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Marvin is an employee of Wild Thing Farms. Marvin finds out that the head of Wild Thing Farms is illegally importing endangered animals to sell as pets. If Marvin reports his employer's illegal activities he will probably be protected from retaliatory discharge by

whistleblower statutes

An electronic contract (e-contract) must meet same basic requirements (e.g. agreement, consideration, capacity, legality) as a paper contract. Select one: True False

True

An integration clause will usually block parol evidence being admitted regarding a contract. Select one: True False

True

Principal's Remedies

1. Damages from Agent 2. Profits Agent has made 3. Rescind of Transaction

Types of Patents:

1. Design 2. Plant 3. Utility 4. Provisional

The United States Supreme Court has held that zoning is a constitutional exercise of the government's police powers. a. True b. False

a. True

LLPs must be formed and operated in compliance with federal law. a. True b. False

b. False

Upon dissolution of an LLC, all assets must be sold immediately. a. True b. False

b. False

Alf rents an apartment. The lease does not specify how long it will last, but it does specify that Alf must pay rent every month. Alf has

a periodic tenancy

Tomato Farms (TF) offers to sell Unified Grocers, Inc., a boxcar load of tomatoes. The offer is sent via overnight delivery because an acceptance is required urgently. It would be most reasonable for Unified to accept via

a fax sent to TF as soon as the offer is received

Mary promises to pay her assistant Ned $10,000 in consideration of the services he provided over the years. Mary never pays Ned. Mary is

not liable, because the consideration is in the past.

requirements for a patent

novel, useful, non-obvious

Title VII of the Civil Rights Act of 1964

prohibits employers from discriminating on the basis of sex, race, color, religion, or national origin

Limited liability limited partnership

the general partner is not personally liable for the debts of the partnership

Bakri owns a house. In the house, on a tile floor is a throw rug. Most likely to meet the definition of a fixture is

the tile floor.

jackie hires charles to lay new carpet in her bedroom. charles does such a bad job, that the only way to fix the carpet is to start over and relay the carpet. which of the following best describes this situation

this is a material breach. jackie owes nothing to charles

a court may, at times, discharge a party who has not performed

true

Madrid Agreement

-any trademark registered with the international registry is valid in all signatory countries

Equal Pay Act

Federal law that requires the same pay for male and female workers who perform the same work

The United States taxes each barrel of imported oil at a flat rate. This

a tariff.

The U.S. corporation Fun Toys, Inc. sets up a firm in China. The parent company remains in the United States and retains complete ownership of the China branch as well as complete authority and control over all phases of the operation. This is

a wholly owned subsidiary

Select the two most common committees formed by large boards of publicly traded companies. a. Audit committee b. Banking committee c. Computing committee d. Debt committee e. Executive committee

a. Audit committee e. Executive committee

Select two other types of debt that a corporation may have in addition to debt securities. a. Accounts uncollectible. b. Notes receivable. c. Notes payable. d. Accounts receivable. e. Accounts payable.

c. Notes payable. e. Accounts payable.

Constructive delivery is always necessary for intangible property such as: a. a diamond ring. b. a shirt. c. stocks. d. cards.

c. stocks.

most contracts are discharged by mutual agreement

false

National Labor Relations Board (NLRB)

-Enforces the National Labor Relations Act (NLRA) -Generally, the act gives employees the right to organize and to bargain collectively with their employers (or not to do so) through representatives of their own choosing -Unfair labor practices are filed against employer and union

Proving Infringement

-The infringer actually copied the work or -The infringer had access to the original and the two works were substantially similar

Sexual Orientation and Gender Identity and Expression

-Unconstitutional to withhold federal benefits from same sex married couples -The EEOC ruled that discriminating against someone for being transgender is a violation of Title VII

retaliation for whistleblowing

-illegal in all 50 states; federal and state statues protects them -Common law typically prohibits the discharge of employees who report illegal activity that relates to their own jobs

Living Organisms

-in 1980, the Supreme Court ruled that these could be patented -bacteria and other living organisms can be patented if they are different from anything found in nature and are a product of human ingenuity -those challenging the patent argued that living things could not be patented

