Business Law - EWU

Patents, trademarks, copyrights, and trade secrets are basic types of:

Intellectual property

A stipulation:

Is a condition made by the offeror about the manner in which the offer must be accepted

In terms of labor law, "garnishment":

Is a court order that makes money or property held by a debtor subject to the claim of a creditor

A teller's check:

Is a draft drawn by a bank on another bank or payable at or through a bank

A certificate of deposit:

Is an instrument containing an acknowledgement by a bank that it has received a deposit of money and a promise to repay the sum of money

The principle of first in time equals first in right:

Is bound by the territoriality principle

A subcontractor's bid:

Is considered an offer

Express authority:

Is created when the principal specifically describes the extent of the agent's powers

Compared with common law, the UCC:

Is more likely to find that parties have a contract

In general, performing a preexisting duty:

Is not consideration

A grease payment:

Is one that is made by a company toward foreign governmental officials to secure routine governmental action

An easement granted through an express agreement:

Is required to be in writing to be enforceable

A promisor who renders performance to the assignor without notice of the assignment:

Is still liable under the contract

A prospectus:

Is the basic selling document of the 1933 Act registering offering

Privity of contract:

Is the relationship between the parties in a contract

"Frustration of venture":

Is the same as "commercial frustration"

A quitclaim deed:

Is used to cure technical defect in the chain of title to property

A written stop-payment order:

Is valid for six months, and can be extended for another six months if written instructions are given by the customer

A nuncupative will:

Is valid when made by soldiers or sailors

Which of the following statements is true for assumption of risk?

It bars recovery as the plaintiff fully understands the nature and extent of the risk involved

Which of the following statements is true for consequential damages

It cannot be enforced it if it unconscionable

Which of the following statements is true for justifiable reliance?

It cannot lead to rescission of a contract if the victim was a rare of the truth

Before a corporation comes into existence:

It cannot ratify a contract made by the promoter

Which of the following statements is true about a lease?

It conveys to the tenant the exclusive right to possess property for a period of time

Which of the following is a purpose of the Magnuson-Moss Warranty Act?

It increases consumer understanding of warranties

Which of the following statements is true for consideration?

It is a legal value given in exchange for an act or promise

What is a white-collar crime?

It is a nonviolent crime committed by business persons and organizations

Which of the following is true about leases?

It is a transfer of the rights to possess and use the goods belonging to another

A treaty becomes "the supreme law of the land" when:

It is an agreement made by the president with a foreign government and two thirds of the senate ratifies it

Which of the following is true about the doctrine of res ipsa loquitur?

It is applicable to cases where the defendant has exclusive control of the thing that caused the injury, and is reluctant to disclose facts that prove liability.

When a promisor appoints another person to perform their duties under a contract:

It is called a delegation

A motion to dismiss made by the defendant is granted when:

It is clear that the plaintiff does not have a case and it would be wasteful to continue

Which of the following reasons is applicable for voiding a contract based on illegality?

It is contrary to public policy

If an instrument satisfies the formal requirements of writing, signature, unconditional order to pay, and pay ability on demand:

It is negotiable even though it is void or unenforceable for other reasons

Law may not be up to the task of forcing corporations to engage in ethical behavior for a number of reasons, including that:

It is not clear that all corporations will respond to the threat of financial penalties imposed by law

Which of the following statements about tangible property is true:

It is subject to tax in the state in which it is located.

Which of the following is true of the takings clause

It is triggered by the power of eminent domain

Which of the following is true for a contract made by a minor?

It is voidable

Which of the following statements is true of an indorsement

It makes a person liable on an instrument indorsement by him/her only if the person primarily liable on it does not pay it

Identify the correct statement about sole proprietorship

It may be operated under an assumed or trade name

To negotiate an instrument:

It must be transferred by a person other than the issuer

Which of the following is true about a contract?

It must be voluntary entered into and promise to perform a legal act

Which of the following statements is true about the ultra vires doctrine?

It permits the state attorney general to prevent enforcement of corporate contracts that extend beyond the corporation's authorized powers

Which of the following is a feature of the 14th amendment to the US Constitution

It prohibits any state from arbitrarily discriminating against persons

Which of the following is correct regarding the CISG?

It provides rues governing formation of international contracts and regulates the transfer of goods under those contracts

Which of the following statement is true of the Sarbanes-Oxley Act of 2002?

It requires foreign accounting firms to register with the Public Company Accounting Oversight Board if they audit public companies

Which of the following statements is true for a negotiable document of title?

It serves as the contract between the seller and the shipper

Which of the following is correct regarding the definition of "Merchant" by UCC?

It sometimes imposes a high standard of behavior on merchants than non-merchants

Jose gave Joon the permission to hunt on his land. While hunting, Joon discovered a Civil War-era sword half burned in the dirt. Under these circumstances:

Jose is the owner of the sword

Municipal courts are:

Known as justice of peace courts in rural areas

Which of the following would be considered nominal consideration?

$1

A contract is voidable due to:

Lack of capacity because of minority

Under revised Article 3, when multiple forgeries are made by the same wrongdoer, the customer generally cannot hold the bank responsible for paying, in good faith, any such checks after an alteration was available to the customer for a reasonable period, not exceeding:

30 calendar days

The indorserer's liability is discharged if the check is not presented within:

30 days after the date of endorsement

The time limit set by the UCC statute of limitations for contracts involving the sale of goods is:

4 years

In United Stated, private ownership of property is protected by the:

5th amendment of the Constitution

The prohibition against excessive bail and fines can be found in the :

8th amendment

In the US, the copyright period for works hires:

95 years from the first publication or 120 years from creation, whichever comes first

The difference between a regulatory and revenue-raising statute depends on:

Legislative intent

A promise exchanged fort a promise is an example of:

A bilateral contract

Which of the following is a negotiable instrument?

