Study sets matching "business law chapter 15"

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Study sets matching "business law chapter 15"

Business Law // chapter 15
Novation
Donee beneficiary
Successive assignments - American rule
Successive assignments - English rule
an agreement that substitutes a new party for one of the orig…
a third party on whom a benefit is to be conferred... (example:…
provides that the first assignment in time prevails, regard…
provides that the *first assignee to give notice to the oblig…
Novation
an agreement that substitutes a new party for one of the orig…
Donee beneficiary
a third party on whom a benefit is to be conferred... (example:…
26 terms
Business Law Chapter 15
Shareholders
What is a Shareholder's Meeting?
When does a Shareholder's Meeting take…
Who can call a Special Shareholder's M…
Own the corporation... Have the right to vote on election of dir…
An annual meeting to elect directors, choose independent audi…
Held at a time fixed in the bylaws... Has to take place within 6…
The Board of Directors, holders of at least 10% of voting sha…
Shareholders
Own the corporation... Have the right to vote on election of dir…
What is a Shareholder's Meeting?
An annual meeting to elect directors, choose independent audi…
28 terms
Business Law Chapter 15
Bailee
Course of Dealing
Course of Performance
Cure
Under the UCC, a party who, by a bill of lading, warehouse re…
Prior conduct between the parties to a contract that establis…
The conduct that occurs under the terms of a particular agree…
The rights of a party who tenders nonconforming performance t…
Bailee
Under the UCC, a party who, by a bill of lading, warehouse re…
Course of Dealing
Prior conduct between the parties to a contract that establis…
15 terms
Business Law: Chapter 15
Voluntary Consent
Material Fact
1. Bilateral... 2. Unilateral
still enforcable
In some situations, this can lack due to mistakes, misreprese…
A fact that a reasonable person would consider important when…
Mistakes of fact can be...
Mistakes in unilateral contracts are generally..
Voluntary Consent
In some situations, this can lack due to mistakes, misreprese…
Material Fact
A fact that a reasonable person would consider important when…
Business Law Chapter 15 Terms
CARRIER
PRIVATE CARRIER
COMMON CARRIER
CONSIGNOR
-Transporter of goods, people, or both
-Carrier that transports under special arrangements for a fee
-One that undertakes to transport without discrimination for…
-One who ships by common carrier
CARRIER
-Transporter of goods, people, or both
PRIVATE CARRIER
-Carrier that transports under special arrangements for a fee
17 terms
Chapter 15 Business Law
Even if the elements required _______…
Another name for this voluntary consen…
The first event that can affect this v…
Distinguish between mistakes of value…
-Agreement ... -Consideration... -Capacity... -Legality
Mutual assent
Mistake
*Mistake of value: does NOT affect the viability off the agre…
Even if the elements required _______…
-Agreement ... -Consideration... -Capacity... -Legality
Another name for this voluntary consen…
Mutual assent
15 terms
Business and Personal Law-Chapter 15- Employment Law
Employment-at-will
Union
Implied Contact.
Public Policy Tort
An employer or employee can end an employment relationship at…
An organization of employees formed to promote the welfare of…
A contract that exists when an employer has said, written, or…
A legal theory that permits a discharged employee to bring a…
Employment-at-will
An employer or employee can end an employment relationship at…
Union
An organization of employees formed to promote the welfare of…
7 terms
Business Law Chapter 15
adhesion contract
innocent misrepresentation
latent defects
negligent misrepresentation
contract written exclusively by one party, presented to the o…
person makes a false statement he/she believes to be true,
defects must be disclosed because they are not obvious
person makes a false statement he/she believes to be true BUT…
adhesion contract
contract written exclusively by one party, presented to the o…
innocent misrepresentation
person makes a false statement he/she believes to be true,
Chapter 15 Business Law
Employment at will
Employee Protections
Unions
collective bargaining.
an employer or employee can end an employment relationship at…
Protected classes of employees, such as women and minorities,…
Union members have specific procedures built into their contr…
Union representatives negotiate contracts with representative…
Employment at will
an employer or employee can end an employment relationship at…
Employee Protections
Protected classes of employees, such as women and minorities,…
Business Law Chapter 15
Contracts Within The Statute Of Frauds…
Electronic Records
Suretyship Provision
Promise Must Be Collateral
Contracts witting the statute of frauds must be evidenced by…
Full effect is given to electronic contracts and signatures.
Applies to promises to pay the debts of others.
Promisor Must be secondarily, not primarily, liable.