Creating an Agency Relationship

-relationship in which the agent agrees to perform a task for, and under the control of, the principal -consent, control, and a fiduciary relationship are required

Paris Convention for the Protection of Industrial Property

-requires each member country to accept and recognize all patent and trademark applications filed with it by anyone who lives in any member country

Servant and Master

-servant does not mean butler or maid, it means that the principal has control over the agent's work (employees are always servants) -master is the principal or the one in control

Trademark Law Treaty

-simplifies and harmonizes the process of applying for trademarks around the world

Three steps of a disparate treatment case under the ADEA:

1. Plaintiff must show that hes 40 or older, suffered an action, was qualified for the job, replaced by younger person 2. Employer must present evidence that the decision was legit 3. Plaintiff must show that the reasons are a pretext, and the employer intentionally discriminated

National Labor Relations Board

Hostile Work Environment (ADA)

-Entitled to recovery under ADA if she is subjected to a hostile work environment because of disability

Amendments to FMLA 2008 (Military Extension)

-Expands the time an employee may take off work to assist a relative or "next of kin" through medical rehabilitation if condition results from serving in the military -Changes time off from 12 to 26 weeks (if conditions result from military service) -Changes serious medical condition to "rehabilitation, outpatient, surgery.."

religious restoration act (not real law)

-Federal Religious Restoration Act of 1996 did not pass as a federal law -States have passed similar bills on state level

An invention is not patentable if it has already been (not Novel):

1. Patented 2. On Sale 3. Described in Printed Publication 4. Available to the Public Anyplace in the World 5. In Public Use

Required Steps of a Disparate Impact Case under the ADEA:

1. Prima facie case that excludes a number of people 40 and older 2. Employer wins if they can show that the decision was based on something other than age

A partnership's assets are distributed according to the following priorities: ____________ , then __________ .

Payments of debts, including those owed to partner and non partner creditors, return of capital contributions and distributions of profits to partners

One of the hallmarks of the corporate form is that shareholders may lose their investment in the corporation but no more than that. a. True b. False

a. True

Ownership interests in real property are frequently transferred, or conveyed, by sale and the terms of the transfer are specified in a real estate sales contract. a. True b. False

a. True

Partners can agree ahead of time on how the assets will be valued and divided if the partnership dissolves, using, for example, buy-sell agreements. a. True b. False

a. True

Private equity firms use their private equity capital to invest in existing corporations. a. True b. False

a. True

Termination provisions of the franchise contracts may mean that the franchisee, who normally invests substantial time and financial resources in making the franchise operation successful, receives little or nothing for the business on termination. a. True b. False

a. True

The events that may cause a member to be dissociated from the LLC include voluntary withdrawal, expulsion by other members, court order, incompetence, bankruptcy, and death. a. True b. False

a. True

The franchise relationship is defined by a contract between the franchisor and the franchisee. a. True b. False

a. True

The limited liability partnership (LLP) is a hybrid form of business designed mostly for professionals who normally do business as partners in a partnership. a. True b. False

a. True

The most common remedy for an ultra vires act is an injunction. a. True b. False

a. True

The sharing of both profits and losses creates a legal inference that a partnership exists. a. True b. False

a. True

The types of ordinary bailments are distinguished according to which party receives a benefit from the bailment. a. True b. False

a. True

When a government takes private property without paying compensation, the landowner is forced to sue the government for compensation. a. True b. False

a. True

Steps of a disparate treatment case (ADA):

1. Prima facie evidence because of disability 2. Employer must offer a legitimate, nondiscriminatory reason for its action 3. Plaintiff must prove that the employer intentionally discriminated. Reasons were a pretext or a discriminatory intent is more likely than not

What three things can holders do after they gain a patent?

1. Prohibit others from using any product that is the same 2. License the product to others for a fee 3. Recover damages from anyone who uses the product without permission

Three situations in which employers may consider customer preference:

1. Safety 2. Privacy 3. Authenticity

The purpose of compensatory damages is: a. to provide the nonbreaching party with sufficient money to pay for any damages that were actually sustained. b. to severely punish the breaching party. c. to provide a small "slap on the wrist" to the breaching party. d. to provide the breaching party with a way to mitigate damages.