A check

Which of the following best describes a stale check?

A check that is more than six months old for which a bank does not owe its customer a duty to pay out of the customer's account

According to attorney-client privilege:

A client must feel free to speak fully and honestly with his attorney if the judicial system is to function effectively

The doctrine of promissory estoppel does not require:

A consideration

Under the UCC, when acceptance is made expressly conditional on agreement to new terms and the parties begin performance:

A contact is created

In an action for liability based o negligence:

A contractual relationship is involved and it does matter whether or not the buyer dealt directly with the manufacturer

Which of the following is a taxable entity?

A corporation

Identify the statement which correctly describes preferred stocks.

A corporation can buy back preferred stocks from holders if they do not wish to sell them

Under the power of judicial review:

A judge may render a legal rule unenforceable by declaring it in conflict with a constitution

The subject of misrepresentation must be:

A knowable fact

In terms of interests in real property, this is not an interest in land but a temporary right to use another's land for limited and specific purpose.

A license

Which of the following is an element of a joint venture?

A measure of proprietorship of joint control of the enterprise

Which of the following would qualify as a "Check" under the terms of the Code?

A money order

An example of intangible property would be _____.

A patent

Which of the following is true about the breach of duty?

A person is guilty of breach of duty if he or she exposes another person to a foreseeable and unreasonable risk

Title III of the Americans with Disabilities Act applies to landlords leasing:

A place of public accommodation

In an option contract:

A separate contract for the limited purpose of holding the offer open is created

Christy downloaded a music software from the Internet. Under the UCC, the soft ware is:

A service

The independent agencies often exercise _______ to gain access to witnesses and documentary evidence, as many people will not voluntarily cooperate with information requests.

A subpoena power

The primary components of the takings clause are:

A taking; for public purpose; the private property owner is entitled to just compensation

Commercial paper is:

A way to either issue immediate payment or to extend credit

A partnership agreement:

A written form is needed if it creates a partnership in excess of one year

If a business involved high risk, a single factor such as _____ will be so important as to outweigh other factors.

Limited liability

To create acceptance to an offer for a bilateral contract:

Acceptance must always be properly communicated to the offeror

____ is the legal term for settling a disputed claim.

Accord and satisfaction

General agents:

Act for the principal in a number of transactions over a period of time

Deontological theory focuses on:

Actions

____ means that a general hearing was held on the person's mental competency, and the court determined that the person was of inbound mind and appointed a guardian or conservator of the person's estate.

Adjudication

Local legislation regulating zoning and noise levels are examples of:

Administrative decision

Which of these actions are applicable under the Uniform Gifts to Minors Act?

Adults can make a gift money to minors by depositing the money with a bank in an account in the donor's name

Ali enters into a contract with Billy's Brewpub to be a bartender Ali does not know that Billy's does not have a liquor license. Under these circumstances

Ali can recover the wages for bartending before she learned of the violation

If the parties agree on the amount of damages that will be paid to the injured party, this amount is known as ______

Liquidated damages

When notice of a special meeting is defective, the defect may be cured it:

All of the directors attend the meeting

A codicil is a(n):

Amendment to a will

Which of the following is an example of advance directives?

Living will

A de facto corporation exists where:

An honest attempt was made to comply with the mandatory provisions of the corporate statue, yet the attempt still failed in some material respect

When the offeror does not specifically indicate what he/she was willing to do and what he/she wanted the offeree to agree to do in return, his/her behavior will probably be classes as:

An invitation to negotiate

The RUPA holds that property belongs to the partnership of it was transferred to:

Any partner by transfer document indicating the partner's status as a partner or otherwise indicating that a partnership exists

The "fair use" defense against copyright infringement

Applies if there are substantial differences between the copyrighted work and the derivative work

The constitutional prohibition of ex post facto laws:

Applies to statutory law

Generally accepted accounting principles:

Apply to the way business transactions should be recorded

A shareholder's function includes:

Approval of mergers or a voluntary dissolution

Trial courts differ from inferior courts in that trial courts:

Are called municipal courts in urban areas

In terms of the RUPA, when a partner dies, the surviving partners:

Are entitled to compensation for winding up the partnership business

Under Section 11(a) of the 1933 Act, accountants:

Are liable only to purchasers who relied upon the omissions or falsities in the registration statements

Partnerships:

Are not required to pay corporate franchise taxes

Nonprofit corporations:

Are similar to non taxing governmental corporations

When it comes to tax liability, LLCs:

Are taxed as partnerships

Securities sold in exempt transactions:

Are the most important 1933 Act exemptions

Administrative agencies:

Are, in theory, part of the executive branch of government, but they may also perform legislative and judicial functions

The Electronic Funds Transfer Act (EFTA) now addresses many of the issues that arise out of consumer use of EFT systems, while ____ of the Uniform Commercial Code deal/s with the funds transfers that are outside the EFTA.

