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Definition

A set of principles that; (1) have general application to society, (2) developed by legit authority, (3) threatens sanctions against those who don't comply.
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Definition

Determines rights/duties of those in society.
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Business Law

DefinitionTerm
A set of principles that; (1) have general application to society, (2) developed by legit authority, (3) threatens sanctions against those who don't comply. Law
Determines rights/duties of those in society. Substantive Law
Sets the rules by which courts hear and determine what happens in civil, lawsuit, criminal or administrative proceedings. Procedural Law
Concerned with the punishment of those who commit crimes. Criminal Law
Concerned with private duties people owe each other (including corporations). Civil Law
Defines duties people owe each other. Tort Law
Monetary compensation for loss/injury. Damages
Damages awarded in a lawsuit when the defendant's acts were grossly reckless. Punitive Damages
Counterbalancing influences by which a system is regulated, typically ensures that power isn't concentrated. Checks & Balances
Declares that when state laws conflict with federal laws; federal laws prevail. Supremacy Clause
Permits Congress to regulate interstate and foreign commerce. Commerce Clause
Congress has power under Article I, Section 8 to lay and collect taxes, duties, imposts and excises, to pay debts and provide general defense/welfare. Taxing Power
Under the 16th Amendment, Congress can collect taxes on incomes from any source. Taxing Power
First 10 Amendments to Constitution. Bill of Rights
Guarantee certain rights to the people (ex. Free speech, freedom of religion and privilege against unreasonable search and seizure). Bill of Rights
5th & 14th Amendment say no one shall be "deprived of life, liberty or property without due process of law." Due Process Clause
A system of government in which entities such as states share power with a national government. Federalism
Makes up the entire criminal law, the law applicable to sales of goods and almost all law limiting business activities. Statutory Law
Cities and counties also have the power to legislate, their enactments are called ordinances. Ordinances
Agencies that're constitutionally part of the Executive branch but independent of presidential control. Independent Agencies
A President's or Governor's declaration that has the force of the law. Executive Orders
Usually based on existing statutory powers and requires no action by Congress or state legislature. Executive Orders
The body of English law as adopted and modified by the U.S. states and federal government. Common Law
A body of law that concerns issues that fall outside the jurisdiction of Common Law. Equity
A judge may render a legal rule unenforceable by declaring it in conflict with the Constitution. Judicial Review
Higher courts may decide that lower courts may decide that lower court decisions are invalid. Judicial Review
People can create legally binding obligations with each other through their power to contract. Courts generally enforce the terms as long as they're legal. Private Law
Combines analytical thinking with recognition of the special features of the legal system. Legal Reasoning
(1) Look to the plain meaning of the language. (2) Examine the legislative history of the rule. (3) Consider the purpose to be achieved by the rule. (4) Try to accommodate public policy. Legal Interpretation
The plain meaning of the contact will be followed where the words—written or oral—have a clear meaning. Plain Meaning
Most courts refer to this when a statute's language is unclear. Legislative History
Involves an examination of investigative committee reports, legislative hearings and press announcements. They also may look at discrepancies between how a bill was introduced and how it was enacted for help interpreting its meaning. Legislative History
Courts investigate a law's legislative history to figure out the point of the rule. Judges generally don't wish to interpret a law in a manner that conflicts with its original objectives. Purpose
The principle that injury to the public good is a basis for denying the legality of a contract or other transaction. Public Policy
The Constitution prohibits these laws. This means a new statute applies only to actions taken after it becomes effective. Ex Post Facto Laws
This doctrine says that a court, when making decisions, should follow the rulings of prior cases that have similar facts. Stare Decisis
The refusal by a judge to sustain an objection by an attorney during trial. Overrule
To prove a case that is cited as applicable to the case currently disputed is really inapplicable because the two cases are different. Distinguish
The theory of law. Jurisprudence
Sees law as the command of legit authority and believe it must be enforced to the letter. Legal Positivism
Confine their analysis to the plain meaning of the words and, when needed, its legislative history. Legal Positivism
Disagree that law and morality are separate. Judges that adhere to this view may refuse to enforce statutes they find unjust. Natural Law
One criticism is that it does not offer the same predictability of legal positivism because each judge's sense of morality may differ. Natural Law
Stress the need for law to keep pace with changes in society. Sociological Jurisprudence
Look beyond the plain meaning of the words and fully consider the legislative purpose and their perceptions of prevailing public policies. Sociological Jurisprudence
Focuses on law in action rather than on the theoretical rules themselves. Legal Realism
Suggests that decision makers hide the motives for their decisions behind laws. Legal Realism
Premised on the notion that the truth and justice, will prevail, if each party to a legal dispute is represented by legal counsel. Adversary System
Prevents an attorney from telling confidential information told to the lawyer by a client/potential client. Attorney-Client Privilege
Protects materials prepared in anticipation of legislation from discovery discovery by opposing counsel. Work Product Privilege
Breach by a member of a profession of either a standard of care or a standard of conduct. Malpractice
Business managers retain lawyers to help them plan to avoid emergencies and to comply with the growing mass of legal rules imposed on business operations. Preventive Law
Discussion aimed at reaching an agreement. Negotiation
They are generally quicker, cheaper, less complicated procedurally and receive less publicity. Alternative Dispute Resolution (ADR)
Because they are not as adversarial, they facilitate a continuation of business between the parties after settlement of the dispute. Alternative Dispute Resolution (ADR)
Unlike trial where there must be a winner and a loser, it more readily adapts to compromise solutions. Alternative Dispute Resolution (ADR)
The parties to the dispute choose a 3rd party to assist them in settling it. Mediation
Often tries first to communicate the positions of the parties to each other then proposes a basis or several bases for settlement. Mediator
They merely facilitate negotiation; no award or opinion on the merits of the dispute is given by the mediator. Mediator
If a mediation is successful, it can result in this. Mediation Agreement
Is another widely used alternative to settling disputes in court. It can be used after mediation fails or instead of it. Arbitration
Unlike mediation, the 3rd party to whom the dispute is submitted decides the outcome. Arbitration
The U.S. and most of its trading partners are signatories to this treaty, which is the legal framework by which the international community regulates the enforcement of arbitral agreements and awards. 1958 United Nations Convention on the Recognition and Enforcement of Foreign Arbitral Awards
The international body dealing with the rules of trade between nations. Its goal is to supervise and expand international trade, monitor national trade policies, and provide technical assistance to developing nations. World Trade Organization (WTO)
Established a mechanism for resolving trade disputes through the use of bi-national panels. North American Free Trade Agreement (NAFTA)
Contains elaborate provisions for settling two distinct types of disputes: (1) Anti-dumping and countervailing duty matters and (2) Conflicts over a country's interpretation or application of the treaty. North American Free Trade Agreement (NAFTA)
(1) Executives of the disputing companies, who have settlement authority, hear a shortened presentation of the case by the lawyers for each side. (2) The executives then meet with the lawyers to negotiate a settlement. Mini-Trial
If a settlement is not reached, they will render a non-binding opinion regarding how the dispute is likely to end it goes to trial, and how the court is likely to rule on factual and evidentiary issues. After this, the parties again try to negotiate. Mini-Trial
