube channel.

You can supplement with Barron's 6 GRE Practice Tests (which I co-composed) – simply ensure you in the long run ace the ETS issues. I additionally like the Manhattan 5 lb. book of GRE rehearse issues. Remember these books are for additional math hone and are less helpful for additional verbal practice.

To begin with, rehearse untimed. This is your opportunity to take a shot at ideas and procedures without time weight. Coordinated practice is best done once your abilities and strategies are more honed.

Continuously circle troublesome inquiries or inquiries you speculated on, so you can survey them. Try not to write in your books – when you audit questions, they ought to be clear.

You will presumably need more than two PC hone tests, so I'd supplement with Manhattan Prep's online GRE rehearse tests (which are accessible with the buy of any of the books in the Manhattan Prep GRE Set). Try not to examine Manhattan tests excessively – they're not the genuine article. I'd go for taking 5-8 rehearse tests amid your prep.

I'd take the principal ETS Powerprep Timed Test about part of the way through your prep, and take the second one toward the finish of your prep. Break down both… a great deal (see survey advance beneath). Bear in mind that there are simple, medium, and hard areas for the second segments of both math and verbal in each test. Here's an answer key that will empower you to get to them all.

My companion Brian has distributed an intensive manual for utilizing the ETS Powerprep programming.

A last wellspring of new inquiries is this ETS hone paper test, yet I'd do it last, since it contains a few inquiries from the Powerprep tests.

Audit – The Most Important Step!

Surveying is the place you take in the most about the GRE and the guidelines it plays by.

After each mentoring lesson or study session, audit my notes and the issues we/you examined inside 48 hours.

Survey issues, distinguishing what was tried, perfect skill, and takeaways. Compose these things down.You ought to audit issues you got perfectly fine as you survey ones you missed. Continue working with an inquiry until the point that you can disclose it to a companion. This will give you a chance to get substantially more out of the ETS books, since it ought to take you no less than three times as long to audit an inquiry as it takes you to complete one. The uplifting news? Survey is the thing that improves you at the test! Audit, don't ju

[theadambrody-blog1]

Preparing for GRE

Howdy, I'm Vince, and I've been a full-time coach for a long time.

Refresh: I have a 77-thing GRE prep agenda on my blog that will be a decent supplement to this Quora reply.

Tip: Rather than following a pre-made, one-estimate fits-all GRE examine design you find on the web, I'd exceedingly suggest formulating your own, utilizing my recommendation underneath for each piece of the test. You are the person who needs to make sense of what your qualities and shortcomings are, the place to invest more energy and less time, and what parts of the GRE the projects to which you're applying think about.

Alright, prepared? This is going to get nitty gritty, so bookmark this page and take as much time as is needed processing my recommendation.

Manufacture Foundational Skills

I separate this into a few zones:

Vocabulary – adapting new words that the GRE is probably going to test. Numerous verbal thinking inquiries will rely upon whether you can characterize the words in the inquiry and/or the appropriate response decisions. My #1 suggestion is to gain GRE words day by day from GRE Vocab Capacity (the book I co-composed). We characterize more than 1,300 GRE words with memory aides to enable the definitions to stick in your cerebrum. We likewise have a word root list.

I additionally like both the Manhattan GRE Essential Flashcards and their Advanced Flashcards – they have applicable words, noteworthy sentences, and equivalent words of words – all in a simple to convey box of cards.Ideally, make or utilize a cheat sheet for each word you're learning. Incorporate an elocution so you can utilize it in discourse, a short definition, a memory helper, a sentence utilizing the word, and any equivalent words you additionally need to learn. See my blog for illustrations and an outline disclosing how to sort out your vocab examines.

Your every day perusing (see underneath) will likewise help with GRE vocabulary. Look into words you don't have a clue; they'll be simpler to learn since you've seen them in setting. Any words you find in an ordinary production are reasonable diversion for the GRE to test. Whatever technique you use to learn vocab, test yourself. It's less demanding to hold things in case you're tested on them.

Perusing Comprehension – building your capacity to comprehend the exacting importance of what you're perusing and to see how unique parts of an entry work in connection to the entirety. You'll must have the capacity to peruse sections composed at a graduate level in zones like the humanities and sciences: this aptitude is the foundation of your GRE verbal prep. The more you need to set up, the more essential enhancing perusing appreciation progresses toward becoming. On the off chance that you don't have some time before you take the GRE, it can be hard to enhance your perusing ability in a calculable way – it's typically an aptitude that requires a long time to fabricate.

My #1 suggestion is to peruse scholarly diaries – ETS adjusts numerous sections from the scholarly world. Read about a wide range of various themes; you'll comprehend an entry better in case you're comfortable with its topic. Additionally read anything from Arts and Letters Daily, the New Yorker, or the Economist, which are altogether composed at a high perusing level. This will enhance your cognizance and inactively show you vocabulary. It will likewise give you material for the papers!

Math – acing number juggling, polynomial math, geometry, and information investigation ideas. Authority is essential, since you'll likewise need to reason your way through many inquiries, not simply connect numbers to equations or illuminate for x.

My best suggestions are to utilize the Manhattan Prep GRE Set (in the event that you have additional time, similar to at least 4 months) or CliffsNotes Math Review (in the event that you have under 4 months) to assemble applied information. Utilize ETS's math audit (which is online here) to fabricate reasonable learning, as well.

Critical: for ideas you have never learned or that you're generally feeble on, utilize Khan Academy to fabricate establishment through recordings and activities.

I've made a spreadsheet that characterizes the math inquiries in the Official Guide by idea and method so you can work on applying an idea once you've learned it. Learn, apply, wash, rehash. Ensure you work in survey sessions; you need to audit subjects when you're beginning to overlook them. I'll get into genuine math procedure for the GRE in Step 4; by system, I mean techniques for doing certain inquiry sorts.

Papers – figuring out how to compose both the GRE Issue Essay and the GRE Argument Essay. Read everything ETS expounds on the articles on its site; it offers bunches of solid counsel. In The Official Guide, and in addition in the Verbal Practice book, there are test articles from genuine GRE takers. These are incredible models for your written work since you can perceive what the ETS graders remunerate.

Next, read and conceptualize the themes for the Issue paper and the subjects for the Argument article; ETS distributes all conceivable exposition points on its site. At that point, compose rehearse expositions untimed at first to build up your abilities, at that point keep in touch with them planned once you're content with how the untimed ones look. I exceedingly prescribe getting a decent author to take a gander at your articles. They Say, I Say is the best book I am aware of to enhance your written work, since it rapidly enables you to consolidate scholastic composition structures into your own composition.

Rationale – figuring out how to settle basic thinking questions. These are questions that include fortifying or debilitating a contention or clarifying an oddity. Understanding is optional to legitimate thinking here, and these inquiries request distinctive abilities.

My #1 proposal is to get a duplicate of the GMAT Verbal Review (any version) and work on Critical Reasoning inquiries. The GRE demonstrated certain inquiries on the GMAT (the two organizations now go after business college candidates). You will see addresses simply like these on the GRE, however ETS hasn't distributed a lot of.

Learn Technique

Each GRE question sort can be made less demanding with great system.

I AM a guide, so I'm one-sided, however I think the most ideal approach to take in system is from a coach, so you can talk through the subtleties of inquiries with another human.

Shouldn't something be said about Online Classes?

I offer an entire GRE course which I delivered for LinkedIn that I believe is useful. Magoosh is great, as well.

Shouldn't something be said about In-Person Classes?

I tend to control individuals far from most associations' classes. Basically, I am one of the not very many long haul, full-time guides out there. Coaching isn't a typical profession, so most guides are working low maintenance while they complete graduate school or search for an "ordinary" occupation in their field of intrigue.