Employee Polygraph Protection Act

Federal law that prohibits the use or suggestion of lie detector tests in most employment situations

FLSA (Fair Labor Standards Act)

Federal law that requires employers to pay most employees at least a specified minimum wage

Social Security

Federal program that pays benefits to workers who are retired, disabled, or temporarily unemployed

A condition

is an event that must occur before a party becomes obligated under a contract

Estoppel

no one may claim that a person was not his agent, if he knew that others thought the person was acting his behalf, and he failed to correct their belief -applies when the principal does not want the benefit of the contract, but delays in telling the innocent third party of the mistake

Jolie signs a contract with Keaton, an unlicensed physician, to perform plastic surgery—a medical procedure. This contract is enforceable by

no one.

Jin, Karlo, and other consumers form Metro Purchasing Cooperative. This form of business organization makes it possible for these individuals to

pool their resources to gain an advantage in the market

A statute that allows deeds, mortgages and other real property transactions to be recorded so as to provide notice to future purchasers or creditors of an existing claim on the property is known as a _______ .

recording statute

Cross-Country Trucking Company contracts with Baldwin to transport crated goods to a certain destination for $5,000. Cross-Country delivers the crates, but Baldwin does not pay. Cross-Country learns that the crates contained stolen goods. Cross-Country can

recover $5,000 from Baldwin.

Bill offers to sell his Consumer Service Center business to Dina for $100,000. Dina replies, "The price is too high. I will buy it for $90,000." Dina has

rejected the offer and made a counteroffer

fiduciary relationship

relationship of trust, beneficiary places confidence for the fiduciary to act in good faith and in the beneficiary's best interest.

Somethin'-in-the-Oven Corporation and Cookin' Good, Inc., transact a deal under the UETA. Other state law applies to a dispute between the parties relating to

the formation of the parties' contract.

The UCC recognizes commercial impracticability as a ground for discharge of a contract

true

monumental inc contracts with champion builders to erect a three story office building on a parcel of land it has purchased. before construction begins, the local zoning board changes the zoning of the parcel and those adjoining it to residential use only. Monumental contract with champion is discharged

true

the legal right to sue for a breach of contract is subject to a statute of limitations

true

Which of the following issues is NOT typically addressed in a franchise contract? a. Whether the premises must be leased or purchased outright. b. Determination of the territory to be served. c. Names of prospective temporary employees. d. A particular organizational form to be used.

c. Names of prospective temporary employees.

Preferred stock is often considered a more conservative, or less aggressive, investment than common stock because: a. it is called preferred. b. it never pays dividends. c. owners have priority on dividends. d. owners will prosper faster than common stock owners if the company does well.

c. owners have priority on dividends.

The two categories of enterprises for which a limited liability partnership (LLP) is especially attractive are: a. farmers and manufacturers. b. manufacturers and computer hardware businesses. c. professional services and family businesses. d. professional services and unions.

c. professional services and family businesses.

All but one of the following is included in partnership winding-up activities: a. collecting the partnership assets. b. preserving the partnership assets. c. signing new contracts for the partnership. d. paying debts. e. accounting to each partner for the value of his or her interest.

c. signing new contracts for the partnership.

Non-Valid Trademarks

cannot be: -too similar to an existing mark -a generic word such as shoe -a descriptive word such as crunchy -a person's name -deceptive, scandalous, or immoral

Tyrone is seventeen years old. Under the Fair Labor Standards Act, he

cannot work in a hazardous occupation

Vending Products Company operates a vending machine manufacturing plant on Wandering River. Discharging pollutants from the plant into the river can result in

civil penalties and criminal penalties

The Big R is a cooperative that has several outlets in the Simi Valley area. Its stores sell farm and ranch supplies. It was formed to obtain quantity discounts and pass them along to its members. Big R is a type of ________ .

consumer-purchasing cooperative

Mia, a physician, renders aid to Noel, who is injured and unconscious. Mia can recover the cost of the aid from Noel

even if Noel was not aware of the aid.