Conducted under court guidance whereas the mini-trial is voluntarily conducted by the parties themselves. Summary Jury Trial
A 6-member mock jury empaneled by the court hears a shortened presentation of the case by the lawyers for each side and renders an advisory verdict. Summary Jury Trial
A hired judge (often a retired judge) renders a binding opinion after hearing the proofs and arguments of the parties. Private Judging
An individual appointed within an organization to settle disputes, to private panels, to small claims court. Ombudsperson
A form of arbitration in which the arbitrators start as a mediator but in the event of a failure of mediation, the arbitrator imposes a binding decision. Med/arb
When events occurring after the filing of the lawsuit have made decision beside the point. Moot
The authority of a court to hear and determine disputes. Jurisdiction
Generally does not exist unless the defendant has some close connection with the territory where the suit is brought. Personal Jurisdiction
Is likely to exist if the defendant is a resident of the territory where the court is located or if a non-resident defendant is physically present in that territory. Personal Jurisdiction
Becomes complicated when a lawsuit is filed against a non-resident who wasn't physically present in the territory served by the court. In those cases, the court isn't likely to have personal jurisdiction unless it can show defendant has close connection. Personal Jurisdiction
Concerns where within a jurisdiction a suit must be heard. These rules are established by the states and tell the county where plaintiff must file suit. Venue
Parties who feel they cannot get a fair trial in the designated area can ask the courts for a change of venue. Change of Venue
At common law, any jurisdiction which has the power to fine and imprison, is a court of record. Courts of Record
Most minor criminal violations and civil disputes involving small amounts of money are handled by courts that keep no record (transcript) of the testimony or proceedings. They are not courts of record. Without a record there can be no appeal. Courts of Record
A form of appeal in which the appeals court holds a trial as if no prior trial had been held. It is common on appeals from small claims court judgments. Trial De Novo
May be called municipal courts in urban areas and justice of the peace courts in rural areas. Inferior Courts
A lower court which usually tries criminal misdemeanors and civil lawsuits involving lesser amounts of money than superior, district or county courts. The authority, importance and geographical area covered differ from state-to-state. Municipal Courts
In these courts, the procedures are informal, the parties may argue their own cases and the judicial officer (may not be a lawyer) determines both the facts and the law and renders a decision. Small Claims Courts
These courts handle civil matters involving a limited amount of money. Therefore, they offer a quick, inexpensive and easily accessible forum for the settlement of minor disputes. Small Claims Courts
A body of procedural law that provides rules for courts to follow in deciding which state's law to apply. Conflict of Laws
An appeal from a district court is taken here, usually to the designated court for the region. They only review legal conclusions reached by lower federal courts. They also hear appeals from many federal administrative agency decisions. U.S. Court of Appeals
There are 13. Twelve of the circuit courts have general federal appellate jurisdiction. One of these serves D.C. because many appeals arise there. U.S. Court of Appeals
Usually a case is heard by a panel of 3 judges but some may be heard en banc (by all the judges of that circuit). The 13th circuit, the U.S. Court of Appeals for the Federal Circuit, hears a wide variety of specialized appeals. U.S. Court of Appeals
The highest court of the land. It has final responsibility for interpretation of the Constitution and federal statutes. U.S. Supreme Court
If the Court does hear a case, an opinion is usually published. In most cases the justices don't all agree. Then there may be a concurring opinion and a dissenting opinion. These opinions don't have the force of the law and can't be cited as precedent. U.S. Supreme Court
The primary way a case can be appealed to the Supreme Court. If there have been conflicting decisions in similar cases by different courts of appeals, the Court may grant cert. Writ of Certiorari (Cert.)
It may also grant cert. in a case from the highest court of a state where a right is claimed under the Constitution or where the validity of a federal statute is in question Writ of Certiorari (Cert.)
States the reasoning of those who agree with the result Concurring Opinion
Minority opinion. Dissenting Opinion
Comprised of the complaint, answer and reply. They are the first documents filed with the court, they start and define a lawsuit. They serve two major functions: (1) Inform the parties of each other's claims and (2) form the basis for a trial. Pleadings
Only those matters included are tried in court. If a fact material has been omitted, a court may permit a party to amend it. Pleadings
Lawsuits can have more than one plaintiff and/or defendant. Sometimes when a defendant's actions have injured many plaintiffs, their claims may be consolidated into a class action lawsuit. Class Action Lawsuit
Tends to the worry that plaintiffs' attorneys abused the class action system to the harm of class members by capping the amount of fees attorneys may get in cases where a settlement implies for recovery of coupons by members to amount of coupons regained. Class Action Fairness Act (CAFA)
The judge must hold a hearing and make a written finding that the settlement is fair, reasonable and adequate for class members. Courts may also require the distribution of unclaimed coupons to charitable or governmental organizations. Class Action Fairness Act (CAFA)
Also bans favoritism to certain plaintiffs though greater payments to some based on geographic proximity. Class Action Fairness Act (CAFA)
Requires that suits be heard in federal court is there diversity of citizenship and the amount in controversy exceeds $5 million. Class Action Fairness Act (CAFA)
The first step in starting a lawsuit is filing this with the court. Information about the claim of the plaintiff and the remedy requested, usually damages of a certain amount, are listed in numbered paragraphs. Complaint
It must contain sufficient facts to show that the plaintiff is entitled to some legal relief and to give the defendant reasonable notice of the nature of the plaintiff's claim. Complaint
No evidence will be permitted to be given at a trial that is not related to a material fact stated in it. Complaint
The serving of this on a defendant gives notice to the defendant of the suit, informs them who the plaintiff is and states the time within the defendant must make an appearance. In most states, the complaint must be served with it. Summons
Usually served by the sheriff or other public official and only inside the court's jurisdiction. In state courts this is normally a county. In some cases, service by mail or leaving it at the defendant's residence or place of business is allowed. Summons
The defendant usually has to make this by filing an answer to the complaint. This is ordinarily done by their attorney. If they fail to do so, the plaintiff is entitled to a default judgment. Appearance
This has the same effect as if the plaintiff had won in court everything requested in the complaint. Default Judgment
Generally responds to the complaint paragraph-by-paragraph. Each allegation of the complaint is admitted or denied, or the defendant may disclaim knowledge and leave the plaintiff to prove allegations made. It may also state an affirmative defense. Answer
A rule of law enabling defendant to win even if all of plaintiff's allegations are true. It must be supported by facts presented in the same manner as in a complaint. Affirmative Defense
A new claim stating that plaintiff owes defendant damages because of harm resulting from the incident alleged in the complaint. Counterclaim
The defendant can do this instead of give an answer. If it is clear that plaintiff has no case, it would be wasteful for the case to continue and the motion would be granted. Motion to Dismiss
Answers paragraph-by-paragraph the affirmative defense or counterclaim of the defendant. In some jurisdictions the plaintiff is allowed or required to respond to defendant's affirmative defense or counterclaim. Reply
The phase of a lawsuit during which the parties gather the evidence they'll use at trial to prove or disprove the allegations made in the pleadings. Discovery
