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Looks like we need to spend some time talking about the Parler lolsuit against Amazon and why it's deader than a Mitch McConnell comedy special. They've brought three claims - antitrust, breach of contract, and tortious interference. None will survive. Here's why

 Here's the meat of their intro: Amazon isn't being fair to us. They're holding us to a higher standard than Twitter - they say we allow violent content, but look what Twitter does!
There are a few problems with this approach. First, there's a factual problem: Twitter and Parler take very different approaches to moderation. Hell, *that's Parler's entire pitch.* So "we're the same as Twitter, why are you treating us different" isn't going to fly
ALSO, the hashtag was mostly people saying "these folks are calling to hang Mike Pence!"

https://t.co/3ixZYQ8nRc
And ALSO also, did anyone notice any prominent right wingers complaining about losing tens of thousands of followers yesterday? You know why they did? Because Twitter has been active in deleting accounts that violate its TOS
So factually, this complaint isn't going to fly.

But more fundamentally, Parler has a legal problem: There's no right to have a contracting party apply its rules equally. If you and I sign a contract with a supplier that says the supplier can stop providing us with beer if
we support the NE Patriots (and by "sign a contract" I mean we sign 2 separate contracts, 1 for me and 1 for you), and we both tweet out love for that horrible organization, and the supplier terminates me but not you, you know what happens if I sue them?
https://t.co/8aOSh2bTjf
The only thing that governs my contract with that supplier is my contract with that supplier. If they have discretion to terminate me, the fact that they exercised that discretion for me, but didn't for someone else, doesn't give me a cause of action. Not even a little bit
(Note: The one exception to this would be if I could show the company was exercising its discretion as a means of discriminating against a protected class - i.e. it terminated all white people who did X but no black people who did, ever. That's not and couldn't be alleged here)
So ... this is NOT what you would call a good start to a complaint. If your intro - which is the part of the complaint that should hit the reader in the gut, set the hook, and make them start thinking "you have a case" - is "they did something they were allowed to do"
Moving on. They then *specifically allege* that Amazon is motivated by "political animus" before ALSO claiming that it's an antitrust violation.

Folks ...
https://t.co/LDAxWRH5X0
Words can't express how bad a job this is. It really can't.

But I guess I'll try
First, "political animus" is NOT a problem in our society. Parties are allowed to choose to do or not do business with counterparties whose politics they dislike. "Republican Pollsters & PR R Us" does not have to take on the DSA as a client.
I don't have to take on David Duke if he comes looking for a lawyer. Tom O'Halloran's Irish Pub is allowed to boot out Unionists if it wants to.
So when Parler says "Amazon booted us because they don't like our politics" they are *specifically alleging* that Amazon was doing a thing it was entitled to do
This is a problem, because Parler is *also* trying to allege a Sherman anti-trust act claim based on wishes and innuendo. Essentially, Parler - which sued only Amazon and not Twitter - is alleging that Amazon is working with Twitter to shut down competition for Twitter
There are lots of reasons why this won't fly, and we'll get there as they get to the meat of the claim.

But when your core argument is "this conduct makes me think it's an anti-competitive conspiracy," DON'T SPECIFICALLY ALLEGE AN ALTERNATIVE, NON-CONSPIRACY EXPLANATION FOR IT
Also, it's worth pausing here to talk about Bell Atlantic Corp. v. Twombly, which is the "Tw" in the term "Twiqbal", the cases that set up the "plausibility" standard we've discussed in prior threads. (Refresher on plausibility here https://t.co/RIwlukf497)
The claim in Twombly was that telephone companies were conspiring to reduce competition by not entering into their competitors' markets, violating the Sherman Antitrust Act.

Here's the wikipedia summary of what the Supreme Court held, which is good enough to work with.
Do you see the problem this poses for Parler?