Contracts Within The Statute Of Frauds…
Contracts witting the statute of frauds must be evidenced by…
Electronic Records
Full effect is given to electronic contracts and signatures.
10 terms
Business Law Chapter 15
Employment-at-will
Union
Implied Contract
Public Policy Tort
At-will employment is a term used in U.S. labor law for contr…
When a group of people form a group and make desisions
An implied contract is an agreement created by actions of the…
As a matter of public policy, the tort law system should serv…
Employment-at-will
At-will employment is a term used in U.S. labor law for contr…
Union
When a group of people form a group and make desisions
30 terms
Business Law Chapter 15 Vocabulary
limited liability company (LLC)
member
Uniform Limited Liability Company Act…
Revised Uniform Limited Liability Comp…
An unincorporated business entity that combines the most favo…
An owner of an LLC.
A model act that provides comprehensive and uniform laws for…
A revision of the ULLCA.
limited liability company (LLC)
An unincorporated business entity that combines the most favo…
member
An owner of an LLC.
17 terms
Business law Chapter 15
incapacitation
rehabilitation
deterrence
retribution
This is the purpose of punishment that physically separates t…
This is helping convicted persons change their behaviors so t…
This concept discourages people from committing crimes
This provides revenge for society
incapacitation
This is the purpose of punishment that physically separates t…
rehabilitation
This is helping convicted persons change their behaviors so t…
25 terms
Business Law Chapter 15
sole proprietorship
partnership
limited partnership
limited liability limited partnership
a business entity with no separate legal existence from its s…
a business entity formed by two or more persons who engage in…
partnership which has both general partners and limited partn…
partnership where all partners are limited partners
sole proprietorship
a business entity with no separate legal existence from its s…
partnership
a business entity formed by two or more persons who engage in…
5 terms
Business Law Chapter 15
Carrier of goods is a ________
Carriers can be ______ or _______.
Carriers are liable unless
Straight/non-negotiable bill of lading
bailee
private or common
acts of god, acts of public authority, inherent nature of the…
contract requiring delivery of shipped goods to consignee only
Carrier of goods is a ________
bailee
Carriers can be ______ or _______.
private or common
7 terms
Business law chapter 15
past consideration
cancellation provision
consideration
forberance
something that has been performed in the past and which, ther…
crossing out of a part of an instrument or a destruction of a…
promise or performance that the promisor demands as the price…
refraining from doing an act
past consideration
something that has been performed in the past and which, ther…
cancellation provision
crossing out of a part of an instrument or a destruction of a…
Business Law Chapter 15
Contracts may be unenforceable if ____…
Contracts can assent to terms by:... M___…
Mistakes:... Only a mistake of _______ al…
Mistakes:... Bilateral (Mutual) Mistakes…
the parties have not genuinely assented to its terms
- Mistake... - Misrepresentation... - Undue Influence... - Duress... (Kno…
- fact; canceled... - unless: the other party to the contract k…
can be rescinded by either party
Contracts may be unenforceable if ____…
the parties have not genuinely assented to its terms
Contracts can assent to terms by:... M___…
- Mistake... - Misrepresentation... - Undue Influence... - Duress... (Kno…
Business Law Chapter 15
Adhesion Contract
Innocent Misrepresentation
Latent Defects
Negligent Misrepresentation
A legally binding agreement between two parties to do a certa…
When one party makes a statement they believe to be true, but…
Defects/problems that could not be easily learned of.... Easy ca…
Misrepresentation through carelessness.... Ex. Party 1 selling…
Adhesion Contract
A legally binding agreement between two parties to do a certa…
Innocent Misrepresentation
When one party makes a statement they believe to be true, but…
Business Law Chapter 15
Adhesion contract
Innocent misrepresentation
latent defects
negligent misrepresentation
a standard form contract, such as that between a large retail…
a false statement or an act made in good faith that deceives…
defects that cannot be readily ascertained through inspection
words or conduct that amounts to an untrue statement of fact,…
Adhesion contract
a standard form contract, such as that between a large retail…
Innocent misrepresentation
a false statement or an act made in good faith that deceives…
15 terms
Business law chapter 15
Consumer
Caveat emptor
Class action
Restitution
individual who acquires goods primarily for personal, family,…
means "let the buyer beware"
court procedure allowing a party to bring suit on his or her…
permits a party to a contract to recover money or property (o…
Consumer
individual who acquires goods primarily for personal, family,…
Caveat emptor
means "let the buyer beware"
Business law chapter 15
privity of contract
assignment of rights
obligee
assignor
the state of two specified parties being in a contract
(assignment) the transfer of contractual rights by an obligee…
party who is owed a right under a contract
an obligee who transfers a right
privity of contract
the state of two specified parties being in a contract
assignment of rights
(assignment) the transfer of contractual rights by an obligee…
Chapter 15 Business law
Collateral Promise
"Party to be charged"
Securities
Uniform Electronic Transaction Act
The name given a promise to pay the debt of another if the de…
Another name for the defendant, i.e., the person who must sig…
Another name for stocks and bonds.