Modern rules are designed to ensure that both parties have equal access to the facts so that the case can be judged on its merits. Thus, an attorney can request a copy of almost any relevant document, file, photo, etc. that the other party may rely on. Discovery
A procedural device designed to narrow issues to be proved at trial or to facilitate a settlement. Was created to help deal with the increasing congestion in most civil courts. It is held in the judge's chambers. The parties & witnesses aren't present. Pretrial Conference
The judge's try to get the parties' atorneys to stipulate to as many of the material facts as possible. The judge may find that there is no true disagreement on some facts. The judge may also try to persuade the parties to settle the case before trial. Pretrial Conference
Agree to. Stipulate
Frequently, cases have to be postponed and another date set for any one of several reasons. Continued
After the jury, if any, is picked and sworn, the attorneys make initial statements, with plaintiff's attorney going first. They clarify the nature of the case and what they plan to prove. They're more complex and likely more rousing when a jury is there. Opening Statements
Each witness is sworn and then examined by the plaintiff's attorney. Direct Examination
The defendant's attorney may then examine each witness, trying to raise doubts as to the person's credibility or trustworthiness. Cross-Examination
The plaintiff's attorney can examine witnesses after a cross-examination to clarify the plaintiff's view of the facts and perhaps minimize any negative effects created in cross-examination. Redirect Examination
Following the end of testimony by witnesses for the plaintiff, the defendant's lawyer frequently makes this motion. The judge grants the motion only if plaintiff's evidence is inadequate to support their allegations. Directed Verdict
If the motion is granted, a trial ends. If motion is denied and trial goes on then there's direct examination of the defendant's witnesses by the defendant's attorney, followed by cross-examination. This is mostly followed by trying this motion again. Directed Verdict
The duty of a party in a trial to produce the evidence that will shift the conclusion away from the default position, to that party's own position. Burden of Proof
A norm that must be met by the prosecution's evidence in a criminal prosecution: that no other clear explanation can be taken from the facts except that the defendant did the crime, thereby beating the belief that a person is innocent until proven guilty. Beyond a Reasonable Doubt
The plaintiff must have shown that it is more likely than not that what was alleged is true. Preponderance of the Evidence
Jurors aren't permitted to leave the supervision of the court until excused to keep outside influences away. Once there is unanimous agreement (or the legal majority is required) on a verdict, the jury foreperson reports this to the judge. Sequestered
When the jury can't come to a verdict. Hung Jury
Claim that a reasonable jury couldn't come to that verdict based on the evidence shown. The losing party in a civil case can make a motion for it but it's rarely granted. The state can't make such a motion if the defendant is acquitted in a criminal case. Judgment Notwithstanding the Verdict (Judgment N.O.V.)
Orders the sheriff to seize and sell enough of the defendant's property to satisfy the judgment. All states have exemption laws that exempt certain classes and amounts of a debtor's property from execution. Writ of Execution
Is designed to reach things belonging to the debtor that are in the hands of 3rd parties (ex. wages). When property needed to satisfy the judgment is out of state, the plaintiff has to use that state's procedures. Writ of Garnishment
The offense of being disobedient to or disrespectful of a court of law and its officers. Contempt of Court
An official direct and verbatim written record of what was said, as in a court of law or other judicial proceedings, or even private conversations. Transcript
A written argument by both parties attorneys supporting their claims when appealing. Brief
In order to successfully appeal, the party must show that the errors that were made were, ________/important enough to possibly change the trial outcome. Material
Uphold. Affirm
This sends the case back to the trial court for more proceedings and a new trial is then needed. It may be remanded on a narrow question of fact or it may be a retrial of the case. Usually the parties settle their issues here rather than a new trial. Reverse and Remand
Focuses on the actions or process, rather than the consequences. Rights Theory / Deontological Ethical Theory
Focus on the consequences of a decision when deciding if it's ethical. Teleological Ethical Theories
Judging an action by applying it universally. Categorical Imperative
Always act to treat humanity, whether in yourself or in others, as an end in itself, never merely as means. In short, don't manipulate others for our own self-interest. 2nd Categorical Imperative
Believe that there may be circumstances when actions like lying and killing could be morally acceptable. One popular theory believes that you should abide by a moral rule unless a more important rule conflicts with it. Modern Rights Theories
Argued for a just distribution of society's resources A Theory of Justice by John Rawls
Each person has an equal right to basic rights and liberties. Greatest Equal Liberty Principle
Holds that social inequalities are acceptable only if they can't be eliminated without making the worst-off class even worse off. Difference Principle
Under this theory, the decision maker's choices are to be guided by fairness and impartiality; however, the focus is on the outcome of the decision. Justice Theory
Under this theory, an ethical decision is one that maximizes utility for society as a whole. Utilitarianism
Under this theory, the decision maker considers each action separately, assessing its costs and benefits to society. Act Utilitarianism
Under this theory, the action is viewed as part of a rule or habit. Rule Utilitarianism
A teleological theory based on the laissez faire theory of capitalism first espoused by Adam Smith. It contends that business managers should maximize a business's long-run profits within the limits of the law and that will optimize total social utility. Profit Maximization
Under this theory, the primary objective of a business corporation is to maximize profits. Allocational Efficiency
Profit maximization can result in harm to employees, consumers, communities, the environment and society as a whole. Criticism of Allocational Efficiency Rationale
A group of people who must reach a consensus on an acceptable level of risk often decide on a level of risk higher than the risk they would accept as individuals. Risky Shift
The tendency for members of a group to internalize the group's values and perceptions and to suppress critical thought. Groupthink
An attempt to prevent bribery and other questionable payments. It makes it a crime for any American firm to offer, promise or make payments or gifts of anything of value to foreign government officials. Foreign Corrupt Practices Act (FCPA)
Also establishes record-keeping and internal-controls requirements for any corporation (foreign or domestic) whose shares are publicly traded in the U.S. Foreign Corrupt Practices Act (FCPA)
The FCPA allows a company to pay governmental officials to secure routine governmental action. These payments aren't illegal if the recipient has no discretion in carrying out a governmental function. Grease Payments
Whenever a U.S. company retains foreign agents to solicit business abroad, it should establish a: FCPA Compliance Program
Agents should have a system for checking agents. This should include research of the agent's reputation for honest conduct. Since payments to government officials mostly are forbidden, it's vital to check the bond linking the agent and foreign government. Background Check
To discourage the likelihood of corrupt payments, a company should check the expenditures of its agents regularly. Regular Audits
Conducted within a state's borders - state law applies, unless a preemptive federal law applies. Intrastate Commerce
Crosses state lines and is within the federal government's authority to regulate if it chooses. Interstate Commerce
Occurs when a legislature expressly states that only the state can pass an ordinance, and that localities are forbidden from passing them. Express Preemption
Raised when a legislature has been silent on the issue. Implied Preemption
The U.S. Constitution, in both the 5th & 14th Amendments, prohibits the government (federal, state and local) from taking real or personal property for public use without paying just compensation. The Takings Clause
This clause has three primary components: (1) There must be a taking, (2) it must be for a public purpose, and (3) the private property owner is then entitled to just compensation. The Takings Clause