Patents

exclusive rights to make or sell inventions

Amendments to FMLA

expands time an employee may take off to assist a relative through medical rehabilitation if condition results from serving in military

Call Center Corporation, a U.S. firm, owns property in India. The government of India seizes the property for a proper public purpose and pays Call Center just compensation. This

expropriation.

As set forth in the restatement second of contracts, which of the following duties are imposed on the parties in the performance and enforcement of a contract

good faith, fair dealing

Will and Jay form Northwest Air Express, a general partnership. The essential elements of this partnership do not include

goodwill

Department of Labor (DOL)

government agencies empowered to enforce employment law

business method patent

involve a particular way to do business. Usually involves math calculations and ecommerce methods (one click)

Domestic Auto Sales, Inc., promises its salaried employees a bonus at the end of the year if management thinks it is warranted. This promise is

unenforceable because it is not supported by consideration.

Bree is a real estate broker licensed only in Minnesota. She concludes a sale in North Dakota on O'Reilly's behalf. Bree's contract with O'Reilly to be paid a certain commission for the sale is

unenforceable.

Fanny tells Eden that she will sign a lease if it includes a clause permitting Fanny to extend the lease at the same amount of rent. Fanny's intent to sign the lease is determined by reference to Fanny's

words and action.

Valid Trademarks

words, symbols, phrases, shapes, sounds, scents

Suppose that Frank offers to sell to Keith an antique armoire worth more than $2,500. Keith agrees to buy the armoire and signs a contract for the purchase. The price of the armoire, however, is left out of the contract. In this case: a. there is a contract as long as the court can determine a reasonable price at the time of delivery. b. there is a contract only if Frank refuses to name a price. c. there is a contract only if Keith is able to produce evidence that Frank defrauded him. d. there is no contract because parties cannot leave the price term out of the contract.

Which of the following IS NOT a basic element of a valid contract? a. Integrity b. Agreement c. Consideration d. Contractual capacity

Which of the following IS NOT a requirement of a valid contract? a. Both parties must be consenting adults. b. There must be an agreement (offer and acceptance) c. There must be consideration. d. The contract must be formed for a legal purpose.

Which of the following IS NOT among the types of contracts and clauses that may be held to be contrary to public policy? a. A contract for the sale of live farm animals b. An exculpatory clause c. An adhesion contract d. A contract in restraint of trade

Nika owns land in Ohio. Her ownership rights include the right to sell or give away the property without restriction, and the right to commit waste, if she chooses. Nika's ownership interest is

) a fee simple absolute

KO Marketing Company, a U.S. firm, signs a contract with Librador Corporacion, a Chilean firm, to give Librador the right to use Innovative's animation techniques and characters in product promotions. This is

) licensing.

Transgender Issues

- employee prevailed on harassment claim when the employer refused to let him use women's bathroom while transitioning

Digital Millennium Copyright Act

- illegal to delete copyrighted info - illegal to circumvent encryption that protects copyrights - illegal to distribute tools and tech to circumvent encryption devices - internet service provides are not responsible for posting copyrighted material if they take it down after it has been found to be copyrighted

Principal is NOT liable for intentional physical torts unless...

- the employee intended to serve some purpose of the employer - the employer was negligent in hiring or supervising this employee.

Further Title VII information

-Cannot treat individuals differently due to the above factors in the workplace -Cannot impose work rules that would affect one group to a greater degree vs another group of individuals (Disparate Impact)

American Disability Act additions

-Disability can now be episodic -Look at the disability without mitigating medication or aids

Genetic Information Nondiscrimination Act (GINA)

-Employers with 15+ workers may not require genetic testing, or use info about genetic makeup or family medical history as a factor in hiring, firing, or promoting employees -Healthy insurers can not use such info to decide coverage or premiums -Insurance companies may seek the results of genetic testing before issuing disability, life, or long term care policies