Article 4A

A person may stop payment on a check:

As long as he/she is authorized to draw a check from the account in question

In a contract involving elements of both goods and services, a court will determine whether Article 2 of the UCC applies by:

Asking which element predominates

The new federal sentencing guidelines implemented as part of Sarbanes-Oxley:

Assign specific oversight responsibilities to directors

Transfer of rights is refereed to as a(n):

Assignment

In terms of a partnership at will, the partnership can be dissolved:

At any time by any partner by the notification to other partners

Under the UCC, if the contract is silent about the place of delivery, the goods are to be delivered:

At the seller's place of business

Written contracts that call for performance over a considerable period of time and this increase the risk of faulty or willfully inaccurate recollection of their terms in subsequent disputes are called:

Long-term bilateral contracts

When John, a dealer in antique furniture, stores his goods in a commercial warehouse, it is a:

Bailment for the mutual benefit of John and the storage company

To have testamentary capacity, a person must:

Be of sound mind and of legal age

____ is an example of an illegal wager.

Betting on the future performance of a stock

What is the Standard of Proof for the Government in its burden of proof in criminal cases?

Beyond a reasonable doubt

What is the burden of proof a Plaintiff has in a civil case?

Beyond a reasonable doubt

A minor's contract for necessaries is:

Binding on a quasi Contract theory

If a check drawn "Pay to the Order of Wayne Joshua" is indorsement "Wayne Joshua" by Wayne, the type of indorsement is:

Blank

What is generally required for any fundamental changes in the corporation?

Board initiative

Long-term, secured debt securities are called:

Bonds

If a drawee bank certifies a check, which of the following is/are discharged their liability on the check?

Both the drawer and the persons who previously indorsement the check

The executive branch of the Securities and Exchange Commission:

Brings enforcement actions against alleged violators of the statutes

To obtain the protection of the business judgement rules a director must meet certain requirements I arriving at his/her decisions. He/she must:

Make an informed decision; be free from conflicts of interest; and must have a rational basis for believing that the decision is in the best interests of the corporation

Section 18(a) of the 1934 Act:

Makes an accountant liable for accidental mistakes in the audit

Who among the following has a duty to inspect new, packaged goods even if they have no reason to know of a defect?

Manufacturers

Liability on a negotiable instrument:

Can arise from negligence relating to the issuance

Once a donee or creditor beneficiary has accepted the contract, the original parties:

Can cancel the contract if the original contract gives then the right to

Under the UCC, minors who disaffirm their contracts involving goods:

Can no longer reclaim those goods from innocent third parties

A seller who has voidable title:

Can pass good title to a good faith purchaser for value

A bank that knows of a customer's death

Can pay checks written by the customer for a period of 10 days

Assignees:

Can sue the promisor for nonperformance

Rocky, who was voted the most valuable player of NYU's basketball team, can:

Cannon delegate as they involved his personal skill

An American university professor derives a new formula which explains a fundamental principle of nature. In the US, this formula:

Cannot be patented

A director:

Cannot be removed from office by shareholders without any cause

"COD" stands for:

Cash on delivery

A check on which a bank is both the drawer and the drawee is a:

Cashier's check

The most popular type of statutes limiting directors' liabilities for breach of the duty of care are:

Charter option statutes

If a person carelessly runs a car into yours, the person has committed:

Civil tort of negligence

A contract for the payment of money which also serves as a substitute for money payable immediately is a:

Commercial paper

What body of law can supplement UCC Article 2 of the sale of goods?

Common Law

If a corporation has only one type of stock, it is:

Common stock

An award for loss in value of a promised performance is:

Compensatory

A commercial unit is:

Comprised of any unit of goods, even set of articles that is treated by commercial usage as a single whole

When a payment is tendered by check, the payment is:

Conditional

Conditions in contracts:

Conditions in contracts:

These result from a breach of contract and may also be limited or excluded by an agreement

Consequential damages

Legal value, bargained for and given in exchange for an act or promise is called _____

Consideration

The work product privilege:

Considers a lawyer to be an officer of the court who is bound to work for the advancement of justice while faithfully protecting the rightful interests of his clients

Tony contracted to buy wheat from farmer Brown. It was contracted that Tony would pay farmer Brown, three days after the delivery of the wheat. Brown's delivery would be a _____ of Tony's duty to pay

Constructive condition precedent

Which of the following contracts can be assigned?

Contracts promising to deliver goods

Contracts that are required to be in writing by the statute of frauds are:

Contracts transferring an interest in land

If Nancy steps into the path of George's speeding car without checking to see whether any care are coming, her ____ would prevent her from receiving damages for her injuries from George.

Contributory Negligence

A warranty deed:

Conveys title and guarantees to make good any defects in the title

The unauthorized reproduction of creative works is prohibited by a(n):

Copyright

Which form of business organization most limits personal liability for its shareholders?

Corporation

Common Law arises when:

Courts are called upon to resolve disputes for which there is no statute or other source of law establishing a rule

"Mens rea" means:

Criminal intent

One distinction between civil law and criminal law is:

Criminal law is concerned with breaches of duty to society at large

To recover in a negligence suit, plaintiff must prove that the:

Defendant's breach of duty was the proximate cause of the plaintiff's injuries

Which of the following must be present for an offer to have legal effect?

Definiteness

Which of the following states has traditionally been considered attractive for incorporation?

Delaware

A patent:

Deprives competitors of the opportunity to use the invention without the patent holder's consent Deprives competitors of the opportunity to use the invention without the patent holder's consent

A restraint that is merely ancillary to a contract may be legal if it is:

Designed to protect interests created by the contract

All of the following will automatically terminate an offer, except:

Disappearance of a party

If a partner retires before the completion of the partnership, it is called a:

Dissociation

When a general sells his/her partnership interests, the purchaser:

Does not become a partner until he/she is unanimously accepted by the other partners.