If so, you're a step ahead of Parler's lawyers, who apparently completely missed it.
Onward for the rest of the intro, which sets out the claims: Aside from the Sherman Antitrust Act, they're also alleging breach of contract, based on a provision they say gives them a right to 30 days notice of termination (spoiler, it does not), and tortious interference
To show tortious interference, btw, you need to show that someone: Knew you had (or were about to have) a contract, and did something that you weren't allowed to do, or for an improper reason, specifically designed to cause your contracting party to breach the contract
Tl;dr, that's also not going to fly here, for various and many reasons
Now we move into the "Parties" section, where Parler tells the court who it's suing. This particular paragraph is basically "but your Honor, we REALLY REALLY want to use AWS"
The problem?
No, seriously. There is no cause of action for "a business we really want to partner with doesn't want to partner with us".

That's just not a thing.
Next, they describe what's happening: We built our product around AWS, they're kicking us off, and it's going to really suck for us.

Also, we're a competitor of Twitter. This is important, because we're about to segue into their evidence of an antitrust conspiracy
In my head, I call this section "This is Evidence of a Conspiracy, Right? (No)"
Let me explain.

No, it is too much, let me sum up:

Amazon serves us and also Twitter. It was afraid we would grow at Twitter's expense, so it shut us down to prevent that.

That's their conspiracy theory. All of it. One problem
Your ... your theory is that ... that Amazon has a financial interest in preventing your growth because Twitter is a client?

And that's why it kicked, you, ALSO AN AMAZON CLIENT, off their servers?
Idiots, user migration from Twitter (an Amazon client) to Parler (an Amazon client at the time) literally CANNOT harm Amazon. It's a zero net business effect for Amazon; whichever of the two of you the users go to, they're still on platforms using AWS
In fact, the only way that could possibly harm Amazon is if users migrate from platforms that use AWS to platforms that DON'T. On your "protect its business" theory, Amazon should be *encouraging* Twitter competitors on its platform, so it has a better chance of retaining users
Instead, you just argued that Amazon did the one thing that could *harm* Amazon, economically, in this particular environment: Cut off a within-Amazon-ecosystem destination for users exiting Twitter
Not only do you have a Twombly problem - nothing here comes close to alleging an agreement between Amazon and Twitter - but the allegations directly contradict any claim that could have possibly been the motivation
Or, in gif form
Also, they talked about Amazon's letter to them. Here it is. Note what it says: We've been raising issues about this stuff for weeks, you haven't responded effectively, and you've affirmatively told us that you won't be responding effectively
Because of that, you are in breach of the terms of service and we think you're a risk to public safety, so we're terminating you on Sunday.

Wow.

Can they do that?
In a word, yes.
Let's take a look at Amazon's relevant agreements and terms.

Amazon's AWS Terms of service, which expressly bind any customer to the Amazon Acceptable Use Policy
Amazon's Acceptable Use Policy, which says "nothing illegal, or that may harm others, or that may harm our reputation, or offensive"
And Amazon's AWS Customer Agreement, which has a few relevant sections. 4.2, which requires customers to make sure their users' content complies with the Acceptable Use Policy, and holds customers responsible for end-user content that violates it
4.5, which says, basically, you are responsible for your end users and you MUST ban end-users for violating the acceptable use policy if you know about it. So, for example, when Parler deleted Lin Wood's post about killing people, but didn't ban him for it, they violated this
6.1: We get to suspend your access to AWS *without any notice at all* if you violate the customer agreement (which, as referenced in the above Tweet, Parler inarguably did)
Section 7.2, which has the 30 days notice provision Parler is relying on - but which ALSO says (check the red) "except we don't need to give you any notice at all if we could suspend you under Section 6"
And also, just to cap it off, a limitation of liability that says "you can't recover any lost profit damages against us, you can just get a refund"
With all of this background, you can see why this case is deader than a year-old fruit fly. They're suing for breach of contract based on a 30-day notice provision that the contract EXPRESSLY says doesn't apply. And they are no-doubt unquestionably toast
Anyway, back to Parler saying "but we were positioned to do so well before we got shut down for violating the terms of the contract we agreed to"
More paragraphs of "but having consequences for breaching our agreements with Amazon will really suck for us", to which a court will reply ...
https://t.co/d3yAblmwsD
Seriously. Parler signed a contract that said "Do NOT allow your end users to post violent, harmful stuff that might damage Amazon's reputation."

They agreed that if they violated that contract, Amazon could terminate them without notice.