The government forces private property holders to sell their land os it may be dedicated to public use. Eminent Domain
This clause in the 5th Amendment prohibits the federal government from depriving any person "of life, liberty, or property, without due process of law." The 14th Amendment applies the same standard to the states. The Due Process Clause
The government can attain its intentions only by using fair procedures. Fair notice, the right to a hearing before an impartial tribunal and adherence to set procedures were needed when the government interfered with the rights of people. Procedural Due Process
Government actions that are procedurally fair may still be unconstitutional if they are substantively unfair. This notion protects people from arbitrary/unreasonable government interference with their life, liberty or property rights. Substantive Due Process
When governmental rules limit only economic rights (property rights), the government is granted great discretion. When life or valued liberty interests are at stake, the governmental action will be struck down unless it passes rigorous judicial scrutiny. Substantive Due Process
The states are barred from discriminating against persons by this clause in the 14th Amendment. A like restraint against the federal government also exists since the courts have interpreted the Due Process Clause as including an equal protection section. Equal Protection Clause
Courts use this analysis when assessing legislation limiting economic interests or inequity on the basis of non-suspect classifications. This is an highly lenient level of scrutiny that presumes the regulation is constitutional. Rational Basis Analysis
Courts generally presume that governmental action is unconstitutional when it denies people fundamentally important constitutional rights. Strict Scrutiny Analysis
In determining if a right fits this label, the inquiry is whether the right involved is such that it cannot be denied without violating the fundamental principles of liberty and justice. Fundamental Right
These levels of analysis lie somewhere between rational basis and strict scrutiny analysis. This level of scrutiny usually requires that the classification serves important governmental goals. and is subtantially related to the achievement of those goals. Intermediate Scrutiny Analysis
The courts have given this type of speech the highest degree of constitutional protection. Governmental restrictions on this kind of speech must undergo strict scrutiny analysis. Non-Commercial Speech
In the 1970s, the Supreme Court held this type of speech was entitled to some constitutional protection. Beyond the need for it to be truthful, the courts also analyze regulations with an intermediate scrutiny. Commercial Speech
The act created a bipartisan administrative agency that was designed to provide expert and continuing enforcement of federal anti-trust policies and to prevent unfair competitive practices in the marketplace. The Federal Trade Commission (FTC) Act
a document sent to an individual or business to halt purportedly illegal activity and not take it up again. The FTC has the power to issue these. Cease and Desist Order
Laws enacted by both federal and state governments to promote unrestrained competition among businesses. The FTC has the power to issue these and most of them are issued in the area of consumer protection. Trade Regulation Rules
Private (civil) wrongs against persons or property Torts
Persons who are injured by the tortious act of another may file a civil suit for this kind of damages. Actual/Compensatory Damages
These kind of damages are used to punish the defendant and deter the defendant and others from repeating behavior that is particularly offensive. Punitive Damages
When both sides have presented their evidence, the greater weight of the believable evidence must be on the plaintiff's side. Preponderance of the Evidence
Types of behavior that indicate either the wrongdoer's conscious desire to cause harm or the wrongdoer's knowledge that such harm was substantially certain to result. Intentional Torts
This tort protects a person's right to be free from injurious or unpleasant physical contact with others. It is an intentional, unconsented-to touching that is harmful or offensive. Battery
This tort is designed to protect people from threats of battery. It is putting another in apprehension of an imminent threat to their physical safety. No contact is necessary. Assault
This tort protects both physical and mental interests. It is the intentional confinement of a person for an appreciable time without the person's consent. False Imprisonment
Occurs when a person substantially restricts another person's freedom of movement. A partial obstruction of a person's progress is not false imprisonment. Confinement
Substantially certain to produce severe emotional distress in a person of ordinary sensibilities. Outrageous Conduct
Written defamation. Libel
Oral defamation. Slander
When a statement exposes a person to hatred, contempt or ridicule. Defamation
False statements about the quality of a company's products or services may give rise to a cause of action. Disparagement
In U.S. law, this is a condition required to establish libel against public figures/officials and is defined as "knowledge that the information was false" or that it was published "with reckless disregard of whether it was false or not." Actual Malice
Private persons who are famous or have involved themselves in some public controversy. Public Figures
The concept that one's personal information is protected from public scrutiny. Right to Privacy
Intrusion on a person’s solitude or seclusion. Invasion of Privacy
Gives a remedy for the financial, emotional and reputational harm that can result when criminal proceedings are wrongfully brought. Malicious Prosection
Compensates for similar damages arising from wrongufully brought civil suits. Wrongful Use of Civil Proceedings
This does not require that the suit terminate in the defendant's favor or that there be no probable cause in order for the person wrongfully sued to win. Abuse of Process
Proof that the suit was brought for a key purpose other than one for which proceedings are geared is needed. It often involves cases which the person leading the suit is trying to force the defendant to take an action unrelated to the point of the suit. Abuse of Process
Any entry by a person onto land in the possession of another, unless the entry is done with the possessor's permission or is privileged. Trespass
The unlawful taking of or exercise of control over the personal property of another person. Conversion
False statements about the quality of a seller's product or services, or the seller's ownership of goods offered for sale may give rise to this tort. Tort of Disparagement
This tort seeks to shield the sanctity of private contractual bonds. One who knowingly gets a person breach a contract with another or who stops performance of another's contract may be liable in damages to the party denied of the profits of the contract. Interference with Contract
Intentional interference to drive away a person's customers or employees. Interference with Economic Expectations
An unintentional breach of duty by the defendant that results in harm to another. A plaintiff in this kind of suit must prove these to recover: (1) the defendant had a duty not to injure the plaintiff (2) the defendant breached that duty, Negligence
We must conduct ourselves like a "reasonable person of ordinary prudence in similar circumstances." Objective Standard
Generally, people who do not do what a statute requires are considered to be this because they are not acting as the "reasonable person" would. Negligent Per Se
A person is guilty of this if they expose another person to a foreseeable, unreasonable risk of harm, something the "reasonable person" would never do. Breach of Duty
The actual or direct clause—of an incredible series of losses to numerous people. Cause in Fact
The idea of placing a legal limit on the extent of a negligent person's liability. Proximate Cause
Usually, the courts say that an intervening force was this, it will not excuse the defendant from liability. Foreseeable
"The thing speaks for itself." This puts the burden on the defendant to show that the injury was not caused by their negligence. If the defendant fails to do so, they may be found liable. res ipsa loquitur
Failure of an injured plaintiff to act prudently, considered to be a contributory factor in the injury suffered, and sometimes reducing the amount recovered from the defendant. Contributory Negligence
Arises when a plaintiff knowingly and freely assumes a risk of harm linked to the negligence of the defendant. If plaintiff has taken the risk, they can't get damages for harm resulting from defendant’s conduct, even if defendant was negligent/reckless. Asssumption of Risk