The Restatement approach to third-party negligence suits against accountants:

Does not protect the typical investor who was unknown to the accountant and his/her client when the financial statements were prepared

A municipal corporation:

Does not seek to make a profit

The term delegation refers to the transfer of:

Duties

A person may have the right to use the land of another person but no to actually occupy it on a long-term basis. This is known as a(n):

Easement

Which of the following statements is true of wire transfers?

Electronic funds transfers between business and financial institutions are generally referred to as wholesale wire transfers

A qualifies indorsement:

Eliminates the contractual liability of the indorser

When a contracting party runs into unforeseeable difficulties that make his/her performance impossible, courts will:

Enforce a modification in the interest of fairness

When an incomplete instrument is completed after it has left the drawer's hands, a holder in due course can:

Enforce it as completed

The following arises through the sale of ownership interests in the business in the form of shares of corporate stock.

Equity securities

The bylaws of a corporation:

Establish rules for the conduct of internal affairs

According to the LMRA, which of the following is an example of unfair labor practices by the employer?

Establishing or dominating a labor union

Flood-related damage to property is an example of a(n):

Excluded peril

The power of the states to regulate is:

Exclusive in the domain of intrastate commerce

If a person wanted to make a change to their will, the person can do so by:

Executing a codicil

In a conflict between the express therms of the contract and trade usage:

Express terms prevail

The acceptor's obligation:

Extends to a person entitled to enforce the draft

Under RICO, _____ is considered racketeering activity.

Extortion

Which of the following is an independent agency

FCC

The Equal Pay Act of 1963 was passed as an amendment to the:

Fair Labor Standards Act

According to the leading object doctrine, promises of third parties to a contract who are primarily motivated by a desire to secure some personal benefit:

Fall outside the scope of the statute of frauds

The basic land ownership interest in the United States is:

Fee simple

The formation of a general partnership requires:

Filing appropriate paperwork with the Secretary of State

The federal government has the exclusive right to regulate all ____ of the US

Foreign commerce

All the elements of misrepresentation, and the fact that the misrepresentation was knowingly made with the intent to deceive, have to be established to prove _____

Fraud

"Caveat Emptor" is the basic principle of?

Fraud by Silence

In a shipment contract, "FOB" stands for _____:

Free on Board

Ratification may be inferred by a court:

From the fact that the principal accepted the benefits of an unauthorized contract

Courts are unwilling to provide trademark protection to a term if it is:

Generic

____ means "honesty in fact in the transaction concerned".

Good Faith

A person who s secondarily liable is like a(n):

Guarantor on a contract

Hans bought a stylish sports car when he was 15. Two weeks after he turned 18, he sold the car to his neighbor. In this scenario:

Hans cannot disaffirm the contract because he sold the car

The vice president of a corporation:

Has no authority by virtue of that office

District courts:

Have both fact-binding (by the judge or jury) and law-finding (by the judge) functions

Under a comparative negligence system, if Chez is responsible for 40% of this injuries:

He could recover 60% of his damages

If a buyer becomes concerned that the seller may not be able to perform required contract obligations:

He may demand assurance fro the other party that the contract will be performed

____ generally require that the insured pay a deductible each year before the insurer's payment obligation begins.

Health insurance policies

A corporate manager looking for ethical guidance that neither the law nor social norms account for must rely on:

His/her individual conscience

A will, might be recognized by the state even if it does not meet the formalities required by law, if it is a:

Holographic will

A contract between an employer and the union, which requires the employer to refrain from dealing in the products of another employer who is considered to be unfair to the union, is called a:

Hot-cargo agreement

An investment contract:

May be defined as an investment of money in a common enterprise with an expectation of profits from the efforts of others

An instrument payable to cash:

May be negotiated by transfer of possession alone

When a minor reaches the age of majority, he/she:

May disaffirm a contract for a reasonable time after reaching majority

When an buyer breaches a sales contract and the seller resells the goods, and makes a profit from the resale, the seller:

May keep the profits

Under the implied warranty of quiet enjoyment, a landlord:

May not enter the leased property during the term of the lease

Under the Balancing Approach, the third party:

May recover if determinative factors make liability desirable

Once a party has waived rights to a portion of a contract that has not yet been performed, that party:

May retract the wavier by giving reasonable notice

An employee appointed writhing an organization to settle disputes is called a(n):

Mediator

Which of the following is true of an LLC?

Members of an LLC often share management power

George rented a car from RentaCar Co. When he returned the car to RentaCar Co., he forgot to retrieve his wallet from the glove compartment. What is the status of the wallet?

Mislaid

A person who is induced to enter a contract by the misrepresentation of an agent has the same remedies as if he had contracted with any person who made a ____.

Misrepresentation

Section 11(a) imposes liability on accountants for:

Misstatements or omissions of material facts furnished in registration statements

It is unlikely that greater control by shareholders will lead to greater corporate social responsibility because:

Most shareholders are motivated by maximizing profits and are unlikely to approve corporate actions contrary to that end

If there is no agreement between the parties for delivery to happen in installments, then all the goods:

Must be delivered to the buyer in a single delivery

A negotiable instrument:

Must be payable "to order" or "to bearer"

In a FAS contract, the seller:

Must deliver the goods alongside the vessel at his own risk and expense

The "execution of a will":

Must strictly meet all the formalities required by state of law, or it is void

Which of the following statements is true about apparent authority?