Additionally, great mentors can profit working for themselves than they can working for huge associations. So the GRE mentors who work for huge associations are typically unpracticed. When they get more involvement and acknowledge they can discover customers all alone, they leave the enormous organization and it contracts more novices.

This is the reason huge associations don't more often than not disclose to you who's instructing their GRE classes.

Cautioning: If you're taking in system from a static source like a book or a video, be set up to analyze and be adaptable. On the off chance that a strategy isn't dealing with a specific ETS question, it might be the system's blame more than yours. Consider it; discuss it with another person; attempt an alternate way.

GRE Practice Material

GRE verbal practice and GRE math hone with genuine (ETS-composed) questions is vital to sharpen your strategy and to get sensible experience.

Purchase The Official Guide and its Verbal Practice and Quantitative Practice supplements. These are the most critical practice books, since they contain true GRE test questions, which are more unpredictable and sensible than some other company's.

I've clarified all the Quantitative Practice Book's inquiries on my Youtube channel.

You can supplement with Barron's 6 GRE Practice Tests (which I co-composed)

– simply ensure you in the end ace the ETS issues. I additionally like the Manhattan 5 lb. book of GRE hone issues. Remember these books are for additional math rehearse and are less valuable for additional verbal practice.

To start with, hone untimed. This is your opportunity to chip away at ideas and strategies without time weight. Planned practice is best done once your aptitudes and procedures are more honed.

Continuously circle troublesome inquiries or inquiries you speculated on, so you can audit them. Try not to write in your books – when you survey questions, they ought to be clear.

You will most likely need more than two PC hone tests, so I'd supplement with Manhattan Prep's online GRE rehearse tests (which are accessible with the buy of any of the books in the Manhattan Prep GRE Set). Try not to dissect Manhattan tests excessively – they're not the genuine article. I'd go for taking 5-8 rehearse tests amid your prep.

I'd take the primary ETS Powerprep Timed Test about part of the way through your prep, and take the second one toward the finish of your prep. Break down both… a considerable measure (see audit venture beneath). Bear in mind that there are simple, medium, and hard areas for the second segments of both math and verbal in each test. Here's an answer key that will empower you to get to them all.

My companion Brian has distributed an exhaustive manual for utilizing the ETS Powerprep programming.

A last wellspring of new inquiries is this ETS rehearse paper test, however I'd do it last, since it contains a few inquiries from the Powerprep tests.

Survey – The Most Important Step!

Looking into is the place you take in the most about the GRE and the principles it plays by.

After each coaching lesson or study session, survey my notes and the issues we/you contemplated inside 48 hours.

Survey issues, recognizing what was tried, perfect skill, and takeaways.

Compose these things down.You ought to audit issues you got perfectly fine as you survey ones you missed. Continue working with an inquiry until the point when you can disclose it to a companion.

This will give you a chance to get substantially more out of the ETS books, since it ought to take you no less than three times as long to survey an inquiry as it takes you to do one. The uplifting news? Survey is the thing that improves you at the test! Survey, don't ju

[simonconsultancypage]

Though a Private Company, Uber Hit With Securities Class Action Lawsuit

The news late last week that London’s transport authority had stripped ride-hailing firm Uber of its ride-hire license on the grounds that it was “unfit to operate” in the U.K. capital was merely the latest blow to the company, following a string of scandals, probes, and damaging revelations. Now the company – which, despite its enormous size, is still a privately held firm — has been hit with a federal court securities class action lawsuit, the most recent instance where one of the high-flying “unicorn” companies has been hit with a securities fraud lawsuit after a decline in fortune. The new lawsuit has a number of interesting features, discussed below.

  As noted in Greg Bensinger’s September 26, 2017 Wall Street Journal article (here), on September 26, 2017 an Uber investor filed class action lawsuit in the Northern District of California against Uber and its former CEO, Travis Kalanick. The complaint, which was filed on behalf of the Irving, Texas firefighters’ retirement fund, purports to be filed on behalf of a class of investors who purchased an interest in Uber securities between June 6, 2014 and September 22, 2017. (The class period ending date coincides with the date on which the news about that the London transport authority had revoked the firm’s license.)

  The complaint, a copy of which can be found here, contains a detailed description of Uber’s rapid and dramatic growth and of the company’s more recent reverses. The company alleges that beginning in 2014 the defendants conducted a “mass media campaign designed to induce investors to invest billions of dollars in the company.” The campaign included statements about the benefits to consumers from the company’s business model’s disruptive impact. The complaint also refers to Kalanick’s statements as a part of the campaign about the company’s “values” and “principles.”

  The campaign, the complaint alleges, was “a resounding success,” as, by 2016 directly or through investment vehicles raised more than $10 billion from investors and by mid-2016, the company had reached a valuation of over $70 billion, a level greater than some of the country’s most venerable industrial firms. However, the complaint alleges, the defendants failed to disclose that the company’s rapid growth and its skyrocketing valuation were inflated by illicit conduct and that the company’s business prospects were subject to numerous undisclosed legal, reputational, and operational risks.

  In 2017, the complaint alleges, “defendants’ story began to unravel.” In a short span, “a shocking litany of corporate misconduct came to the fore” and investors “learned startling truths about the willingness of C-Suite executives to flout local, national, and international law, stifle competition, misappropriate trade secrets, and seek vengeance against detractors.”

  The complaint lists what it calls “just  some the Company scandals, including: news that the FBI is investigating the company’s use of the “Hell” software app to monitor drivers who worked for both Uber and Lyft; inquiries concerning a covert program called “Grayball” that allowed the company to mislead regulators and evade detection in jurisdictions in which it was operating illegally or had faced opposition; news that the company had schemed to steal self-driving car technology from Waymo; disclosure that the company is under investigation for possible Foreign Corrupt Practices Act violations; revelations of allegedly rampant gender discrimination and sexual harassment. The complaint alleges further that as a result of these scandals Kalanick was forced to resign, as were as many as 14 other executives.

  These revelations, the complaint alleges, caused the valuation of the company’s securities to “plummet.” The complaint alleges that investors have been forced to mark their securities down as much as 15%, which translates to as much as $10 billion in 2017 alone. Many of these write-downs took place before even more recent revelations which   allegedly caused valuations to decline further, allegedly bring cumulative valuation declines to as much as $18 billion.

  The complaint alleges that the defendants’ false and misleading statements about the company violated California Corporations Code Sections 24500(d) and the complaint seeks the recovery of damages pursuant to California Corporations Code Section 25500.

  There are a number of interesting things about this securities class action lawsuit, the most important of which to me is that it has been brought against not a publicly traded company whose share are traded on a public securities exchange, but rather against a privately held company whose shares were purchased in a series of private placement transactions. A lawsuit of this kind against a private company is not entirely unprecedented; as discussed here, in late 2016, investors filed a securities fraud lawsuit against the blood testing firm Theranos and certain of its executives. So investors filing a securities fraud lawsuit against a private company is not unprecedented, but it is still noteworthy.

  It is also interesting to me that the plaintiff has chosen to file its claim exclusively under the California state securities laws, rather than under the federal securities laws. I suspect that the tactical decision to file state law claims only was an effort to avoid hurdles or obstacles the plaintiffs’ lawyers anticipated that a claim under the federal securities laws might face. (I encourage readers to contact me to suggest what some of those hurdles or barriers might be.)

  The plaintiffs will face other obstacles. Showing how investors were misled presents some interesting challenges. As a private company, Uber made relatively few disclosures as a company, and those were within the controlled environment of the private placement offerings. The complaint attempts to supplement these offering disclosure with various public statements the company and Kalanick made. The plaintiffs will not only need to show that the defendants made misleading statements but also that the plaintiffs relied on the statement. (The defendants will argue that because Uber’s shares do not trade on an efficient market, the plaintiffs cannot rely on the fraud on the market theory.)