This doctrine holds that even though plaintiff was negligent, they can still recover if it can be shown that the defendant had the "last clear chance" to avoid the harm. Last Clear Chance
Recently, most states have abandoned contributory negligence and last clear chance and adopted this system. This is seen as fairer because it distributes the cost of the accident according to the degree of both parties' fault. Comparative Negligence
When a defendant's behavior indicates a "conscious disregard for a known high degree of probable harm to another," the defendant is guilty of this. Recklessness
Means that a person who participates in certain kinds of activities is held responsible for any resulting harm to others, despite the use of the utmost care and caution. Strict Liability
Deals with the rules for securing and enforcing legal rights to inventions, designs, and artistic works. Intellectual Property Law
Provide their owners with the exclusive right to make, use or sell an invention or process during the patent period. It is generally effective for 20 years from the filing date. It deprives rivals of the opportunity to use the invention without consent. Patents
Under this approach, the exclusive rights over patentable subjects belong to the inventor of the product or process, rather than to the first individual to file an application. First to Invent Standard
Rewards the first person to apply for a patent, even when that person isn't the inventory. First to File Standard
This certificate doesn't entitle its holder to exclusive use of the creation, it does require all users to pay royalties to the holder if they exploit the invention. Inventory's Certificate
When a government allows someone else to produce the patented product or process without the consent of the patent owner. Compulsory Licensing
A distinctive word, name, symbol or device used by a business to distinguish its goods from those of its competitors. Trademarks
Descriptive terms that identify the businesses themselves, rather than their products or services are called this. Trade Names
A legally registered name or designation used in the manner of a trademark to distinguish an organization's services from those of its competitors. Service Mark
A trademark owner can lose its protection if the name or symbol becomes so widely used that it acquires a generic meaning. Distinctive
Bear no logical or suggestive relation to the actual characteristics of the goods. Arbitrary Terms
Suggest rather than describe the characteristics of the goods. Suggestive Terms
Describe a characteristic or ingredient of the article to which they refer. Descriptive Terms
Function as the common descriptive name of a product class. Generic Terms
Under this principle, priority ordinarily comes with earlier use of a mark in commerce. First in Time Equals First in Right
Says that priority of trademark rights in the U.S. depends solely upon priority of use in the U.S., not on priority of use anywhere in the world. Earlier use in another country usually doesn't count. Territoriality Principle
These laws shield "distinctive/famous" marks from unauthorized uses even when confusion isn't likely to occur. This is because the laws focus on shielding the investment of trademark owners, while traditional trademark laws intended to shield consumers. Trademark Dilution Laws
Prohibits the unauthorized reproducttion of creative works such as books, magazines, drawings, etc. It generally lasts for the life of the author plus 70 years, because of various amendments, the precise life of a copyright may vary. Copyrights
Occurs when a person without authorizaton reproduces, distributes, displays, or performs a copyrighted work, or prepares a derivative work based on a copyrighted work. Direct Copyright Infringment
The doctrine that brief excerpts of copyright material may, under certain circumstances, be quoted verbatim for purposes such as criticism, news reporting, teaching, and research, without the need for permission from or payment to the copyright holder. Fair Use
One who knowingly causes or materially contributes to copyright infringement, by another but who hasn't participated in the infringing acts themselves, may be held liable as a contributory infringer if they had knowledge of the infringement. Contributory Copyright Infringement
Are usually made by a firm over the course of its business life. Sometimes called know-how or propriety information, it includes secret formulas, devices, etc. It usually doesn't get legal safety unless its owner took fair precauations to keep it secret. Trade Secrets
The person who owns the intellectual property. Licensor
in return for some type of payment, the licensor permits another to produce, use or sell the intellectual property. Licensee
This clause indicates the scope of the license. It generally describes in detail what rights are to be transferred. It states whether a license is exclusive or non-exclusive. It also determines if the licensee may grant sub-licenses in the technology. Granting Clause
The licensor cannot license the technology to others in the licensee's territory. Exclusive License
The licensor can license the technology to others in their territory. Non-Exclusive License
Requires the licensee to transfer any inventions it derives from the licensed technology to the licensor. When a patent licensee improves on patented technology covered by the agreement, it must assign the new intellectual property rights to the licensor. Grant-Back Provision
Requires the licensor to supply various types of assistance throughout the life of the agreement. Technical Service Clause
When the licensed technology is a trade agreement, this clause restricts the licensee's right to disclose the information. Confidentiality Clause
While the licensee may wish to fully exploit the licensed technology throughout the world, the licensor often prefers to reserve certain markets for itself or for the other licensees. Territorial Restriction
Prevent licensees from purchasing goods, services or technology from other sources other than the licensor. These provisions sometimes prvent a licensee from developing its own technology. Requirements Clauses
Prohibits a licensee from providing goods or services that are competitive with those supplied by the licensor. Exclusive Dealings Clause
Payment is made to the legal owner of the property, patent, copyrighted work or franchise by those who wish to make use of it for the purposes of generating revenue or other such desirable activities. Royalty Payments
A legally enforceable promise or set of promises. However, not all promises are contracts. Contract
Applies to all contracts for the sale of goods. Article 2
The Code defines this on a case-by-case basis. "If a person regularly deals in the kind of goods being sold, or pretends to have some special knowledge about the goods or employs an agent in the sale who fits either of these two descriptions" Merchant
A contract that meets all the legal requirements for a contract. They are enforceable in court. Valid Contract
A contract that meets the basic legal requirements for a contract but will not be enforced due to some other legal rule. The law says some kinds of contracts must be in writing to be enforceable. Unenforceable Contract
A contract is one that may be canceled by one or both of the parties. It is enforceable against both parties unless a party with the right to cancel the contract has done so. Voidable Contract
A contract that lacks one or more of the basic requirements for a contract. Such an agreement has no legal force/effect. Void Contract
A contract where only one of the parties makes a promise. Unilateral Contract
A contract where both parties make a promise. Bilateral Contract
The status of a contract when all the parties have fully performed their duties under the contract. Executed
The status of a contract as long as it has not been fully performed. Executory
A contract where both parties have directly stated its terms at the time the contract was formed. Express Contract
A contract where the surrounding facts and circumstances indicate that an agreement has in fact been reached. Implied Contract
An obligation of one party to another imposed by law independently of an agreement between the parties. Quasi-Contract
A legal principle that a promise is enforceable by law, even if made without formal consideration, when a promisor has made a promise to a promisee who then relies on that promise to his subsequent detriment. Promissory Estoppel
A "meeting of the minds" between two parties is the main thing courts look for in deciding if parties entered into a contract. Agreement
Offer + Acceptance = Agreement
A person who has made an offer. Offeror
A party who has received an offer. Offeree
A definite proposal that is certain in its terms; and communication of the offer to the identified, prospective offeree. If any of these elements are missing, there is no offer to form the basis of a contract. Present Intent to Contract