If a third part justifiably believed the agent has authority, the agent's authority would be apparent

To be enforceable, most states require that a lease must be in writing:

If it is for a term of more than one year from the date it is made

The offeree may accept an offer within a reasonable time by any reasonable means of communication:

If the offer merely suggests a method or place of communication or is silent on these points

An acceptable is effective as soon as it is dispatched

If the offeree uses any authorized or a stipulated means of communication

In the states that recognize holographic wills, such as wills will be valid:

If they are in the handwriting of the testator

Exculpatory clauses are generally unenforceable:

If they seek to avoid charges of fraud and willful misconduct

Which of the following is worded in a way that allows the promisor to decide whether or not to perform the promise?

Illusory promises

The foreign corrupt practices act (FCPA):

Imposes record-keeping and internal-controls requirements on any corporation whose shares are privately traded in the US

The terms of the contract of the parties to a negotiable instrument are set out:

In Article 3 of the UCC

One difference between fraud and misrepresentation is that:

In fraud cases, the injured party has the additional option of suing in a tort action for the resulting damages

The court is most likely to find a disclaimer of warranty unconscionable:

In the case of a personally consumer

Under both the UCC and common law, the acceptance cannot materially vary from the offer:

In the sale of real estate, services, and in sale of goods when forms are not exchanged

______ includes storage charges and sales commissions

Incidental damages

The duty of an insurance company to its insured to?

Indemnify and Defend

Which of the following statements is true about patent infringement in the US?

Infringement does not occur when a product patented in the US is made and sold in another country

Which of the following would terminate an offer without notice to the offeree?

Insanity of either party

A director of a corporation has the right to:

Inspect the corporate books and records

An important distinction between valid insurance contracts and wagering contracts is that:

Insurance contracts transfer existing risks while wagering contracts create new ones

Homeowner's insurance policies:

Insure both the insured's dwelling and the personal property located on the real property

____ is/are essential to a minor's continued existence and general welfare.

Necessaries

Under section 2-209 of the UCC, agreements to modify existing contracts for the sale of goods:

Need no new consideration to be binding

Max has the right to have his neighbor refrain from erecting a building on his property that would cut off light and air from his building. This is an example of a(n):

Negative easement

____ is an unintentional breach of duty by the defendant that results in harm to another.

Negligence

Jose, a migrant worker who loved in a mobile home with six other workers, died in a fire in the home. The smoke alarm did not go off, and he was trapped in the bedroom. The state had a law that required dwellings to be equipped with smoke detectors and that they be maintained. Jose's widow can sue the owner of the mobile home under _______.

Negligence per se

The transfer of possession (whether voluntary or involuntary) of a negotiable instrument by a person (other than the issuer) to another person who becomes its holder is known as ___.

Negotiation

Average investors who can offer and sell the securities they own, and yet avoid the need to have the issuer register the securities are called ____.

Nonissuers

When parties to an oral contract have both fully performed their obligations under the contract, the parties are:

Not allowed to rescind the contract

One of the factors considered in determining the state statute to be constitutional and allow the states to regulate aspects of interstate commerce that have not been preempted by the federal Government is that the state statute must:

Not discriminate in favor of local interests and against out-of-state interests

Polly promises to pay city council member Smith $500 to show up for the weekly council meetings. Polly's promise is:

Not supported by consideration

Short-term debt instruments are called:

Notes

To reject goods, the buyer must:

Notify the seller of the rejection

Massachusetts courts require that the parties expressly create a(n) ____ before a corporation can be held liable for preincorporation contracts.

Novation

Which of the following is not covered. By property insurance contracts?

Nuclear contamination

Consequential damages:

Occur when the special circumstances of the plaintiff cause him to suffer losses that would not ordinarily be foreseeable as a result of breach

Kyle offered to sell Pam 500 television sets. Kyle is the:

Offeror

Which of the following statements is true about the UCC?

One of the purposes of UCC was to promote fair dealing and higher standards of behavior in the marketplace

Vacancies on the board can be filled:

Only by a vote of the shareholders

One can become a shareholder:

Only by subscribing to shares that are being issued by an existing corporation

If an instrument is payable to the order of a specific payee, it is called a(n):

Order paper

The statute that requires the true owner of property to Liam it or bring a legal action to recover possession of it within a certain number of years after it has been mislaid is the ____.

Ownership statute

The value assigned to shares in the articles of incorporation is referred to as:

Par value

If a landlord and a tenant agree that the tenant will pay rent at regular intervals such as month-to-month basis, the agreement is a ____

Periodic tenancy

"Domicile" refers to a person's

Permanent home

Which of the following statements is true?

Persians service contracts are the only contracts which terminate with the promisor's death

Which of the following is an example of scienter

Plaintiff knowingly making a misstatement to a defendant who was likely to rely on it

What stage of a case comes third?

Pleadings

In an insurance contract, the payment of consideration is called a(n):

Premium

Children, born or adopted after a will has been executed are called:

Pretermitted children

OSHA imposes on employers a general duty to:

Prevent workplace hazards that may cause death or serious injury

In a return contract, goods are delivered to buyers:

Primarily for resale

The employment retirement income security act of 1974:

Primarily regulates the management and vesting of established plans

_____ is an important securities exemption

Private offering

The "dormant" commerce clause limits the authority of the states to interfere with the flow of inter estate commerce by:

Prohibiting state laws that openly discriminate against interstate commerce

The URLTA:

Prohibits the inclusion of clauses by which the tenant supposedly agrees to pay the landlord's attorney's fees in an action to enforce the lease.