  The plaintiffs will face another challenge owing to the fact that the company’s shares were not publicly traded. The plaintiffs will have to establish that the misrepresentations inflated the company’s share price and that the revelations of the truth caused the company’s share price to decline. The magnitude of the inflation represents one challenge, and the causation of the loss will present another challenge. Without a daily share price to use as a measurement, plaintiffs will face difficulties showing that specific disclosure caused specific loss in an identifiable amount.

  It is of course not news that a private company has been sued by investors on the basis of alleged misrepresentations. It is not even news that a private company has been sued for securities fraud. What is news is that the lawsuit was filed in the form of a securities class action.  Given the magnitude of Uber’s valuation prior to the alleged valuation decline, the range of potential damages also is noteworthy, again given that Uber is a privately held company.

  As I noted at the time of the Thernos lawsuit, the advent of securities class action litigation against private companies, particularly litigation that potentially involves the magnitude of losses allegedly involved here, represents a significant new development for the D&O insurance industry. The industry has tended to view private company liability exposures and public company liability exposures as two distinct and separate classes. However, this new lawsuit and in particular the potential magnitude of the damages have attributes that more typically would have characterized the public company risk class and not the private company risk class. Clearly, with the arrival of these kinds of lawsuits, the perceived division between these two risk classes may be breaking down. Indeed, with the recent rise of private companies with valuations in excess of $1 billion, the perceived distinction between the two classes already was becoming blurred.

  The challenge for the industry is that because of the past categorical distinction between the two risk classes, the industry offered two distinct types of policies, one for privately held companies and one for publicly traded companies. There are numerous distinctions between the two types of policies but among the most salient derived from the perception that publicly traded companies had liabilities under the securities laws, while private companies do not.  The lawsuit filed against Uber, and the earlier lawsuit against Theranos, highlights the fact that private companies can face liability under the securities laws.

  The possibility of this kind of private company lawsuit has numerous implications, including among things, for the amount of insurance that a private company might seek to buy. Private companies with these enormous valuations already should have been thinking about increased limits, but the possibility of securities class action litigation underscores the need for these kinds of companies to reconsider the amount of insurance that they buy.

  In any event, it will be interesting to see how this latest lawsuit progresses. As a more general matter, it will be interesting to see if others of the so-called unicorn companies face significant setbacks if more of these private company securities lawsuits follow.

The post Though a Private Company, Uber Hit With Securities Class Action Lawsuit appeared first on The D&O Diary.

Though a Private Company, Uber Hit With Securities Class Action Lawsuit published first on http://ift.tt/2kTPCwo

[golicit]

Though a Private Company, Uber Hit With Securities Class Action Lawsuit

The news late last week that London’s transport authority had stripped ride-hailing firm Uber of its ride-hire license on the grounds that it was “unfit to operate” in the U.K. capital was merely the latest blow to the company, following a string of scandals, probes, and damaging revelations. Now the company – which, despite its enormous size, is still a privately held firm — has been hit with a federal court securities class action lawsuit, the most recent instance where one of the high-flying “unicorn” companies has been hit with a securities fraud lawsuit after a decline in fortune. The new lawsuit has a number of interesting features, discussed below.

  As noted in Greg Bensinger’s September 26, 2017 Wall Street Journal article (here), on September 26, 2017 an Uber investor filed class action lawsuit in the Northern District of California against Uber and its former CEO, Travis Kalanick. The complaint, which was filed on behalf of the Irving, Texas firefighters’ retirement fund, purports to be filed on behalf of a class of investors who purchased an interest in Uber securities between June 6, 2014 and September 22, 2017. (The class period ending date coincides with the date on which the news about that the London transport authority had revoked the firm’s license.)

  The complaint, a copy of which can be found here, contains a detailed description of Uber’s rapid and dramatic growth and of the company’s more recent reverses. The company alleges that beginning in 2014 the defendants conducted a “mass media campaign designed to induce investors to invest billions of dollars in the company.” The campaign included statements about the benefits to consumers from the company’s business model’s disruptive impact. The complaint also refers to Kalanick’s statements as a part of the campaign about the company’s “values” and “principles.”

  The campaign, the complaint alleges, was “a resounding success,” as, by 2016 directly or through investment vehicles raised more than $10 billion from investors and by mid-2016, the company had reached a valuation of over $70 billion, a level greater than some of the country’s most venerable industrial firms. However, the complaint alleges, the defendants failed to disclose that the company’s rapid growth and its skyrocketing valuation were inflated by illicit conduct and that the company’s business prospects were subject to numerous undisclosed legal, reputational, and operational risks.

  In 2017, the complaint alleges, “defendants’ story began to unravel.” In a short span, “a shocking litany of corporate misconduct came to the fore” and investors “learned startling truths about the willingness of C-Suite executives to flout local, national, and international law, stifle competition, misappropriate trade secrets, and seek vengeance against detractors.”

  The complaint lists what it calls “just  some the Company scandals, including: news that the FBI is investigating the company’s use of the “Hell” software app to monitor drivers who worked for both Uber and Lyft; inquiries concerning a covert program called “Grayball” that allowed the company to mislead regulators and evade detection in jurisdictions in which it was operating illegally or had faced opposition; news that the company had schemed to steal self-driving car technology from Waymo; disclosure that the company is under investigation for possible Foreign Corrupt Practices Act violations; revelations of allegedly rampant gender discrimination and sexual harassment. The complaint alleges further that as a result of these scandals Kalanick was forced to resign, as were as many as 14 other executives.

  These revelations, the complaint alleges, caused the valuation of the company’s securities to “plummet.” The complaint alleges that investors have been forced to mark their securities down as much as 15%, which translates to as much as $10 billion in 2017 alone. Many of these write-downs took place before even more recent revelations which   allegedly caused valuations to decline further, allegedly bring cumulative valuation declines to as much as $18 billion.

  The complaint alleges that the defendants’ false and misleading statements about the company violated California Corporations Code Sections 24500(d) and the complaint seeks the recovery of damages pursuant to California Corporations Code Section 25500.

  There are a number of interesting things about this securities class action lawsuit, the most important of which to me is that it has been brought against not a publicly traded company whose share are traded on a public securities exchange, but rather against a privately held company whose shares were purchased in a series of private placement transactions. A lawsuit of this kind against a private company is not entirely unprecedented; as discussed here, in late 2016, investors filed a securities fraud lawsuit against the blood testing firm Theranos and certain of its executives. So investors filing a securities fraud lawsuit against a private company is not unprecedented, but it is still noteworthy.

  It is also interesting to me that the plaintiff has chosen to file its claim exclusively under the California state securities laws, rather than under the federal securities laws. I suspect that the tactical decision to file state law claims only was an effort to avoid hurdles or obstacles the plaintiffs’ lawyers anticipated that a claim under the federal securities laws might face. (I encourage readers to contact me to suggest what some of those hurdles or barriers might be.)

  The plaintiffs will face other obstacles. Showing how investors were misled presents some interesting challenges. As a private company, Uber made relatively few disclosures as a company, and those were within the controlled environment of the private placement offerings. The complaint attempts to supplement these offering disclosure with various public statements the company and Kalanick made. The plaintiffs will not only need to show that the defendants made misleading statements but also that the plaintiffs relied on the statement. (The defendants will argue that because Uber’s shares do not trade on an efficient market, the plaintiffs cannot rely on the fraud on the market theory.)