State law making contracts containing/based on electronic rec…
Collateral Promise
The name given a promise to pay the debt of another if the de…
"Party to be charged"
Another name for the defendant, i.e., the person who must sig…
Chapter 15 Business Law
Public Policy Exception
Whistle-blower
Wrongful discharge
Retaliatory Discharge
In employment law, statutory or court-mandated exceptions to…
An employee who alerts the authorities to the fact that her e…
A cause of action an employee may have if dismissed for an im…
When a firm dismisses an employee in violation of a public po…
Public Policy Exception
In employment law, statutory or court-mandated exceptions to…
Whistle-blower
An employee who alerts the authorities to the fact that her e…
Business Law, Chapter 15
A valid contract is unenforceable if .…
Usury laws
Sunday laws ("blue laws")
Exculpatory clause
It violates a statute, it violates a rule of common law, it i…
Prohibit charging more than a stated amount of interest for t…
Prohibit the performance of work and transactions of business…
A provision in a contract that attempts to relieve one party…
A valid contract is unenforceable if .…
It violates a statute, it violates a rule of common law, it i…
Usury laws
Prohibit charging more than a stated amount of interest for t…
21 terms
business law chapter 15
employment at will
employee protections
unions
collective bargaining
an employer or employee can end an employment relationship at…
Protected classes of employees, such as women and minorities,…
Union members have specific procedures built into their contr…
Union representatives negotiate contracts with representative…
employment at will
an employer or employee can end an employment relationship at…
employee protections
Protected classes of employees, such as women and minorities,…
Business Law Chapter 15
unconscionable
adhesion contract
innocent misrepresentation
latent defects
not right or reasonable
A "standard-form" contract, such as that between a large reta…
A false statement of fact or an act made in good faith that d…
A defect that is not obvious or cannot readily be ascertained
unconscionable
not right or reasonable
adhesion contract
A "standard-form" contract, such as that between a large reta…
11 terms
Business Law: Chapter 15
Rule of contracts within statute of fr…
Suretyship Provision
Marriage Provision
Land Contract Provision
Must be evidence by a writing
Applies to promises to pay the debts of others
Applies to promises made in consideration of marriage but not…
Applies to promises to transfer any rights in real property
Rule of contracts within statute of fr…
Must be evidence by a writing
Suretyship Provision
Applies to promises to pay the debts of others
16 terms
Business Law Chapter 15
Mistakes
Unilateral mistake
Bilateral mistake
Mistake of Value
Only a mistake of fact makes a contract voidable.... They occur…
A unilateral mistake is made by only one of the parties.... In g…
a mutual misunderstanding concerning a basic assumption on wh…
Each party is considered to have assumed the risk that the va…
Mistakes
Only a mistake of fact makes a contract voidable.... They occur…
Unilateral mistake
A unilateral mistake is made by only one of the parties.... In g…
14 terms
Business Law Chapter 15
Contracts that Fall within the Statue…
Contracts Involving Interest in Land
The One Year Rule
Collateral Promise
(required to be in writing)... 1.) contracts involving interest…
not enforceable unless in writing, land is real property and…
contracts that cannot by their own terms be performed within…
or a secondary promise is one that is ancillary, (subsidiary)…
Contracts that Fall within the Statue…
(required to be in writing)... 1.) contracts involving interest…
Contracts Involving Interest in Land
not enforceable unless in writing, land is real property and…
39 terms
Business Law Chapter 15