A two-party instrument is which one person makes an unconditional promise in writing to pay another person, with or without interest, either on demand or at a specified, future time is a:

Promissory note

Which of the following is an example of a community property?

Property acquired during the marriage through a spouse's industry or efforts

Trademark dilution laws:

Protect "distinctive" or "famous" marks from unauthorized uses even when confusion is not likely to occur

Implied warranties:

Protect the buyer in ownership of the goods bought

Regulatory statutes are designed primarily to:

Protect the public

The Family and Medical Leave Act:

Provides job security to employees with serious health conditions

Delegations can be prohibited by:

Public policy

The objective of providing remedies for breach of a sales contract is to:

Put the injured person in the same position as if the contract has been preformed

If an oral contract has been declared by the court, yet one of the parties has rendered some performance under the contract that conferred benefits on the other party, he/she can recover the reasonable value of the performance in:

Quasi contract

A ____ is a majority of the number of directors fixed by the articles or bylaws.

Quorum

What is the term used for the willingness of adults who indicate an intent to be bound by contracts entered while still minors?

Ratification

____ releases the partner from liability for having exceeded his/her authority and binds the partnership to the contract as if it had been authorized all along.

Ratification

If the governmental action as a reasonable relationship to the achievement of a legitimate purpose, it is declared constitutional under:

Rational basis analysis

If a partner assigned his/her partnership interest to a creditor, the creditor is entitles to:

Receive that partner's share of the profits

Which of the following is not required to be in a contract

Reconciliation

Scienter:

Refers to the metal state of the defendant

A director or officer will be held to have failed to act with due care and diligence if he/she:

Relies on the opinions or statements of others

____ us remedy the tenant has for breach of implied warranty of habitability

Rent abatement

Statutes or ordinances designed to prevent abuse of security deposits by landlords:

Require that the security deposit be refundable

A "yellow-dog contract":

Required a worker taking a job to promise not to join a union.

The Securities Act of 1933:

Requires tat issuers selling securities make necessary disclosures at the time the issuer sells the securities to the public

Intentional misrepresentation:

Requires that the misrepresentation be made by using a threat

The coinsurance clause:

Requires the insured to insure the property to at least 80 percent of its fair market value in order to fully recover the value of partial losses

Which of the following is a remedy for fraud?

Rescission of the contract by the buyer

The partnership is liable for torts committed by any partner of the firm while engaged in partnership business under the doctrine of:

Respondeat superior

An indorsement that specifics the purpose of the indorsement or specifies the use to be made of the instrument is a:

Restrictive indorsement

Generally, the role of appellate courts is to:

Review the proceeding in the trial court and correct legal errors made by the trial judge

What is the statutory code governs criminal law in WA?

Revised Code of Washington

Which of the following is an example of procedural law?

Rules as to how a courts decision is to be enforce

In a(n) _____, shareholders directly report their share of the corporation's losses on earnings on their individual tax returns.

S corporation

Article 2 of the UCC applies to all contracts for the:

Sale of goods

The responsible corporate officer doctrine:

Says that corporate officials have no liability if they have no knowledge of the activities in question

A showing of fraud requires:

Scienter

Which of the following is an element of fraud?

Scienter

Which of the following likely would disqualify the definition of "public use" under the government's power of eminent domain?

Seizure of private land by the government to build a public road

"Piercing the corporate veil" implies that:

Shareholders have no liability to prevent unfair results

Liability on negotiable instruments flows from:

Signatures on the instruments

A ____ provides the greatest ease of management.

Sole proprietorship

Quid pro quo harassment involves:

Some express or implied connection between the employee's submission to sexually oriented behavior and job benefits

Forbearance accrues when

Someone promises not to file a legal suit in exchange for a promise to pay a certain sum of money or some other consideration

An indorsement that contains the signature of the indorsement along with the words indicating to whom, or to whose order, the instrument is payable is a ___.

Special indorsement

Which of the following courts do not hear criminal cases in WA St.

Spokane County Civil District Court

Under the equal protection clause:

States are prohibited from arbitrarily discriminating against persons

The time required for notice of postdated checks are similar to those required for:

Stop-payment orders

Commercial speech, under the 1st amendment, is:

Subject to intermediate scrutiny unlike political speech

The Sarbanes-Oxley Act:

Substantially increases the penalties for corporate wrongdoing

The freedom of speech granted by the U.S. Constitution is an example of:

Substantive Law

If a professor charges extra fees to take a regularly class, it would not be taken as a consideration because:

Such an act would violate the preexisting duty rule

The UCC defines "goods" as:

Tangible personal property

Under article 2 of the UCC, in which of the following cases is the seller a "merchant"?

Tec-E, a software company, contracts to sell a database program to a local NPO

A ____ occurs when property is leased for an indefinite period of time and either party may choose to conclude the tenancy at any time.

Tenancy at will

If the landlord and the tenant agree on a specific duration of the lease and fix the date on which the tenancy will end, it is a:

Tenancy for a term

Under condominium ownership, a purchaser takes title to his/her individual unit and becomes a _____ with other unit owners in shared facilities.

Tenant in common

Which of the following implies that the seller must make the goods available to the buyer during reasonable hours and for a reasonable period of time so that they buyer can take possession of the goods?

Tender of delivery

If a Bailee misdelivers the bailed property at the termination of the bailment

The Bailee is liable to the bailor

Advertisements are regulated outside of contract law by:

The Federal Trade Commission

Under general incorporation laws:

The Secretary of State has to issue a certificate of incorporation

Which of the following statements is true?