  The plaintiffs will face another challenge owing to the fact that the company’s shares were not publicly traded. The plaintiffs will have to establish that the misrepresentations inflated the company’s share price and that the revelations of the truth caused the company’s share price to decline. The magnitude of the inflation represents one challenge, and the causation of the loss will present another challenge. Without a daily share price to use as a measurement, plaintiffs will face difficulties showing that specific disclosure caused specific loss in an identifiable amount.

  It is of course not news that a private company has been sued by investors on the basis of alleged misrepresentations. It is not even news that a private company has been sued for securities fraud. What is news is that the lawsuit was filed in the form of a securities class action.  Given the magnitude of Uber’s valuation prior to the alleged valuation decline, the range of potential damages also is noteworthy, again given that Uber is a privately held company.

  As I noted at the time of the Thernos lawsuit, the advent of securities class action litigation against private companies, particularly litigation that potentially involves the magnitude of losses allegedly involved here, represents a significant new development for the D&O insurance industry. The industry has tended to view private company liability exposures and public company liability exposures as two distinct and separate classes. However, this new lawsuit and in particular the potential magnitude of the damages have attributes that more typically would have characterized the public company risk class and not the private company risk class. Clearly, with the arrival of these kinds of lawsuits, the perceived division between these two risk classes may be breaking down. Indeed, with the recent rise of private companies with valuations in excess of $1 billion, the perceived distinction between the two classes already was becoming blurred.

  The challenge for the industry is that because of the past categorical distinction between the two risk classes, the industry offered two distinct types of policies, one for privately held companies and one for publicly traded companies. There are numerous distinctions between the two types of policies but among the most salient derived from the perception that publicly traded companies had liabilities under the securities laws, while private companies do not.  The lawsuit filed against Uber, and the earlier lawsuit against Theranos, highlights the fact that private companies can face liability under the securities laws.

  The possibility of this kind of private company lawsuit has numerous implications, including among things, for the amount of insurance that a private company might seek to buy. Private companies with these enormous valuations already should have been thinking about increased limits, but the possibility of securities class action litigation underscores the need for these kinds of companies to reconsider the amount of insurance that they buy.

  In any event, it will be interesting to see how this latest lawsuit progresses. As a more general matter, it will be interesting to see if others of the so-called unicorn companies face significant setbacks if more of these private company securities lawsuits follow.

The post Though a Private Company, Uber Hit With Securities Class Action Lawsuit appeared first on The D&O Diary.

Though a Private Company, Uber Hit With Securities Class Action Lawsuit published first on

[lawfultruth]

Though a Private Company, Uber Hit With Securities Class Action Lawsuit

The news late last week that London’s transport authority had stripped ride-hailing firm Uber of its ride-hire license on the grounds that it was “unfit to operate” in the U.K. capital was merely the latest blow to the company, following a string of scandals, probes, and damaging revelations. Now the company – which, despite its enormous size, is still a privately held firm — has been hit with a federal court securities class action lawsuit, the most recent instance where one of the high-flying “unicorn” companies has been hit with a securities fraud lawsuit after a decline in fortune. The new lawsuit has a number of interesting features, discussed below.

  As noted in Greg Bensinger’s September 26, 2017 Wall Street Journal article (here), on September 26, 2017 an Uber investor filed class action lawsuit in the Northern District of California against Uber and its former CEO, Travis Kalanick. The complaint, which was filed on behalf of the Irving, Texas firefighters’ retirement fund, purports to be filed on behalf of a class of investors who purchased an interest in Uber securities between June 6, 2014 and September 22, 2017. (The class period ending date coincides with the date on which the news about that the London transport authority had revoked the firm’s license.)

  The complaint, a copy of which can be found here, contains a detailed description of Uber’s rapid and dramatic growth and of the company’s more recent reverses. The company alleges that beginning in 2014 the defendants conducted a “mass media campaign designed to induce investors to invest billions of dollars in the company.” The campaign included statements about the benefits to consumers from the company’s business model’s disruptive impact. The complaint also refers to Kalanick’s statements as a part of the campaign about the company’s “values” and “principles.”

  The campaign, the complaint alleges, was “a resounding success,” as, by 2016 directly or through investment vehicles raised more than $10 billion from investors and by mid-2016, the company had reached a valuation of over $70 billion, a level greater than some of the country’s most venerable industrial firms. However, the complaint alleges, the defendants failed to disclose that the company’s rapid growth and its skyrocketing valuation were inflated by illicit conduct and that the company’s business prospects were subject to numerous undisclosed legal, reputational, and operational risks.

  In 2017, the complaint alleges, “defendants’ story began to unravel.” In a short span, “a shocking litany of corporate misconduct came to the fore” and investors “learned startling truths about the willingness of C-Suite executives to flout local, national, and international law, stifle competition, misappropriate trade secrets, and seek vengeance against detractors.”

  The complaint lists what it calls “just  some the Company scandals, including: news that the FBI is investigating the company’s use of the “Hell” software app to monitor drivers who worked for both Uber and Lyft; inquiries concerning a covert program called “Grayball” that allowed the company to mislead regulators and evade detection in jurisdictions in which it was operating illegally or had faced opposition; news that the company had schemed to steal self-driving car technology from Waymo; disclosure that the company is under investigation for possible Foreign Corrupt Practices Act violations; revelations of allegedly rampant gender discrimination and sexual harassment. The complaint alleges further that as a result of these scandals Kalanick was forced to resign, as were as many as 14 other executives.

  These revelations, the complaint alleges, caused the valuation of the company’s securities to “plummet.” The complaint alleges that investors have been forced to mark their securities down as much as 15%, which translates to as much as $10 billion in 2017 alone. Many of these write-downs took place before even more recent revelations which   allegedly caused valuations to decline further, allegedly bring cumulative valuation declines to as much as $18 billion.

  The complaint alleges that the defendants’ false and misleading statements about the company violated California Corporations Code Sections 24500(d) and the complaint seeks the recovery of damages pursuant to California Corporations Code Section 25500.

  There are a number of interesting things about this securities class action lawsuit, the most important of which to me is that it has been brought against not a publicly traded company whose share are traded on a public securities exchange, but rather against a privately held company whose shares were purchased in a series of private placement transactions. A lawsuit of this kind against a private company is not entirely unprecedented; as discussed here, in late 2016, investors filed a securities fraud lawsuit against the blood testing firm Theranos and certain of its executives. So investors filing a securities fraud lawsuit against a private company is not unprecedented, but it is still noteworthy.

  It is also interesting to me that the plaintiff has chosen to file its claim exclusively under the California state securities laws, rather than under the federal securities laws. I suspect that the tactical decision to file state law claims only was an effort to avoid hurdles or obstacles the plaintiffs’ lawyers anticipated that a claim under the federal securities laws might face. (I encourage readers to contact me to suggest what some of those hurdles or barriers might be.)

  The plaintiffs will face other obstacles. Showing how investors were misled presents some interesting challenges. As a private company, Uber made relatively few disclosures as a company, and those were within the controlled environment of the private placement offerings. The complaint attempts to supplement these offering disclosure with various public statements the company and Kalanick made. The plaintiffs will not only need to show that the defendants made misleading statements but also that the plaintiffs relied on the statement. (The defendants will argue that because Uber’s shares do not trade on an efficient market, the plaintiffs cannot rely on the fraud on the market theory.)

  The plaintiffs will face another challenge owing to the fact that the company’s shares were not publicly traded. The plaintiffs will have to establish that the misrepresentations inflated the company’s share price and that the revelations of the truth caused the company’s share price to decline. The magnitude of the inflation represents one challenge, and the causation of the loss will present another challenge. Without a daily share price to use as a measurement, plaintiffs will face difficulties showing that specific disclosure caused specific loss in an identifiable amount.