A separate contract for the limited purpose of holding the offer open. The offeree, as with any other offer, is free to accept or reject the offer; they have simply purchased the right to accept or reject within the stated period. Option
Any attempt by the offeree to change the material terms of the offer to add significant new terms to the offer. Counteroffer
May be either expressly authorized—expressly stipulated in the offer—or impliedly authorized by the facts and circumstances surrounding the situation. Authorized Means of Communication
When an offeror specifies how acceptance should be made. Express Authorization
Acceptance by the stipulated means is effective upon dispatch. Any method other than the stipulated means does not create a contract. Stipulated Means of Communication
If no means of communication is specified, then these are generally accepted. Reasonable Means of Communication
If an authorized means of acceptance is expressly or impliedly present, any attempt by the offeree to accept in a different manner is not effective until the acceptance is actually received by the offeror. Non-Authorized Means of Communication
A person that makes a promise. Promisor
The person to whom a promise was made. Promisee
Requires a promise to pay the "price" the promisor asked for in order to gain the right to enforce the promisor's promise. Requirement of Consideration
Can have legal value if (1) the promisee does/agrees to do something they had no prior legal duty to, in exchange for the promsior's promise. (2) The promisee agrees not to do something they have a legal right to do in exchange for the promisor's promise. Consideration
Nominal Consideration
The greatest number of these cases involve contractual duties. These cases usually occur when the parties attempt to modify an existing contract but no new consideration is furnished to support the agreement to modify. Pre-Existing Duty Cases
Generally, a court will enforce a modification that is not supported by new consideration if a contracting party has run into this and it makes their performance impossible or highly impractible Unforeseeable Difficulties
a debt that is due and certain, which means there is no dispute about the existence or amount of the debt. Liquidated Debt
The general rule is that a promise to discharge this kind of debt for the part payment o the debt at or after its due date is unenforceable due to lack of consideration. Liquidated Debt
A honest dispute about the existence or amount of a debt makes the debt this. Unliquidated Debt
The legal term for settling a disputed claim. Binding Accord and Satisfaction
Agreements between a debtor and two or more creditors who agree to accept a stated percentage of their liquidated claims against the debtor at or after the due date, in full satisfaction of their claims. Compositions
Generally treated as binding on the parties to the agreement, despite the fact that doing so appears to be contrary to the general rule on liquidated debts. Compositions
Creditors usually enter these when they believe that not doing so may result in the debtor's bankruptcy, in which case they might recover a smaller % of their claims than that agreed to in the this. Compositions
Some courts and legislatures have created an exception to the past consideration rule for these. Moral Obligations
These promises are worded in a way that allows the promisor to decide whether or not to perform the promise. A bilateral agreement based on these is unenforceable due to lack of mutuality. They can't serve as consideration. Illusory Promises
The law uses this word to describe the ability to do a legally valid act. Capacity
Certain classes have this because the law sought to protect them in their contractual relations with others. Three major classes are: (1) Minors, (2) The mentally impaired and (3) Intoxicated persons. Limited Capacity
Cancel. Disaffirm
Minors can cancel their contracts, this makes it this type of contract. Voidable Contracts
The term used to describe the termination of a parent's right to receive services and wages from a child and to generally control them. Emancipation
Generally defined as those things that are essential to a minor's continued existence and general welfare. Necessaries
Even if the facts and circumstances surrounding a case indicate that the parties reached an agreement, the agreement must be this to be enforceable. Voluntary
Contracts entered into as a result of misrepresentation, fraud, duress, undue influence and certain kinds of mistakes are this. Voidable Contracts
An injured party (or parties) may cancel a contract. Rescind (Cancel)
If no performance has yet been rendered when the grounds for rescission are discovered, the injured party may notify the other party that they deny the validity of the contract. Disaffirm (Deny the Validity of)
The person who waits for an unreasonable time after discovery to complain may be held to have done this to the contract and may lose the power to rescind. Ratified (Validated)
The elements of this are ordinarily given as: misrepresentation of a material fact justifiably relied on to the detriment of (causing harm to) the person relying. Misrepresentation
Intentional misrepresentation. To prove it, one must prove all the elements of misrepresentation plus; the misrepresentation was (1) knowingly made with the (2) intent to deceive (technically called scienter). Fraud
The mental state of the defendant. Scienter
Involves misstatements about the content or legal effect of something usually contained in a form or preprinted contract. Fraud in the Execution
The basic idea is that one of the parties, by making some threat of harm, forced the other party to enter an agreement they would not otherwise have entered. Duress
Related to duress but exists only when the parties had some confidential relationship at the time. The basic idea is that the dominant person in a confidential relationship took advantage of the other party to enter into an unfavorable agreement. Undue Influence
In these cases, unlike fraud and misrepresentation cases in which the victim is also acting under a mistaken belief about the facts, the mistaken belief about the facts is not the product of a misstatement by the other party. Mistake
Are classified as mutual or unilateral, depending on whether both or only one of the parties was acting under a mistaken belief about a material fact. Mistake Cases
Even if the parties to an agreement have met every other requirement for a valid contract, their agreement is unenforceable if either its formation or its performance is illegal or contrary to the public interest. Illegality
Prohibit charging more than a stated amoutn of interest for the use of money. The penalty for violation ranges from forfeiture of excess interest, through forfeiture of all interest, to forfeiture of interest and principle, depending on the state. Usury Laws
Limits the performance of certain work and the transaction of certain business on Sunday. They vary state-to-state. Some states allow weekday "ratification" of Sunday contracts. There are some allowances to protect health/life/property. Blue/Sunday Laws
Revenue Raising Statutes
A person in a position of trust or confidence like a trustee, agent or partner. Any agreement that tends to induce a person in this position to breach their duties is illegal. Fiduciary
A provision in a contract that attempts to relieve one party to the contract from liability for the consequences of their own negligence. Exculpatory Clause
Contracts in which the only choice for one of the parties is between "adhering" to the terms dictated by the other party or not contracting at all. Contracts of Adhesion/Unconscionable Contracts
Essentially says that in some cases, the law will require more evidence (a writing) that the parties had an agreement than the oral testimony of the party claiming that a contract existed. Statute of Frauds
A situation where one person agrees to be responsible for the debts or default of another. Collateral/Guaranty Contracts
Says that the promises of those who are primarily motviated by a desire to secure some personal benefit fall outside the statute. Leading Object Doctrine
In some cases, this level of performance of a contract for the sale of land takes the contract out of the coverage of the statute of frauds. Part Performance
Says that a party cannot vary the terms of a written contract by introducing evidence of the terms allegedly agreed on prior to, or contemporaneous with the writing. Parol Evidence Rule
At the same time as. Contemporaneous
When rights under a contract are transferred. Assignment
The transfer of duties. Delegation
The person that makes an assignment. Assignor
The person who accepts an assignment. Assignee
The first assignee has priority. The American Rule
The first assignee that gives notice assignment gets priority. The English Rule
Assignors who are paid for making an assignment are potentially liable to assignees for certain: Implied Guarantees