The Securities Exchange Act of 1934 requires periodic disclosures from issuers of securities

Ratification releases:

The agent from liability

An agent possesses implied authority when:

The agent is required to safeguard the property interests of the principal due to an emergency

For ratification to be effective:

The agent or purported agent must have acted on behalf of the principal

Harold makes an oral agreement to purchase Tina's boat for $700. Under the UCC:

The agreement is barred by the statute of frauds

A liquidated damages provision will be enforced only when:

The amount specified is reasonable and actual damages would be difficult to determine

As a general rule, if an applicant suffers a loss after applying but enforce the insurer formally accepts the application:

The applicant must bear the loss

Jurisdiction is defines as:

The authority of a court to hear a case and render a binding decision on it

If a bank receives a properly drawn and payable check, there are sufficient funds to cover the check, and the bank wrongfully dishonors the check:

The bank may be liable to the drawer for actual and consequential damages suffered by the drawer.

A seller may resell the goods when:

The buyer breaches the contract and the seller has possessions of the goods

When goods are shipped COD:

The buyer must pay for them before inspecting them

Who is primarily liable on a certified check?

The certifying drawee bank

Which of the following prohibits the federal government from depriving any person "of life, liberty, or property, without due process of law"

The commerce clause

If there is no UCC rule governing a particular contract problem:

The common law is applicable

Which of the following concerning 'pleadings' is true?

The complaint, answer and reply inform the parties of each other's claims and form the basis for a trial

For an assigned claim to be valid:

The contract must not be illegal or known by the assignor to be voidable

In the case of a taking, just compensation is defined as:

The current fair market value is the property involved in the taking

Under the Revised Article 3 rules for beneficiaries in the event of a breach of transfer warranty:

The damages recoverable may not be more than the amount of the instrument plus expenses and loss of interest incurred as a result of the breach

Which of the following sources govern(s) the relationship between the depositor and the drawee bank?

The deposit agreement and Articles 3 and 4 of the UCC

According to the MBCA, which of the following may be included in the articles of incorporation

The duration of the corporation

Under workers' compensation:

The employer is liable for injuries occurring within the scope of employment without regard to fault

Which of the following is true about building and construction contracts?

The engineer's or architects certificates, which are often issued at each stage of completion, indicate that the work is done to the satisfaction of the architect or engineer.

Open policies allow the insured to recover:

The fair market value of the property at the time it was destroyed, up to the limits stated in the policy

Which of the following statements is true with regard to the possessions of a wild animal?

The first person to take possession of a wild animal its ownership rights.

The regulatory agency "capture" usually occurs through:

The frequent exchange of personnel between a governmental agency and the industry it was intended to regulate

Negligent persons are generally held jointly liable (along with the negligent physician) for negligent medical care their victims receive for their injuries. This is true according to:

The general causation rules

Which of the following is a test of merchantability for all sales contracts?

The goods conform to any promises or statements fo fact made on the container or label

The adversary system is characterized by:

The idea that ultimate truth and justice will prevail if each party to a dispute is represented by competent attorneys providing the strongest possible representation

If an order instrument is transferred without indorsement:

The instrument has not been negotiated

Life insurance proceeds are usually controlled by:

The insured's designation of beneficiaries

In an argument between two parties, if the facts indicate that a term was left out because the parties were unable to reach an agreement about it, it would probably mean that:

The intent to contract is absent, and no contract was created

Some of the problems raised by corporate reward structures include:

The interests of managers always being aligned with the long-range interests of the company

The test of an agent's implied authority is:

The justifiable belief of the agent

Which of the following is true of the article of the UCC that deal with the law of commercial paper?

The law of commercial paper is covered in Article 3 and Article 4 of the Uniform Commercial Code

"Testamentary capacity" refers to:

The legal capacity to make a valid will

When a warranty covers the future performance of goods, the breach occurs:

The moment the buyer discovers the defect in the product

In which of the following situation a party's duty to perform cannot be discharged?

The non occurrence of a condition subsequent

Under the UCC, if the parties are both merchants, additional terms in the offeree's form may be included in the agreement unless:

The offer expressly limited acceptance to its own terms

Beck tells his mom that he is thinking of selling his vintage coupe to his neighbor, Sam, for $100. Beck's mom calls Sam and tells him about her conversation with Beck. Sam then calls Beck and tells him that he accepts his offer. Under these circumstances:

The offer has not been communicated

In an unilateral contract, the offer is accepted when:

The offeree performs the request act

Which of the following is true of a partner's right to compensation?

The partners may agree that one or more of then is to be paid a salary in addition to sharing in profits

In duress, there is no voluntary consent if"

The plaintiff's free will has been overcome

Which of the following if included in the 5th amendment?

The prohibition against double jeopardy

In a de jury corporation:

The promoters have substantially compiled with all mandatory provisions

One of the principal regulatory components of the 1933 Act is ___.

The prospectus

Rule 10b-5 prohibits any person from making a misstatement or omission of a material fact in connection with:

The purchase or sale of any security

In life insurance contracts:

The rate of the premiums to be paid depends on the face value of the policy

The difference between duress and undue influence is:

The relationship between the parties at the time of the contract

When a contract merely requires the seller to ship the goods, title passes to the buyer when:

The seller delivers the goods to the carriers

The creation of an express warranty depends on:

The seller's statement becoming part of the bargain

Who is considered the owner of the corporation?