uniform commercial code
sale
goods
mixed goods and services contracts
a uniform/model law that governs commercial transactions, inc…
the passing of title from seller to buyer for a price
tangible things that can be moved
contracts that include both goods and services (predominant p…
uniform commercial code
a uniform/model law that governs commercial transactions, inc…
sale
the passing of title from seller to buyer for a price
Business Law Chapter 15
Secured Transactions
Default
Perfection
Purchase-Money Security Interest
Any transaction in which the payment of a debt is guaranteed,…
To fail to pay a debt when it is due
The legal process by which secured parties protect themselves…
A security interest that arises when a seller or lender exten…
Secured Transactions
Any transaction in which the payment of a debt is guaranteed,…
Default
To fail to pay a debt when it is due
Business Law Chapter 15
Consideration
Promissory Estoppel
Illusory Promise
Past Consideration
what a person will receive in return for performing a contrac…
occurs when one party makes a promise and either knows or sho…
it is not a promise at all
consideration cannot be provided before the promise was made,…
Consideration
what a person will receive in return for performing a contrac…
Promissory Estoppel
occurs when one party makes a promise and either knows or sho…
9 terms
chapter 15 business law
Bearer
BEARER PAPER
HOLDER IN DUE COURSE (HOLY GRAIL OF CO…
HOLDER IN DUE COURSE SPECIAL RULES
A PERSON IN POSSESSION OF AN INSTRUMENT
COMMERCIAL PAPER PAYALE TO BEARER, I.E. TO THE PERSON HAVING…
* PROPERLY CREATED COOMMERCIAL PAPER... * PROPERLY NEGOTIATED... *…
* HOLDER MUST GIVE VALUE... * GOOD FAITH... * NO KNOWLEDGE OF ... - DE…
Bearer
A PERSON IN POSSESSION OF AN INSTRUMENT
BEARER PAPER
COMMERCIAL PAPER PAYALE TO BEARER, I.E. TO THE PERSON HAVING…
Business Law Chapter 15
In pari delicto
good faith and fair dealing
procedural unconscionability
contracts of adhesion
meaning equally guilty, the least guilty party is granted rel…
Every contract has an implies obligation that neither party s…
Has to do with freedom of assent resulting from inequality of…
company-wide standardized form contracts imposed on a take it…
In pari delicto
meaning equally guilty, the least guilty party is granted rel…
good faith and fair dealing
Every contract has an implies obligation that neither party s…
16 terms
Business law chapter 15
Common Remedies
Compensatory Damages
burned and hairy hand
Incidental damages
Damages... Rescission and restitution... specific performance... Refor…
-designed to compensate nonbreaching party for loss... -actually…
entitled to what above and beyond cost is. Not what would hap…
expenses caused directly by breach of contract
Common Remedies
Damages... Rescission and restitution... specific performance... Refor…
Compensatory Damages
-designed to compensate nonbreaching party for loss... -actually…
Business Law Chapter 15
corporation
board of directors
limited liability of shareholders
dividend
legal entity created and recognized by state law... -can be owne…
members are elected by the shareholders... -hires corporate offi…
-corporate shareholders are normally not personally liable fo…
a distribution to corporate shareholders of corporate profits…
corporation
legal entity created and recognized by state law... -can be owne…
board of directors
members are elected by the shareholders... -hires corporate offi…
Business Law Chapter 15
A mutual mistake of fact...
A Unilateral Mistake...
Bilateral or Mutual mistakes:
Know
May allow a contract to be rescinded.
Does not allow a contract to be rescinded unless the other pa…
May be rescinded by either party. ... Example: Rafles vs Wiche…
Mutual Mistakes of Value is generally enforceable
A mutual mistake of fact...
May allow a contract to be rescinded.
A Unilateral Mistake...