  It is of course not news that a private company has been sued by investors on the basis of alleged misrepresentations. It is not even news that a private company has been sued for securities fraud. What is news is that the lawsuit was filed in the form of a securities class action.  Given the magnitude of Uber’s valuation prior to the alleged valuation decline, the range of potential damages also is noteworthy, again given that Uber is a privately held company.

  As I noted at the time of the Thernos lawsuit, the advent of securities class action litigation against private companies, particularly litigation that potentially involves the magnitude of losses allegedly involved here, represents a significant new development for the D&O insurance industry. The industry has tended to view private company liability exposures and public company liability exposures as two distinct and separate classes. However, this new lawsuit and in particular the potential magnitude of the damages have attributes that more typically would have characterized the public company risk class and not the private company risk class. Clearly, with the arrival of these kinds of lawsuits, the perceived division between these two risk classes may be breaking down. Indeed, with the recent rise of private companies with valuations in excess of $1 billion, the perceived distinction between the two classes already was becoming blurred.

  The challenge for the industry is that because of the past categorical distinction between the two risk classes, the industry offered two distinct types of policies, one for privately held companies and one for publicly traded companies. There are numerous distinctions between the two types of policies but among the most salient derived from the perception that publicly traded companies had liabilities under the securities laws, while private companies do not.  The lawsuit filed against Uber, and the earlier lawsuit against Theranos, highlights the fact that private companies can face liability under the securities laws.

  The possibility of this kind of private company lawsuit has numerous implications, including among things, for the amount of insurance that a private company might seek to buy. Private companies with these enormous valuations already should have been thinking about increased limits, but the possibility of securities class action litigation underscores the need for these kinds of companies to reconsider the amount of insurance that they buy.

  In any event, it will be interesting to see how this latest lawsuit progresses. As a more general matter, it will be interesting to see if others of the so-called unicorn companies face significant setbacks if more of these private company securities lawsuits follow.

The post Though a Private Company, Uber Hit With Securities Class Action Lawsuit appeared first on The D&O Diary.

Though a Private Company, Uber Hit With Securities Class Action Lawsuit syndicated from http://ift.tt/2qyreAv

[luxrestate60518]

HUFFPOST HILL - Better Angels Of Our Nature Totally Cuck House GOP

Joe Biden reminded everyone why he might be the closest thing humanity has to a walking, talking “tfw” joke. Ivanka Trump and Jared Kushner are moving two blocks from the Obamas’ future home, though nobody is discussing their proximity to a nearby Islamic center for some reason. And a bunch of Hillary Clinton staffers have been recruited to run rapid response at the DNC, because what the opposition really needs are more black-and-white videos of Jonah Hill in a heather gray sweater solemnly telling us how much we need the individual mandate. This is HUFFPOST HILL for Tuesday, January 3rd, 2017:

GOP IN GISARRAY - The real loser in all of this is Rep. Blake Farenthold, who will now have that picture of himself dressed in duckling PJs re-broadcast to the world (see below!). Matt Fuller and Paige Lavender: “After a torrent of bad headlines, countless phone calls to member offices, and two tweets from President-elect Donald Trump, House Republicans dropped their plans to gut the Office of Congressional Ethics Tuesday, just minutes before the House was set to gavel in for the 115th Congress and adopt their rules package for the next two years. The amendment ― authored by Judiciary Chairman Bob Goodlatte (R-Va.) ― would have placed the independent congressional ethics office under the oversight of the House Ethics Committee, changed the OCE’s name and barred the office from releasing reports to the public. In effect, it would have neutered Congress’ most aggressive watchdog. The decision to strip the Goodlatte amendment came just before noon on Tuesday as Republicans planned to begin the 115th Congress. Earlier in the day, responding to numerous news reports about Republicans gutting the OCE, Trump asked in a tweet whether Republicans really had to make the ‘weakening’ of the ethics office their first order of business, though he also didn’t necessarily come out against the idea of eventually overhauling the OCE.” [HuffPost]

Read HuffPost’s Ryan Grim on what made this whole snafu truly important: It proved that Congress will still react to public outrage.

We just want to see Sandy Levin in Snapchat Spectacles: “Several Democrats took pictures on the House floor as the chamber held a quorum call to kick off the 115th Congress — a violation of House rules that Republicans want to start punishing with a fine of up to $2,500…. Taking photos or recording video on the House floor has been a longstanding violation of House rules, but the fine is something new Republicans are proposing this year as a delayed reaction to Democrats’ June sit-in on the House floor protesting gun violence. During the sit-in, Democrats used their cell phones to record video of their speeches and chants and took photos of themselves and their colleagues after Republicans turned off the CSPAN cameras that provide live access to the floor.” [Roll Call’s Lindsey McPherson]

Watch this video of our HuffPost DC colleagues reading mean tweets.

HERE’S SOME SWEET, SWEET CUD FOR FINANCIAL SERVICES DEMOCRATS TO CHEW ON - Ben Carson’s confirmation hearing before Senate Banking is quickly becoming our second-most anticipated confirmation hearing. David Dayen: “OneWest Bank, which Donald Trump’s treasury secretary nominee Steven Mnuchin ran from 2009 to 2015, repeatedly broke California’s foreclosure laws during that period, according to a previously undisclosed 2013 memo from top prosecutors in the state attorney general’s office. The memo obtained by The Intercept alleges that OneWest rushed delinquent homeowners out of their homes by violating notice and waiting period statutes, illegally backdated key documents, and effectively gamed foreclosure auctions. In the memo, the leaders of the state attorney general’s Consumer Law Section said they had ‘uncovered evidence suggestive of widespread misconduct’ in a yearlong investigation. In a detailed 22-page request, they identified over a thousand legal violations in the small subsection of OneWest loans they were able to examine, and they recommended that Attorney General Kamala Harris file a civil enforcement action against the Pasadena-based bank. They even wrote up a sample legal complaint, seeking injunctive relief and millions of dollars in penalties.” [The Intercept]

BLACK PEOPLE WORRIED ABOUT JEFF SESSIONS FOR SOME REASON - But some of his best friends are ― oh, they aren’t? Lilly Workneh: “The NAACP is staging a sit-in protest at the office of U.S. Sen. Jeff Sessions in Mobile, Alabama to speak out against his nomination by President-elect Donald Trump for attorney general. Several leaders of the civil rights organization have thus far participated in the protest, which kicked off Tuesday morning, including NAACP President Cornell William Brooks, and Alabama state NAACP President Benard Simelton. Brooks posted a tweet Tuesday morning declaring that he will continue to occupy the office until the protest results in either Sessions’ withdrawal or their arrest.” [HuffPost]

Like HuffPost Hill? Then order Eliot’s new book, The Beltway Bible: A Totally Serious A-Z Guide To Our No-Good, Corrupt, Incompetent, Terrible, Depressing, and Sometimes Hilarious Government

Does somebody keep forwarding you this newsletter? Get your own copy. It’s free! Sign up here. Send tips/stories/photos/events/fundraisers/job movement/juicy miscellanea to eliot@huffingtonpost.com. Follow us on Twitter - @HuffPostHill

THE PEOPLE WHO BROUGHT YOU ‘DANGEROUS DONALD’ SOMEHOW GIVEN JOB - Listen closely to the wind and you can hear the anguished typing of a million Bernie Bros. Philip Rucker: “The Democratic National Committee is building a ‘war room’ to battle President-elect Donald Trump, pressure the new Republican administration on a variety of policy matters and train a spotlight on Russia’s alleged cyberattacks to influence the 2016 election…. The DNC’s new communications and research operation, to be staffed by former aides to Hillary Clinton’s presidential campaign, will be one of several efforts from across the Democratic firmament to take on Trump, including the office of Senate Minority Leader Charles E. Schumer (D-N.Y.), the Center for American Progress and American Bridge.” [WaPo]