The shareholders

The test of an agent's express authority is:

The specific language the principal used in granting the authority

All business corporations derive their existence from:

The state in which they are incorporated

Constructive eviction is an unattractive option for some tenants because:

The tenant is required to vacate the leased premises

In addition to demonstrating actual emotional distress, if a third party wants to recover for negligent infliction of emotional distress, the plaintiff must show that:

The third party actually witnessed the injury when it occurred.

An agent will be relieved from liability for representations in excess of the agent's authority if:

The third party knows that the agent is acting in excess of his authority

Which of the following statements is true of negligence by an accountant?

The traditional defenses of contributory negligence and comparative negligence can apply in a negligence action against an accountant

In which of the following ways can insanity affect a criminal trial?

The trial may be delayed until the defendant regains sanity

A full warranty means:

The warrantor will fix or replace any defective product free of charge

If a party of a divisible contract is illegal:

The whole contract is still enforceable

A partner has express authority to do whatever he/she is authorized to do by:

The written articles of partnership

Fixtures are items of personal property which may be treated as a part of real property because of:

Their attachment to that real property

Under the near privity approach, accountants may be liable in negligence to third parties when:

There has been some conduct on the part of the accountant linking him/her to the third party that evidences the accountant's understanding of the third party's reliance

Which of the following is true for a close corporation?

There is no established market or the stock

Identify the remedy used in cases involving wagering statues.

There is no remedy in such cases

Identify the true statement regarding collateral contracts.

They are covered by the statute of frauds

Which of the following is true for employment contracts?

They are nonassignable

Which of the following statements about debt securities it true?

They arise in the form of notes, debentures, or bonds

Generally, employers covered under the FLSA are:

Those engaged in interstate commerce

According to the SEC, per se fraudulent statements include:

Those that tout securities and make unreasonable forecasts

A collateral contract involved:

Three parties and two promises, one of which is conditional

A draft is a:

Three-party instrument

Under the UCC's "battle of the forms":

Timely expression of acceptances creates a contact even it it includes terms that are different from those stated in the offer

Which of the following implied warranties addresses the status of the ownership of goods?

Title

The obligation of the maker is owed:

To a person entitled to enforce the instrument

Which of the following is a basic purpose for making exceptions to the UCC's general rules on titles and third parties?

To protect those who innocently buy from merchants, thereby promoting confidence in such commercial transactions

When a tenant attaches personal property to leased premises for the purpose of carrying on his/her business, it is called a(n):

Trade fixture

A distinctive word, name, symbol, or device used by a business to distinguish its goods from those of its competitors is called a ______

Trademarks

The ____ binds the corporation on receipts, checks, and endorsements.

Treasurer

The near privity approach was adopted by courts in contrast to the strict privity rule of the :

Ultramares approach

To act contrary to a partnership agreement:

Unanimous agreement is required

Dexter Hemingway is the CEO and Todd Bradley is the CFO of Maxwell Inc. Unknowingly, both signed the financial report for the year 2006-07, which was later found to be fraudulent and misleading. Can they be held liable for punishment

Under the Sarbanes-Oxley Act, both of them must reimburse the company

Which of the following is true of a joint will

Underlying a joint will is an agreement on a common plan

Oral contracts that come under the provisions of the statute of frauds are:

Unenforceable

Under the UCC, if the regional agreement requires any modification to be in writing, an oral modification is:

Unenforceable

Jane tells Mark, she would pay him $50 if Mark finds her lost bad. This is an example of a:

Unilateral contract

Which of the following is not an element of negligence?

Unlawful entry

Under the MBCA, a corporation does not need shareholder approval to purchase securities out of:

Unrestricted earned surplus

Ben makes an agreement with Bob for Bob to steal Professor Smith's laptop computer. The agreement between Ben and Bob is:

Void

If a court later finds that a person lacked mental capacity at the time a contract was entered into, that contract is:

Voidable

A partnership is a:

Voluntary and consensual association involving two or more persons

A buyer who rejects thunder of goods:

Wests the title back in the seller

Which of the following statements is true about exculpatory clauses?

When an exculpatory clause is enforced, it can effectively a party of liability for his own negligence.

In which of the following situations can a party's duty to perform be discharged?

When something that is essential to the promisor's performance is destroyed through no fault of the promisor but its substitute is available

Apparent authority may exist:

When the conduct of the principal causes a third person reasonably to believe that another has the authority to act for the principal

A breach of warranty is normally considered to have occurred:

When the goods are delivered to the buyer

Under the UCC, a sales contract can be created:

When the offeror forms subjective intent to contract

What is a bench trial?

Where the judge makes the factual determinations in a case

The same statement regarding a product might be interpreted as either an opinion or an express warranty depending on:

Whether the contract contains a disclaimer

To determine whether the offeror has created a present intent to contract, courts consider:

Whether the offeror has communicated it to the offeree

Disenfranchisement refers to the loss of the right to vote:

Which might result from the conviction of a felony

Under the Sarbanes-Oxley Act of 2002:

Whistleblowers are offered legal protection

Under the Uniform Arbitration Act, a court,

Will not review the wisdom or decision of the arbitrator

Under the UCC, a lawsuit for a breach of a sales contract must be filed:

Within 4 years after the breach occurs

In terms of workers' compensation:

Work-related injuries" implies injuries arising our of employment or those which are related to the type of employment involved.

The primary ways a case can be appealed to the Supreme Court is through a:

Writ of certiorari