A new, separate agreement by the promisee to release the original promisor from liability in exchange for a 3rd party's agreement to assume the promisor's duties. Novation
There are two cases of these kind of beneficiaries that have such enforcement rights: (1) Donee beneficiaries and (2) Creditor beneficiaries Third-Party Beneficiaries
If the 3rd party only incidentally benefits from the contract and was not an intended beneficiary, they are this kind of beneficiary and cannot enforce it. Incidental Beneficiary
Parties may provide that a party's duty to perform is qualified by the happening of some event. Condition
If the event must occur before a party's duty to perform arises, it is called: Condition Precedent
If the happening of a condition discharges an existing duty to perform, this is called: Condition Subsequent
If the contract calls for the parties to perform their duties at the same time, each party's duty to perform is conditioned on the other party's performance. Concurrent Conditions
Are created by oral or written statements in the contract. Express Conditions
The nature of the parties' contract may also lead the courts to imply a condition on the parties' duties of performance. Constructive (Implied) Condition
(1) Complete (2) Satisfactory performance (3) Substantial performance (4) Material breach of contract Standards of Performance
Performance that falls short of complete performance in minor respects but doesn't derive the promise of a material part of the consideration that was bargained for. Substantial Performance
A promisor is guilty of this kind of breach of contract if their performance fails to reach the degree of perfection the other party is justified in expected under the circumstances. Material Breach
If the promisor, prior to the time for performance, indicates an intent not to perform their duties under the contract, the other party may treat the contract as breached and sue for that breach immediately if they choose. Anticipatory Breach/Repudiation
When the promisor agrees to perform to the promisee's personal satisfaction in contracts involving matters of personal taste/comfort, the promisee who's honestly dissatisfied may reject the performance without liability, even if doing so is unreasonable. Personal Satisfaction Contract
Commonly require the builder to give the owner a certificate issued by a specific engineer or architect before the owner has a duty to pay the builder. Building and Construction Contracts
Contracts in which failure to perform on time is a material breach. Time is of the Essence
In the legal sense , it means "I cannot be done," not "I cannot do it." Impossibility
When unforeseeable developments make performance highly or unreasonably expensive, or of little value to the promise. Commercial Impracticability
under this doctrine, performance is excused when events occur after the formation of the contract that would make the return performance of the other party worthless to the promisor. Commercial Frustration (Frustration of Venture)
Parties who have been released from their obligations under a contract. Discharged
Since contracts are created by mutual agreement, they may also be discharged by: Mutual Agreement
Occurs when a party accepts incomplete performance without objection, knowing that the defects in performance will not be remedied. Waiver
If the parties' agreement is represented by a written instrument, a material change of the instrument by one of the parties discharges the other party. Intentional Alteration
All states statutorily establish the reasonable time within which a lawsuit must be brought. Discharge by Statute of Limitations
A party suing for breach of contract who has suffered actual losses as a result of the breach is entitled to recover these kind of damages. Compensatory Damages
In some cases, the unique circumstances of plaintiff causes harm that wouldn't usually be foreseeable as a result of the breach. Usually, such damages aren't recoverable unless defendant had reason to foresee them at the time the contract was made. Consequential Damages
Very small damages that the court may award the plaintiff when a technical breach of contract has occurred without causing any actual loss. Nominal Damages
The parties to a contract may provide in advance that a specific sum shall be recoverable if the contract is breached. Such provisions are called: Liquidated Damages Provisions
Ordinarily, these damages aren't recoverable for breach of contract. They are recoverable only when extreme circumstances justify penalizing the defendant. They are sometimes specifically authorized by statute. Punitive Damages
Plaintiffs who have been injured by a breach of contract have a duty to minimize the damages they suffer if they can do so without undue risk, expense or humiliation. Mitigate
If the legal remedies for breach of contract (usually money damages) aren't adequate to fully remedy a party's injuries, a court has the discretionary right to grant this type of remedy. Equitable Remedy
If the subject matter of a contract is unique so that a money damage award will not adequately compensate a buyer whose seller has refused to perform, a court may order the seller to complete this kind of performance. Specifically Perform
Are available when a breach of contract threatens to produce an irreparable injury. Injunctions
A court can order a party to do certain acts. Mandatory Injunction
A court can order a party to refrain from doing certain acts. Prohibitory Injunction
The transfer of ownership to tangible personal property in exchange for money, other goods or the performance of services. Sale of Goods
A bundle of rights in a piece of property in which a party may own either a equitable/legal interest. The rights may be separated and held by different parties. It may also refer to a formal document that serves as evidence of ownership. Ownership (Title)
Occurs when the surrounding circumstances make it clear that the goods are those “to which the contract refers”. Identification
In some instances, the buyer will refuse the goods, perhaps because they don't believe that they conform to the contractual specifications. Whatever the reason, if the buyer rejects tender of the goods, title will automatically be revested in the seller. Reject
"Honest in fact in the transaction concerned," and buyer has given "value" if they have given any consideration sufficient to support a simple contract. Good Faith
One who, in good faith, buys goods from a person dealing in goods of that type without knowing that the sale violates the ownership rights of any third party. A Buyer in the Ordinary Course of Business
Calls for the seller to deliver the goods free of expense and at the seller's risk to the place designated. FOB (Free on Board)
Commonly used in maritime contracts and is normally accompanied by the name of a specific vessel and port. FAS (Free Alongside)
Means that the price of the goods includes the cost of shipping and insuring them. CIF (Cost, Insurance and Freight)
The same as CIF except that the seller isn't obligated to insure the goods. C&F (Cost & Freight)
Doesn't specify a particular ship but places the expense and risk on the seller until the goods are unloaded from whatever ship is used. Ex-Ship
Places the expense and risk during shipment on the seller. If the goods fail to arrive through no fault of the seller, the seller has no further liability to the buyer. No Arrival, No Sale
The Code rules that govern risk of loss are supplemented by rules that give the parties this type of interest in the goods, which allows them to insure themselves against most of the risks they must bear. Insurable Interest
In this type of contract, the goods are delivered to the buyer primarily for resale with the understanding that the buyer has the right to return them. Sale or Return Contract
The goods are delivered to the buyer primarily for the buyer's use. Sale on Approval
Frequently a seller (a consignor) places goods in the hands of a merchant (a consignee) who has agreed to act as the seller's agent in selling the goods. Sales on Consignment/Memorandum
If there is a conflict between the express terms of the contract and previous dealings between the parties, the express terms of the contract prevail. Past Course of Dealing
These customs and practices are usually assumed by parties to a contract for goods of that type. Customs and Practices of the Trade
This means that the seller must make the goods available to the buyer. This must be done during reasonable hours and for a reasonable period of time so that the buyer can take possession of the goods. Tender of Delivery
Sellers are required to let the buyer know that the goods have been shipped. Notify
If these are the shipping terms, then the buyer must pay for the goods before inspecting them unless they are marked "Inspection Allowed." Cash on Delivery (COD)