TRUMP DUBAI HOTEL OPENING TO PROVIDE FRESH CONFLICT OF INTEREST - It’s been a whole five minutes since the last ethical challenge. Jon Gambrell: “The Trump International Golf Club in Dubai — the sheikhdom in the United Arab Emirates home to a futuristic skyline crowned by the world’s tallest building — is due to open in February and be managed by Trump Organization employees. It is set inside Akoya, a massive housing development of 2,600 villas and 7,000 apartments developed by Dubai-based luxury real estate DAMAC Properties. Another Trump-managed golf course is planned for another even larger DAMAC project under development further down the road. Billionaire Hussain Sajwani, who founded DAMAC Properties in 2002, met Trump some 10 years ago and the two men hit it off over their real estate experiences, said Niall McLoughlin, a senior vice president for communications and marketing at the firm…. Sajwani and his family also attended a New Year’s Eve party at Trump’s Mar-a-Lago club in Florida, with the incoming president describing them from on stage as ‘the most beautiful people from Dubai.’” [AP]

‘JOEY NO SOCKS’ - Such good swamp-draining news today. Chris Sommerfeldt: “President-elect Donald Trump rang in the new year together with Joseph ‘Joey No Socks’ Cinque — a convicted felon with ties to notorious Gambino crime family boss John Gotti, a recently released video has revealed. Cinque can be seen in a video obtained by the Palm Beach Daily News, cheering loudly as a tuxedo-clad Trump runs through a number of campaign promises before the hundreds of guests attending the New Year’s Eve bash the President-elect threw at his Mar-a-Lago estate in Florida on Saturday. ‘The taxes are coming down, regulations are coming off, we’re going to get rid of Obamacare,’ Trump can be heard saying as an exuberant Cinque stands next to him, pumping his fists into the air.” [Daily News]

‘WHAT ABOUT CHICAGO?’ TROLLING NOW FEDERAL POLICY - “President-elect Donald Trump said Monday that if Mayor Rahm Emanuel can’t turn the tide on Chicago’s soaring murder rate, Washington may need to step in. Trump, who frequently cited Chicago’s violence during the presidential campaign, tweeted about The Windy City a day after the Chicago Police Department released year-end crime stats showing homicide numbers that dwarfed those of New York and Los Angeles combined. “Chicago murder rate is record setting - 4,331 shooting victims with 762 murders in 2016. If Mayor can’t do it he must ask for Federal help!” Trump tweeted.” [Fox News]

MEGYN KELLY HEADING TO NBC NEWS - We suppose it would be too much to ask for Shep Smith to get Kelly’s spot…. Michael Calderone: “Fox News host Megyn Kelly is leaving the cable news network for NBC News, the network announced Tuesday. Kelly will take on multiple roles at NBC. She’ll host a one-hour daytime talk show airing Monday through Friday and a Sunday evening news magazine show, and will contribute on breaking news stories and NBC’s coverage of major political and special events. ‘Megyn is an exceptional journalist and news anchor, who has had an extraordinary career,’ Andrew Lack, chairman of the NBCUniversal News Group, said in a release. ‘She’s demonstrated tremendous skill and poise, and we’re lucky to have her.’ The departure is a major blow to Fox News, where Kelly hosted a top-rated 9 p.m. show and was considered a key part of the network’s future. In a Facebook post, Kelly said she was ‘incredibly enriched for the experiences’ she had in a dozen years at Fox News.” [HuffPost]

Can you even begin to imagine this neighborhood listserv: “[M]ultiple real-estate sources say [Ivanka] Trump and husband Jared Kushner will move into 2449 Tracy Pl. NW, in Kalorama. That will put the couple less than two blocks from the Obamas, who will reportedly move here post-White House.” [Washingtonian’s Marisa Kashino]

THINGS STAY THE SAME - Once again, Heath Shuler was denied his place in history. John Bresnahan and Kyle Cheney: “House Republicans overwhelmingly reelected Paul Ryan on Tuesday to another term as speaker of the House. Only one — Rep. Thomas Massie (R-Ky.) — voted against him…. On the other side of the aisle, House Democratic Leader Nancy Pelosi saw four defections in her own caucus: Rep. Jim Cooper (D-Tenn.) voted for fellow Ohio Democrat Tim Ryan, and Rep. Ron Kind (D-Wisc.) voted for Cooper. Rep. Kathleen Rice (D-New York) also voted for Tim Ryan, and Rep. Kyrsten Sinema (D-Ariz.) voted for Rep. John Lewis.” [Politico]

*Insert Illuminati joke here* “Former President Bill Clinton and 2016 Democratic presidential nominee Hillary Clinton will attend President-elect Donald Trump’s inauguration later this month, aides to both Clintons told CNN on Tuesday. Former President George W. Bush and former first lady Laura Bush will also attend, the 43rd president’s office said in a statement Tuesday.” [CNN’S Dan Merica and Theodore Schleifer]

THE GOP’S OBAMACARE CLOWN SHOW HAS BEGUN - Congress officially took the first procedural step Tuesday to unravel the health law, and Republicans still have no clue what the final step will be. Noam Levey: “Congressional Republicans, despite pledging to quickly repeal the Affordable Care Act, are struggling with what parts of the law to roll back and how to lock up the votes they will need, particularly in the Senate, to push their ambitious plans. Settling these questions may delay any major repeal vote for months. Just as importantly, a protracted debate could force President-elect Donald Trump and GOP lawmakers to preserve parts of the healthcare law they once swore to eliminate. And this all must be resolved before they even turn to the question of how to replace the law.” [LA Times]

TRUMP CAMP PROMISES PRESS CONFERENCE FOR THE UMPTEENTH TIME - He totally won’t back out again, you guys. Callum Borchers: “Donald Trump senior adviser Kellyanne Conway told CNN on Monday that the president-elect will probably hold a news conference Jan. 11. ‘I know that’s the current plan,’ Conway said, sounding less than certain. Let’s not forget that a September event originally billed as a news conference turned out to be an infomercial for Trump’s new D.C. hotel — capped by a brief concession that President Obama was, in fact, born in the United States. And last month’s long-planned news conference was scrapped just days beforehand. So plans can change. Assuming Trump does follow through next week, his news conference drought will end at 168 days — a staggeringly long stretch for a man who once constantly held court with reporters and seemed to view the interactions as a kind of sport.” [WaPo]

CONGRESS LOVES JESUS MORE THAN AMERICA DOES - Science says so. Eliza Collins: “Lawmakers in Congress are overwhelmingly Christian, more even than the America they represent. Nine out of 10 members the new House and Senate (91%) sworn in Tuesday describe themselves as members of the Christian faith, according to a survey released by Pew Research Center Tuesday. The number of Christians in Congress is higher than the number of Americans who identify as Christian. That number has been declining in recent decades. Between the early 1970s and 90s the number hovered around 90% but by early 2000 it had dropped to around 80%. According to a spokeswoman from Pew, that number continues to decrease.” [USA Today]

BECAUSE YOU’VE READ THIS FAR - Here is a dog being shamed about its snoring.

BREAKING RICHARD NIXON NEWS - Peter Baker: “Richard M. Nixon told an aide that they should find a way to secretly ‘monkey wrench’ peace talks in Vietnam in the waning days of the 1968 campaign for fear that progress toward ending the war would hurt his chances for the presidency, according to newly discovered notes. In a telephone conversation with H. R. Haldeman, who would go on to become White House chief of staff, Nixon gave instructions that a friendly intermediary should keep ‘working on’ South Vietnamese leaders to persuade them not to agree to a deal before the election, according to the notes, taken by Mr. Haldeman.” [NYT]

COMFORT FOOD

- Auctioneers set over rap beats.