They violated the contract.
And now they're complaining that they are getting the consequences they agreed to for doing the thing they agreed not to do?
That's ... that's not gonna move the needle, son.
Back to "no fair, what about Twitter", which just isn't a thing that a court will give even 1 fuck about, let alone 2
Now they're arguing that "hey, we finally took this stuff down" should be good enough. But it isn't. Not under the contract they signed. And especially not when they deleted the content but left the users
And here we get to the actual causes of action. First, antitrust, which I've been mentally referring to as
"Let's Do the Twombly Again"
Seriously, look those allegations over again. They're even less meaty than the ones the Supreme Court looked at in Twombly and said "nah, that's not enough to let your antitrust claim survive in court". Basically "Twitter is now an Amazon client and this thing will help Twitter"
"They could suspend us without notice, sure, but this is really a termination so we needed notice" is NOT a good argument when your contract says "we can terminate you without notice for anything we can suspend you for"
Seriously, this is the worst possible version of this breach of contract claim; by conceding that they could've been suspended without notice, they affirmatively argued that there was no breach
Full disclosure - in my first run-through of the AWS agreement I missed 7.2(b) (the "we can terminate if we can suspend"). But, um ... I wasn't being paid to litigate this claim, so "we were just as careless as the guy reading it for sport" is not a strong argument, guys
"Give us an injunction, because this is really going to suck for us": sorry, that the contract specifically says you lose means no injunction.

Also, the fact that the contract says "your only possible damages are what you paid us" means they are very very easy to calculate
Seriously, did these attorneys just not bother reading the relevant contract before Leeroy Jenkinsing this filing? How do you build your irreparable harm claim around lost profits that the contract specifically bars you from recovering??
Last, we have our turtle law claim (tortoise interference, yeah, I got dad jokes). This isn't going to fly for any number of reasons.
For one thing, tortious interference claims are based on "you made Dave, who had a contract with me, breach it, and therefore harmed me"

This seems to be "you made me breach my contract with Dave"
That's ... um ... not a thing.

Also, and I guess this is a minor note, but when you're alleging tortious interference you need to show that there was an existing contract that was breached
Maybe I missed it in the Complaint, but did any of you see any paragraphs detailing what Parler's "contract" with its users are or explaining how "not being able to provide Parler for a while" is a *breach* of that contract?
Seriously - they're essentially alleging that any Parler user can now sue Parler for breach of contract due to Parler being down, which ... well ...
I mean, I haven't reviewed the Parler terms of service but I feel preeeetty preeeeetty confident that isn't a good faith reading of them
Also, as our returning Threadnought sailors know very well, you can't get to tortious interference based on "third parties doing things they're allowed to do"
If your contract says "hey, Amazon, you can terminate me without notice if I don't delete Lin Wood's account now that he's called for murder", and then you don't delete the account and get terminated, you can't say "no, actually, turtle law says that's a problem"
That's not "improper means" or "improper purpose"

It's (again) what you SPECIFICALLY agreed would happen if you did the things you actually did.
Bottom line - this suit is a heaping pile of garbage with no chance of any success at all. It won't even make it to discovery. Whatever they paid their lawyers for this - even if it was on contingency - was too much.
/fin

cc @DefiantlyFree you may be interested in the above

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Akiva Cohen
Akiva Cohen
@AkivaMCohen
OK, #Squidigation fans, I think we need to talk about the new Wisconsin suit Donald Trump filed - personally - in Federal Court last night. The suit is (as usual) meritless. But it's meritless in new and disturbing ways. This thread will be


Not, I hope, Seth Abramson long. But will see.

I apologize in advance to my wife, who would very much prefer I be billing time (today's a light day, though) and to my assistant, to whom I owe some administrative stuff this will likely keep me from 😃

First, some background. Trump's suit essentially tries to Federalize the Wisconsin Supreme Court complaint his campaign filed, which we discussed here.