Occurs when a buyer, after having reasonable opportunity to inspect the goods, either indicates that they will take them or fails to reject them. Acceptance of Goods
To refuse goods, the buyer must notify the seller of the rejection and specify the defect or non-conformity. Rejection of Goods
Any unit of goods that is treated by commercial usage as a single whole. Commercial Unit
If a buyer wishes to hold a seller responsible, they must give the seller this that the goods are non-conforming. Timely Notice
Under certain circumstances, a buyer is permitted to undo the acceptance. Revoke
The buyer/seller may become concerned that the other party may not be able to perform required contract obligations. If there is reasonable basis for that concern, the buyer/seller can demand this from the other party that the contract will be performed. Assurance
If the parties agree on the amount of damages that will be paid to the injured party, this amount known as: Liquidated Damages
Liability for these kinds of damages resulting from a breach of contract may also be limited or excluded by agreement. Consequential Damages
Include storage charges and sales commissions paid when the goods were resold. Incidental Damages
Include expenses the buyer incurs in receiving, inspecting, transporting and storing goods shipped by the seller that don't conform with those called for in the contract. Incidental Damages
in certain cases, an injured buyer is able to recover these kinds of damages, such as buyer's lost profits caused by the seller's breach of contract. Consequential Damages
Sometimes the goods covered by a contract are special and it isn't possible for a buyer to obtain substitute goods. Unique
The buyer can require the seller to give the buyer goods covered by the contract. Specific Performance
A person that acts for the benefit of and under the direction of another. Agent
People under the control of their employer/principal as to both the objective o their work and the means used to achieve it. Employees/Dependent Agents
are permitted to work according to their own methods. They are under the control of their principals as to the result that is to be achieved but not as to the means used to accomplish the result. Independent Contractors/Agents
Typically purchase products directly from the manufacturer and bear the risk of no sale or non-payment by the ultimate purchaser. International Distributors
One who is trusted to act in the best interests of another rather than pursuing their own interests. Fiduciary
Requires complete honesty from the agent in all dealings with the principal. Also requires either avoidance of conflicts between the interests of the agent and those of the principal or full disclosure of any such conflict to the principal. Agent's Duty of Loyalty
The duty of loyalty demands that the agent avoid this. Appearance of Impropriety
Courts make an exception when the dual agent is employed as a: Middleman
An agent acting without pay. Gratuitous Agent
If an agent mixes goods that are identical and cannot be separated—the agent bears the risk of any loss. Commingling
If an agent takes the property of the principal with the intent to deprive them of it, the agent is guilty of this crime. Embezzlement
Whether or not an agent wrongfully uses the property of the principal, the agent must return it or be liable for its value in an action for: Conversion
When an agent was the primary factor in a purchase or sale, this rule may entitle the procuring agent to their commission regardless of who eventually completes the sale. Procuring Cause Rule
Notwithstanding the agency agreement, either party generally may terminate the agency at any time, since the relationship is based on mutual consent. This gives each party this power, even if there is no contractual right to do so. Power to Terminate
Stems from the judicial reluctance to force people to continue personal relationships against their will. Agency at Will
It is one exception to the general rule that either party has the power to terminate an agency. Such an agency is irrevocable without the consent of the agent. Agency Coupled with an Interest
To avoid being bound by acts of the agent after termination, the principal must give this type of notice to those who have dealt with the former agent. Actual Notice
A type of notice sufficient for persons who may have been aware of the agency but have never formally dealt with it. Constructive Notice
When the principal specifically describes the extent of the agent's powers. Express Authority
The technical label given to an agent whose authority is in writing. Attorney-in-Fact
The authority to act for another person in specified or all legal or financial matters. Power of Attorney
The authority of an agent acting on behalf of another person or entity. The person acting with this kind of authority does what is reasonably necessary in order to effectively perform his duties. Implied Authority
Agents have implied power to act in emergencies. Inherent Agency Power
A person who acts for the principal in a number of transactions over a period of time. General Agent
Authorized by the principal to do a specific act or to handle one or a few of certain types of business transactions. Special Agent
Created by the conduct of the principal that causes a third person reasonably to believe that another has the authority to act for the principal. Apparent Authority
An agent of an agent. Subagent
Agents may delegate to employees acts for the principal that involve no judgment or discretion. Ministerial Acts
When the 3rd person knows he is dealing with an agent but doesn't know the identity of the principal. Partially Disclosed
"Let the master answer." Principals are often liable for the torts of their agents under the doctrine of: Respondeat Superior
The principal basically is liable because of its own tort. Direct Liability
May refer to an object such as a building or legal rights connected with an object. Can also refer to legal rights that have economic value but aren't connected with an object. Property
The bundle of legal rights recognized and enforced by society. Ownership of Property
The earth's crust and all things firmly attached to it. Real Property
All other objects and rights that can be owned. Perosnal Property
Personal property attached to, or used in connection with, real property in such a way as to be treated as part of the real property, it is known as a: Fixture
Has a physical existence; land, buildings and furniture are examples. Tangible Property
Property that has no physical existence; patent rights, easements and bonds are examples. Intangible Property
If property is owned by the government or a government unit, it is classified as this type of property. Public Property
If the property is owned by an individual, group of individuals, a corporation or some other business organization, it is known as: Private Property
Property whose owner intentionally places the property out of their possession with the intent to relinquish ownership of it. Abandoned property
Property where the owner didn't intend to part with possession of the property. Lost Property
Property where the owner placed the property somewhere and accidentally left it there, not intending to relinquish ownership of the property. Mislaid Property
Some states have this statute, it allows finders of property to clear their title to the property after taking steps to see whether the true owner can be located. Estray Statute
All states have these statutes that require the true ownership of property to claim it or bring a legal action to recover possession of it within a certain number of years. Statutes of limitations
A way title to personal property can be obtained. Gift
A person who receives a gift. Donee
A person who gives a gift. Donor
Title to personal property can be obtained this way. It is the intermixing of goods belonging to different owners in such a way that the goods cannot later be separated. Confusion
Title to personal property can be obtained this way. It means increasing the value of property by adding materials and/or labor. Accession
the delivery of personal property by one person (the bailor) to another person (the bailee) who accepts it and is under an express or implied agreements to return it to the bailor or to someone designated by the bailor. Bailment
The bailee is responsible for using this kind of care to protect the property during the time they have possession of it. Reasonable Care
When personal property is rented or loaned, the bailor makes this kind of warranty that there are no hidden defects in the property that make it unsafe for use. Implied Warranty
Persons who are licensed by government agencies to carry the property of anyone who requests the service. Common Carriers
Persons who carry goods only for persons selected by the carrier. Private Contract Carriers
Created by: 383604615312092
 

 



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