Social Media Problems

-Including the right to engage in "concerted activities" for the purpose of collective bargaining or other mutual aid or protection

Trafficking Victims Protection Act

-Intended to address crime of Human Trafficking: transit of foreign-born Victims subjected to psychological and/or physical abuse and deprivation of freedom. Made to work or perform other services under conditions of involuntary servitude - modern day slavery - punishable by fines and criminal penalties -Prosecuted by Dept. of Justice (DOJ) Civil Rights and Criminal Division

Sexual Harassment (Title VII)

-Involves unwelcome sexual advances, requests for sexual favors, and verbal or physical conduct of a sexual nature -two types: quid pro quo and hostile work environment

Electronic Monitoring of the Workplace

-Permits employers to monitor workers' telephone calls, e-mail messages, and even "instant messages" if: 1. The employee consents 2. The monitoring occurs in the ordinary course of business 3. Or in the case of e-mail, the employer ________ the e-mail system

Seniority

-Seniority system violates Title VII only if it was designed with the intention to discriminate

Mergers and Joint Ventures

-The Clayton Act prohibits mergers that are anti-competitive -Horizontal Mergers: involve companies that compete in the same market -Vertical Mergers: involves companies at different stages of the production process -Joint Ventures: companies joining together temporarily for a specific project (usually allowed by the government)

remedies available to undocumented worker

-The law does not exclude these workers -Injunctive relief is available to correct unlawful employment practices -Back pay is usually not sought for work not performed; but may seek unpaid wages for work performed, as well as compensatory damages for emotional harm, and deterrent punitive damages -Retaliation is also compensable

Federal Trademark Dilution Act

-The new statute prevents others from using a trademark in a way that decreases its value -Even if the misuse does not confuse a consumer about the origin of a product, a trademark cannot be used by others

-a copyright is valid until 70 years after the death of the work's only or last living author -Corporation: the copyright lasts 95 years from publication or 120 years from creation, whichever is shorter -once expired, the work is in the "public domain" meaning that anyone may use the material

Patent Infringement

-a patent holder has the exclusive right to make, use, or sell the patented invention during the term of the patent

Patentable Subject Matter

-a patent is not available solely for an idea, but only for its tangible application

World Intellectual Property Organization Copyright Theory (WIPO) and WIPO Performances and Phonograms Treaty

-add computer programs, movies, and music to the list of copyrightable materials

Amendments to FMLA

-amended in 2008 to expand the time an employee may take off work to assist a relative or next of kin through medical rehabilitation if resulting from serving in military -changes time off from 12 to 26 weeks -changes serious medical condition to "rehabilitation, outpatient surgery, etc"

Other Duties of an Agent

-an agent must follow her principal's instructions, unless illegal or unethical -agent must act with reasonable care (an agent with special skills is held to a higher standard because she is expected to use those skills) -agent must give accurate information (an agent has a duty to provide the principal with all information in her possession that she has reason to believe the principal wants to know)

Employment at will

-an employee working without a contract -this employee can be fired for a good, bad, or unfair reason; The reason cannot be illegal

Age Discrimination in Employment Act (ADEA)

-an employer with 20 or more workers may not fire, refuse to hire, fail to promote, or otherwise reduce a person's employment opportunities because the employee is 40 or older -the plaintiff must show that the employer would not have taken the action they did if it was not because of their age

Trademark

-any combination of words and symbols that a business uses to distinguish products or services -affixed to goods sold in interstate commerce

trademark

-any combination of words and symbols that a business uses to distinguish products or services -affixed to goods sold in interstate commerce

Trademark

-any combination of words and symbols that a business uses to identify its products or services and distinguish them from others -affixed to goods in interstate commerce

America Invents Act (AIA)

-anyone who has been charged with infringement of certain financial service business method patents has the right to challenge the validity of the existing patent

Disparate Impact (Title VII)

-applies if the employer has a rule that, does not appear discriminatory, but in practice excludes too many people in a protected category

Determining Illegal Arrangements

-are the two products clearly separate? -is the seller requiring the buyer to purchase the two products together? -does the seller have significant power in the market for the tying product? -is the seller shutting out a significant part of the market for the tied product?