If you haven't already, go read that thread. I'm not going to be re-doing the same analysis, and I'm not going to be cross-linking to that discussion as we go. (Sorry, I like you guys, and I see this as public service, but there are limits)

Also, @5DollarFeminist has a good stand-alone thread analyzing the new Federal complaint - it's worth reading as well, though some of the analysis will overlap.
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Akiva Cohen
Akiva Cohen
@AkivaMCohen
Let's talk about this North Dakota attempt to legislate around Section 230 and create a civil right of action for users censored by social media sites. CC @mmasnick

Forget, for a moment, that this law, if it passed would immediately be deemed void as preempted by Section 230 (Federal law is supreme over state law where they conflict, and this would create an express conflict). This bill is a really good example of why this stuff is hard

Here's the key provision of the bill. The various highlighting on these versions shows areas we'll touch on


First of all, let's look at the last of those images. There's no question that this would target conduct immune under federal law - and, in fact, if 230 were repealed nobody could ever be liable under this law (since it only reaches immune conduct). So it's incredibly stupid.


But again, put that aside. Let's look at the substance.

First of all, who gets to decide whether content fits into these highlighted categories? Do they actually think that the government will get to decide what counts as "otherwise objectionable"?
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Akiva Cohen
Akiva Cohen
@AkivaMCohen
So Dominion sued Rudy for defamation. How are they ever going to allege actual malice?
LAW
Akiva Cohen
Akiva Cohen
@AkivaMCohen
In the cold light of morning, I'm still completely amazed by the legal belly flop that @ThomasMoreSoc filed in the DC District Court. It's the legal equivalent of watching the butt fumble, live

EVERYTHING you could possibly get wrong in a complaint, they managed


Start with the plaintiffs. The ONLY claims in the lawsuit are that the Constitution gives state legislatures the right to set the manner of elections, which they have allegedly (we'll get to this insanity) failed to do.

There's oodles of caselaw saying "since that's a right of the state legislature, only state legislatures, as a body, can bring such a claim"

Are the plaintiffs state legislatures?

https://t.co/KJGEvm8Owp


OK, what about the Defendants? They've sued Defendants from, IIRC, five states (GA, PA, WI, MI, AZ) based on claims that the State Legislatures there didn't pass election rules that the plaintiffs insist the Constitution requires (I promise, we'll get there).
LAW
Akiva Cohen
Akiva Cohen
@AkivaMCohen
The judge in this case has now issued an absolutely brutal smackdown that you'll enjoy reading. It comes complete with a well-earned threat of sanctions.


Here's the decision. Some highlights follow

Pretty sure I said this, using slightly different words!


Hey, @questauthority, it sounds like Judge Boasberg was about as pleased about the long "none of this matters but we want to say it anyway" section as we expected him to be


You CANNOT run into court claiming there's an emergency and you need an expedited schedule so you can be heard before 1/6 and then just not bother serving anyone for 12 days
FOR LATER READ

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Most GPs utilize the "preferred equity" structure when they raise money from outside investors. They "syndicate" deals.

Here's the basics:

The person (or team of people) putting the deal together is the "sponsor". Also called general parter. Referred to on twitter as the GP.

They find the property, do all the work, hire the management company and take fees. They often co-sign debt and always secure the financing.

The investor is generally passive, doing no work and putting in cash. This is the "limited partner". Referred to on twitter as the LP.

They don't co-sign debt. They simply read reports and ask the sponsors questions and cash checks every month (if the deal is going well).

There are two equity classes.

"Preferred equity" belongs to the LPs. Cash talks, so this is a higher class of shares. They are first in the "capital stack" behind the debt (bank loan).

"Common equity" belongs to the sponsor. They are generally last in the capital stack.

Sponsors generally co-invest. That means they hold both equity classes. A 10% co-invest is standard.

That means the GP has skin in the game. His 10% co-invest makes him both an LP and a GP.
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2018 was almost the year we won the #RightToRepair.

Instead, 2018 turned out to be the year we lost #R2R: 20 bills defeated in 20 state houses, and it was mostly @apple's fault.

1/


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By monopolizing repairs, Apple doesn't just get to gouge you on parts and service - the real action is in pronouncing your device DOA, beyond repair. Then you have to buy another one.

3/

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P. S The list is not exhaustive.

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A thread.

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On a 300,000 sf plaza that might mean 150k square feet is vacant.

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So in this retail center 50% is leased and 50% is vacant. So the actual revenue, right now, is $1.2MM.