- Tsunamis are terrifying.

-  The worst (best?) moments of the English-to-Mandarin-to-English translation of “Star Wars: Revenge of the Sith”

TWITTERAMA

@mattyglesias: Web traffic is back! Vacation and family togetherness are fine, but clicks are what matters most.

@MEPFuller: Hey but remember when House Republicans were all Let’s-make-sure-the-public-has-a-chance-to-read-and-weigh-in-on-congressional-action?

lol

@jonlovett: Maybe a moratorium

A moratorium

On videos of celebrities with serious faces

Serious faces

Not saying forever

But

But just for now

For now

Got something to add? Send tips/quotes/stories/photos/events/fundraisers/job movement/juicy miscellanea to Eliot Nelson (eliot@huffingtonpost.com)

-- This feed and its contents are the property of The Huffington Post, and use is subject to our terms. It may be used for personal consumption, but may not be distributed on a website.

from DIYS http://ift.tt/2i7BZVA

[realestate63141]

HUFFPOST HILL - Better Angels Of Our Nature Totally Cuck House GOP

Joe Biden reminded everyone why he might be the closest thing humanity has to a walking, talking “tfw” joke. Ivanka Trump and Jared Kushner are moving two blocks from the Obamas’ future home, though nobody is discussing their proximity to a nearby Islamic center for some reason. And a bunch of Hillary Clinton staffers have been recruited to run rapid response at the DNC, because what the opposition really needs are more black-and-white videos of Jonah Hill in a heather gray sweater solemnly telling us how much we need the individual mandate. This is HUFFPOST HILL for Tuesday, January 3rd, 2017:

GOP IN GISARRAY - The real loser in all of this is Rep. Blake Farenthold, who will now have that picture of himself dressed in duckling PJs re-broadcast to the world (see below!). Matt Fuller and Paige Lavender: “After a torrent of bad headlines, countless phone calls to member offices, and two tweets from President-elect Donald Trump, House Republicans dropped their plans to gut the Office of Congressional Ethics Tuesday, just minutes before the House was set to gavel in for the 115th Congress and adopt their rules package for the next two years. The amendment ― authored by Judiciary Chairman Bob Goodlatte (R-Va.) ― would have placed the independent congressional ethics office under the oversight of the House Ethics Committee, changed the OCE’s name and barred the office from releasing reports to the public. In effect, it would have neutered Congress’ most aggressive watchdog. The decision to strip the Goodlatte amendment came just before noon on Tuesday as Republicans planned to begin the 115th Congress. Earlier in the day, responding to numerous news reports about Republicans gutting the OCE, Trump asked in a tweet whether Republicans really had to make the ‘weakening’ of the ethics office their first order of business, though he also didn’t necessarily come out against the idea of eventually overhauling the OCE.” [HuffPost]

Read HuffPost’s Ryan Grim on what made this whole snafu truly important: It proved that Congress will still react to public outrage.

We just want to see Sandy Levin in Snapchat Spectacles: “Several Democrats took pictures on the House floor as the chamber held a quorum call to kick off the 115th Congress — a violation of House rules that Republicans want to start punishing with a fine of up to $2,500…. Taking photos or recording video on the House floor has been a longstanding violation of House rules, but the fine is something new Republicans are proposing this year as a delayed reaction to Democrats’ June sit-in on the House floor protesting gun violence. During the sit-in, Democrats used their cell phones to record video of their speeches and chants and took photos of themselves and their colleagues after Republicans turned off the CSPAN cameras that provide live access to the floor.” [Roll Call’s Lindsey McPherson]

Watch this video of our HuffPost DC colleagues reading mean tweets.

HERE’S SOME SWEET, SWEET CUD FOR FINANCIAL SERVICES DEMOCRATS TO CHEW ON - Ben Carson’s confirmation hearing before Senate Banking is quickly becoming our second-most anticipated confirmation hearing. David Dayen: “OneWest Bank, which Donald Trump’s treasury secretary nominee Steven Mnuchin ran from 2009 to 2015, repeatedly broke California’s foreclosure laws during that period, according to a previously undisclosed 2013 memo from top prosecutors in the state attorney general’s office. The memo obtained by The Intercept alleges that OneWest rushed delinquent homeowners out of their homes by violating notice and waiting period statutes, illegally backdated key documents, and effectively gamed foreclosure auctions. In the memo, the leaders of the state attorney general’s Consumer Law Section said they had ‘uncovered evidence suggestive of widespread misconduct’ in a yearlong investigation. In a detailed 22-page request, they identified over a thousand legal violations in the small subsection of OneWest loans they were able to examine, and they recommended that Attorney General Kamala Harris file a civil enforcement action against the Pasadena-based bank. They even wrote up a sample legal complaint, seeking injunctive relief and millions of dollars in penalties.” [The Intercept]

BLACK PEOPLE WORRIED ABOUT JEFF SESSIONS FOR SOME REASON - But some of his best friends are ― oh, they aren’t? Lilly Workneh: “The NAACP is staging a sit-in protest at the office of U.S. Sen. Jeff Sessions in Mobile, Alabama to speak out against his nomination by President-elect Donald Trump for attorney general. Several leaders of the civil rights organization have thus far participated in the protest, which kicked off Tuesday morning, including NAACP President Cornell William Brooks, and Alabama state NAACP President Benard Simelton. Brooks posted a tweet Tuesday morning declaring that he will continue to occupy the office until the protest results in either Sessions’ withdrawal or their arrest.” [HuffPost]

Like HuffPost Hill? Then order Eliot’s new book, The Beltway Bible: A Totally Serious A-Z Guide To Our No-Good, Corrupt, Incompetent, Terrible, Depressing, and Sometimes Hilarious Government

Does somebody keep forwarding you this newsletter? Get your own copy. It’s free! Sign up here. Send tips/stories/photos/events/fundraisers/job movement/juicy miscellanea to eliot@huffingtonpost.com. Follow us on Twitter - @HuffPostHill

THE PEOPLE WHO BROUGHT YOU ‘DANGEROUS DONALD’ SOMEHOW GIVEN JOB - Listen closely to the wind and you can hear the anguished typing of a million Bernie Bros. Philip Rucker: “The Democratic National Committee is building a ‘war room’ to battle President-elect Donald Trump, pressure the new Republican administration on a variety of policy matters and train a spotlight on Russia’s alleged cyberattacks to influence the 2016 election…. The DNC’s new communications and research operation, to be staffed by former aides to Hillary Clinton’s presidential campaign, will be one of several efforts from across the Democratic firmament to take on Trump, including the office of Senate Minority Leader Charles E. Schumer (D-N.Y.), the Center for American Progress and American Bridge.” [WaPo]

TRUMP DUBAI HOTEL OPENING TO PROVIDE FRESH CONFLICT OF INTEREST - It’s been a whole five minutes since the last ethical challenge. Jon Gambrell: “The Trump International Golf Club in Dubai — the sheikhdom in the United Arab Emirates home to a futuristic skyline crowned by the world’s tallest building — is due to open in February and be managed by Trump Organization employees. It is set inside Akoya, a massive housing development of 2,600 villas and 7,000 apartments developed by Dubai-based luxury real estate DAMAC Properties. Another Trump-managed golf course is planned for another even larger DAMAC project under development further down the road. Billionaire Hussain Sajwani, who founded DAMAC Properties in 2002, met Trump some 10 years ago and the two men hit it off over their real estate experiences, said Niall McLoughlin, a senior vice president for communications and marketing at the firm…. Sajwani and his family also attended a New Year’s Eve party at Trump’s Mar-a-Lago club in Florida, with the incoming president describing them from on stage as ‘the most beautiful people from Dubai.’” [AP]