Does not allow a contract to be rescinded unless the other pa…
59 terms
business law chapter 15
a class of documents, typically negoti…
contains an order by one person for an…
how many parties are involved in order…
person signing order paper... (person giv…
commercial paper
order paper
3... drawer... drawee... payee
drawer
a class of documents, typically negoti…
commercial paper
contains an order by one person for an…
order paper
14 terms
Chapter 15 Business Law
Employment at will
union
implied contract
public policy tort
an employer or employee can end a employee relationship at an…
an organization of employees formed to promote the welfare of…
exists when an employer has said, written, or done something…
permits a discharged employee to bring a wrongful discharge l…
Employment at will
an employer or employee can end a employee relationship at an…
union
an organization of employees formed to promote the welfare of…
25 terms
Chapter 15 business law
agreement... performance... impossibilty of…
substantial performance
tender of performance
tender of goods
contracts may be terminated by:
when a party to a contract, in good faith, executes all of th…
an offer to perform that is considered evidence of a party's…
an offer to provide the goods agreed upon that is considered…
agreement... performance... impossibilty of…
contracts may be terminated by:
substantial performance
when a party to a contract, in good faith, executes all of th…
Business Law Chapter 15
Adhesion Contract
Innocent misrepresentation
Latent defects
Negligent Misrepresentation
A standard-form contract, such as that between a large retail…
A false statement of fact or an act made in good faith that d…
A defect that is not obvious or cannot readily be ascertained
Any manifestation through words or conduct that amounts to an…
Adhesion Contract
A standard-form contract, such as that between a large retail…
Innocent misrepresentation
A false statement of fact or an act made in good faith that d…
25 terms
chapter 15 business law
privy of contract
assignment
Rights that can't be assigned
effect of assignment of rights
the state of two specified parties being in a contract
The transfer of contractual rights by obligee to another party
-personal service contract... -assignment of a future right... -con…
-the assignee is entitled to performance from the obligor... -th…
privy of contract
the state of two specified parties being in a contract
assignment
The transfer of contractual rights by obligee to another party
24 terms
Business Law Chapter 15
Employment At Will
Employment situations that fall outsid…
Contracts
Employee Protections
An employer can end an employment relationship at any time fo…
-Employees with their own individual contract ... -Protected cla…
Some employees(sports stars, celebrities, business executives…
Protected classes of employees, such as women and minorities,…
Employment At Will
An employer can end an employment relationship at any time fo…
Employment situations that fall outsid…
-Employees with their own individual contract ... -Protected cla…
Business Law Chapter 15
consideration
forbearance
illusory promise
cancellation provision
promise or performance that the promisor demands as the price…
refraining from doing an act
promise that in fact does not impose any obligation on the pr…
crossing out of a part of an instrument or a destruction of a…
consideration
promise or performance that the promisor demands as the price…
forbearance
refraining from doing an act
Chapter 15 Business Law
Incidental Damages
Consequential Damages
Nominal Damages
Mitigation of Damages
Damages that compensate for expenses directly incurred becaus…
Foreseeable damages that result from a party's breach of cont…
A small monetary award, often one dollar, granted to a plaint…
The requirement that a plaintiff do whatever is reasonable to…
Incidental Damages
Damages that compensate for expenses directly incurred becaus…
Consequential Damages
Foreseeable damages that result from a party's breach of cont…
Business Law Chapter 15 PPT
Bargained-for-Exchange
Benefit-Detriment Approach (alternativ…
Gifts
Salsbury v. Northwestern Bell case
Consideration is what each party gives up (legal value) to th…
Consideration as a benefit received by the promisor or a detr…
Promises to make a gift are unenforceable because they lack c…
Promise for charitable contribution is binding even though th…
Bargained-for-Exchange
Consideration is what each party gives up (legal value) to th…
Benefit-Detriment Approach (alternativ…
Consideration as a benefit received by the promisor or a detr…
Business Law Chapter 15
Different Types of Bankruptcy
consumer-debtor
bankruptcy trustee
petition in bankruptcy
1) Chapter 7- provides for liquidation proceedings (the selli…
a debtor whose debts result primarily from the purchase of go…
a person appointed by the court to manage the debtor's funds
the document that is filed with a bankruptcy court to initiat…
Different Types of Bankruptcy
1) Chapter 7- provides for liquidation proceedings (the selli…
consumer-debtor
a debtor whose debts result primarily from the purchase of go…
20 terms
Business Law Chapter 15
Agreement unenforceable because of ill…
Public policy
Two parties
Effect
the agreement involves an act/promise that violates a law or…
a widely shared view about what ideas, interests, institution…
Even if voluntary consent existed between _________ _________…
No remedy for breach of an illegal agreement
Agreement unenforceable because of ill…
the agreement involves an act/promise that violates a law or…
Public policy
a widely shared view about what ideas, interests, institution…
5 terms
Business Law Chapter 15
statute of frauds
enforceable contracts
parol means
parol evidence rule
Most contracts are enforceable whether they are written or or…
- Contracts involving the transfer of interests in land... -Con…
oral
Sometimes a written contract contradicts an existing oral und…
statute of frauds
Most contracts are enforceable whether they are written or or…
enforceable contracts
- Contracts involving the transfer of interests in land... -Con…
Business Law Chapter 15
public policy exceptions
Some exceptions to presumption of at-w…
Whistle blowing
Wrongful discharge (or retaliatory dis…
Besides contractual agreements that place limits on the emplo…
a. Refusal to comment an illegal act... b. Performing a public d…
Occurs when an employee reports an employer's illegal act
When a firm dismisses an employee in violation of a public po…
public policy exceptions
Besides contractual agreements that place limits on the emplo…
Some exceptions to presumption of at-w…
a. Refusal to comment an illegal act... b. Performing a public d…
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