Most retail leases are whats called "Triple Net" or "NNN". This means the tenant pays the taxes, insurance, maintenance and CAM (common area maintenance).

They basically pay all of the landlord's expenses (except debt service on any loans he/she has, of course).

Commercial properties are valued based on something called a "cap rate".

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net operating income / (cap rate) = value

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Think about it as the return on your money, annually, as a percentage, you spent to buy a property.
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There are 100s of threads on building and running startups.

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I really, *really* like SoJ's "would not use again" question, which lets people who've abandoned a tech self-identify. This is noticeable in the graph above with Flow users -- 41% of people who've used Flow say they wouldn't use it again.

Now JavaScript frameworks. It's been a full year since npm's survey, so these numbers differ from ours in the directions I expected:
React 65% (vs. 60%)
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This is NONSENSE. The people who take photos with their books on instagram are known to be voracious readers who graciously take time to review books and recommend them to their followers. Part of their medium is to take elaborate, beautiful photos of books. Die mad, Guardian.


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If you come for Bookstagram, i will fight you.

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अस्य श्री गायत्री ध्यान श्लोक:
(gAyatri dhyAna shlOka)
• This shloka to meditate personified form of वेदमाता गायत्री was given by Bhagwaan Brahma to Sage yAgnavalkya (याज्ञवल्क्य).

• 14th shloka of गायत्री कवचम् which is taken from वशिष्ठ संहिता, goes as follows..


• मुक्ता-विद्रुम-हेम-नील धवलच्छायैर्मुखस्त्रीक्षणै:।
muktA vidruma hEma nIla dhavalachhAyaiH mukhaistrlkShaNaiH.

• युक्तामिन्दुकला-निबद्धमुकुटां तत्वार्थवर्णात्मिकाम्॥
yuktAmindukalA nibaddha makutAm tatvArtha varNAtmikam.

• गायत्रीं वरदाभयाङ्कुश कशां शुभ्रं कपालं गदाम्।
gAyatrIm vardAbhayANkusha kashAm shubhram kapAlam gadAm.

• शंखं चक्रमथारविन्दयुगलं हस्तैर्वहन्ती भजै॥
shankham chakramathArvinda yugalam hastairvahantIm bhajE.

This shloka describes the form of वेदमाता गायत्री.

• It says, "She has five faces which shine with the colours of a Pearl 'मुक्ता', Coral 'विद्रुम', Gold 'हेम्', Sapphire 'नील्', & a Diamond 'धवलम्'.

• These five faces are symbolic of the five primordial elements called पञ्चमहाभूत:' which makes up the entire existence.

• These are the elements of SPACE, FIRE, WIND, EARTH & WATER.

• All these five faces shine with three eyes 'त्रिक्षणै:'.
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Surendra Ananth @surendraananth, you violated my conditional consent. I assented to unprotected intimate relations with you on the STRICT condition that you tell me if you have relations with anyone else. You failed to do so, and I became ill as a direct consequence.

You refused to reveal your own STI results to me, but claimed to others they were negative and alleged I had multiple other partners, slut-shaming me. You gaslit me saying you had told me about your other partners.

You called up @justice_sisters and @SistersinIslam to tell them I was crazy, jilted. You rebuffed attempts to organise a community mediation so we could address matters. You said I was crazy for speaking to your boss and father in an attempt to keep other women safe.

You have a PATTERN OF BEHAVIOUR of misogyny, harassment and sheer disrespect for women. This was sent to a friend of mine who has never expressed interest in you and has a partner.


You think women are playthings, notches on the bedpost. You, @surendraananth, are no human rights advocate.
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How to trade on Expiry day with Nifty straddle?
(System trading on Expiry)

Triple straddle is one of the best and accurate methods for expiry day

If nifty trading at 15720 then will sell three straddles above 50 points from ATM, below 50 points and ATM.

Ex.
Sell straddle 15700(ATM), 15650(ATM-50), 15750 (ATM+50)

Stoploss of 80% on every leg and run your trade till 3 PM

Once SL hit in any Leg just keep holding other leg till expiry with SL (Never or less chance to hit both SL on expiry day)

Trading timing at 9:20 the Morning
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