‘JOEY NO SOCKS’ - Such good swamp-draining news today. Chris Sommerfeldt: “President-elect Donald Trump rang in the new year together with Joseph ‘Joey No Socks’ Cinque — a convicted felon with ties to notorious Gambino crime family boss John Gotti, a recently released video has revealed. Cinque can be seen in a video obtained by the Palm Beach Daily News, cheering loudly as a tuxedo-clad Trump runs through a number of campaign promises before the hundreds of guests attending the New Year’s Eve bash the President-elect threw at his Mar-a-Lago estate in Florida on Saturday. ‘The taxes are coming down, regulations are coming off, we’re going to get rid of Obamacare,’ Trump can be heard saying as an exuberant Cinque stands next to him, pumping his fists into the air.” [Daily News]

‘WHAT ABOUT CHICAGO?’ TROLLING NOW FEDERAL POLICY - “President-elect Donald Trump said Monday that if Mayor Rahm Emanuel can’t turn the tide on Chicago’s soaring murder rate, Washington may need to step in. Trump, who frequently cited Chicago’s violence during the presidential campaign, tweeted about The Windy City a day after the Chicago Police Department released year-end crime stats showing homicide numbers that dwarfed those of New York and Los Angeles combined. “Chicago murder rate is record setting - 4,331 shooting victims with 762 murders in 2016. If Mayor can’t do it he must ask for Federal help!” Trump tweeted.” [Fox News]

MEGYN KELLY HEADING TO NBC NEWS - We suppose it would be too much to ask for Shep Smith to get Kelly’s spot…. Michael Calderone: “Fox News host Megyn Kelly is leaving the cable news network for NBC News, the network announced Tuesday. Kelly will take on multiple roles at NBC. She’ll host a one-hour daytime talk show airing Monday through Friday and a Sunday evening news magazine show, and will contribute on breaking news stories and NBC’s coverage of major political and special events. ‘Megyn is an exceptional journalist and news anchor, who has had an extraordinary career,’ Andrew Lack, chairman of the NBCUniversal News Group, said in a release. ‘She’s demonstrated tremendous skill and poise, and we’re lucky to have her.’ The departure is a major blow to Fox News, where Kelly hosted a top-rated 9 p.m. show and was considered a key part of the network’s future. In a Facebook post, Kelly said she was ‘incredibly enriched for the experiences’ she had in a dozen years at Fox News.” [HuffPost]

Can you even begin to imagine this neighborhood listserv: “[M]ultiple real-estate sources say [Ivanka] Trump and husband Jared Kushner will move into 2449 Tracy Pl. NW, in Kalorama. That will put the couple less than two blocks from the Obamas, who will reportedly move here post-White House.” [Washingtonian’s Marisa Kashino]

THINGS STAY THE SAME - Once again, Heath Shuler was denied his place in history. John Bresnahan and Kyle Cheney: “House Republicans overwhelmingly reelected Paul Ryan on Tuesday to another term as speaker of the House. Only one — Rep. Thomas Massie (R-Ky.) — voted against him…. On the other side of the aisle, House Democratic Leader Nancy Pelosi saw four defections in her own caucus: Rep. Jim Cooper (D-Tenn.) voted for fellow Ohio Democrat Tim Ryan, and Rep. Ron Kind (D-Wisc.) voted for Cooper. Rep. Kathleen Rice (D-New York) also voted for Tim Ryan, and Rep. Kyrsten Sinema (D-Ariz.) voted for Rep. John Lewis.” [Politico]

*Insert Illuminati joke here* “Former President Bill Clinton and 2016 Democratic presidential nominee Hillary Clinton will attend President-elect Donald Trump’s inauguration later this month, aides to both Clintons told CNN on Tuesday. Former President George W. Bush and former first lady Laura Bush will also attend, the 43rd president’s office said in a statement Tuesday.” [CNN’S Dan Merica and Theodore Schleifer]

THE GOP’S OBAMACARE CLOWN SHOW HAS BEGUN - Congress officially took the first procedural step Tuesday to unravel the health law, and Republicans still have no clue what the final step will be. Noam Levey: “Congressional Republicans, despite pledging to quickly repeal the Affordable Care Act, are struggling with what parts of the law to roll back and how to lock up the votes they will need, particularly in the Senate, to push their ambitious plans. Settling these questions may delay any major repeal vote for months. Just as importantly, a protracted debate could force President-elect Donald Trump and GOP lawmakers to preserve parts of the healthcare law they once swore to eliminate. And this all must be resolved before they even turn to the question of how to replace the law.” [LA Times]

TRUMP CAMP PROMISES PRESS CONFERENCE FOR THE UMPTEENTH TIME - He totally won’t back out again, you guys. Callum Borchers: “Donald Trump senior adviser Kellyanne Conway told CNN on Monday that the president-elect will probably hold a news conference Jan. 11. ‘I know that’s the current plan,’ Conway said, sounding less than certain. Let’s not forget that a September event originally billed as a news conference turned out to be an infomercial for Trump’s new D.C. hotel — capped by a brief concession that President Obama was, in fact, born in the United States. And last month’s long-planned news conference was scrapped just days beforehand. So plans can change. Assuming Trump does follow through next week, his news conference drought will end at 168 days — a staggeringly long stretch for a man who once constantly held court with reporters and seemed to view the interactions as a kind of sport.” [WaPo]

CONGRESS LOVES JESUS MORE THAN AMERICA DOES - Science says so. Eliza Collins: “Lawmakers in Congress are overwhelmingly Christian, more even than the America they represent. Nine out of 10 members the new House and Senate (91%) sworn in Tuesday describe themselves as members of the Christian faith, according to a survey released by Pew Research Center Tuesday. The number of Christians in Congress is higher than the number of Americans who identify as Christian. That number has been declining in recent decades. Between the early 1970s and 90s the number hovered around 90% but by early 2000 it had dropped to around 80%. According to a spokeswoman from Pew, that number continues to decrease.” [USA Today]

BECAUSE YOU’VE READ THIS FAR - Here is a dog being shamed about its snoring.

BREAKING RICHARD NIXON NEWS - Peter Baker: “Richard M. Nixon told an aide that they should find a way to secretly ‘monkey wrench’ peace talks in Vietnam in the waning days of the 1968 campaign for fear that progress toward ending the war would hurt his chances for the presidency, according to newly discovered notes. In a telephone conversation with H. R. Haldeman, who would go on to become White House chief of staff, Nixon gave instructions that a friendly intermediary should keep ‘working on’ South Vietnamese leaders to persuade them not to agree to a deal before the election, according to the notes, taken by Mr. Haldeman.” [NYT]

COMFORT FOOD

- Auctioneers set over rap beats.

- Tsunamis are terrifying.

-  The worst (best?) moments of the English-to-Mandarin-to-English translation of “Star Wars: Revenge of the Sith”

TWITTERAMA

@mattyglesias: Web traffic is back! Vacation and family togetherness are fine, but clicks are what matters most.

@MEPFuller: Hey but remember when House Republicans were all Let’s-make-sure-the-public-has-a-chance-to-read-and-weigh-in-on-congressional-action?

lol

@jonlovett: Maybe a moratorium

A moratorium

On videos of celebrities with serious faces

Serious faces

Not saying forever

But

But just for now

For now

Got something to add? Send tips/quotes/stories/photos/events/fundraisers/job movement/juicy miscellanea to Eliot Nelson (eliot@huffingtonpost.com)

-- This feed and its contents are the property of The Huffington Post, and use is subject to our terms. It may be used for personal consumption, but may not be distributed on a website.

from DIYS http://ift.tt/2i7BZVA