How are trade secrets protected?

-by the Uniform Trade Secrets Act (UTSA)

Effect of the Use Upon the Potential Market

-courts do not permit a use that will deprive the copyright owner of income or decrease revenues from the original work by competing with it

Recording Industry Association of America (RIAA)

-developed a strategy of aggressively suing those who download music illegally

Polygraph Test

-employers may not require or suggest that an employee or job candidate submit to a polygraph test except if: 1. An employee is part of an "ongoing investigation" into crimes that have already occurred 2. An applicant is applying for a government job 3. An applicant applies for a job in public transport, security services, banking, or at a pharmaceutical firm that deals with controlled substances

Hostile Work Environment (Title VII)

-employers violate Title VII if they permit a work environment that is so hostile toward people in a protected category that it affects their ability to work Ex: offensive jokes, intrusive comments about clothes or body parts, public displays of porn

Occupational Safety and Health Act (OSHA)

-ensures safe working conditions Under OSHA: 1. Meet specific health and safety standards 2. Keep workplace free of hazards 3. Keep records of injuries and accidents 4. Allow inspections

Family and Medical Leave Act (FMLA)

-guarantees both men and women up to 12 weeks of unpaid leave each year for childbirth, adoption, or medical emergencies for themselves or a family member -only covers 60% of workers

Hostile Work Environment (ADEA)

-if a reasonable person would find that intimidation, ridicule, and insult based on age are pervasive

Business Method Patents

-involve a particular way of doing business that often includes data processing or mathematical calculations -common in commerce Ex: Amazon and One-Click method of instant shipping

Amount and Proportion of the Work That is Used

-less is more likely to be fair use -when the use involves the "heart", or the most important part of the work, it is more likely to be an infringement

Prima Facie Case (from its first appearance)

-made by a plaintiff when evidence of disparate treatment is presented Evidence necessary here is: 1. She belongs to a protected category under Title VII 2. She suffered adverse employment action 3. This action occurred under conditions giving rise to an inference of discrimination

Vertical Maximum Price-Fixing

-manufacturer setting maximum retail prices -only illegal if it has an adverse effect on competition

Valid Trademarks

-must clearly distinguish one product from another

Civil Rights Act of 1866

-offered substantial advantages over Title VII such as: 1. Four-year statute of limitations 2. Unlimited compensatory and punitive damages 3. Applicability to all employers, not just those with 15 or more employees

Domain Names

-originally assigned with no cost -now, they are bought and sold -if a domain name infringes a registered trademark, the domain name will be suspended immediately if the trademark owner challenges it

Trademark Infringement (to win an infringement suit)

-owner must show that the defendant's trademark is likely to deceive customers about who has made the goods or provided the services

Duration of a Patent

-patents are valid for 20 years from the date of filing the application -approval of a patent can take anywhere from three to six years from the date of filing

FLSA and Child Labor

-prohibits "oppressive child labor" meaning that children under 14 can only work in agriculture, entertainment, a family business, babysitting, or newspaper delivery -14 and 15 year olds can only work limited hours after school in nonhazardous jobs -16 and 17 year olds can work unlimited hours in nonhazardous jobs

Wrongful Discharge and Public Policy

-prohibits an employer from firing a worker for a reason that violates basic social rights, duties, or responsibilities, including: 1. Refusing to violate the law 2. Exercising a legal right 3. Performing a legal duty (like jury duty)

Illegal Vertical Agreements

-reciprocal dealing agreements -price discrimination

Fair Labor Standards Act (FLSA)

-regulates wages and limits child labor nationally -minimum wage and time and a half for over 40 hours of work -regulates how much and in what types of jobs minors can work in

Age Discrimination

-the Age Discrimination in Employment ACT (ADEA) of 1967 prohibits age discrimination against employees or job applicants who are at least 40 years or older -mandatory retirement at a certain age is prohibited except for a few professions (police, pilots, and top corporate executives who agree in contract)

Fair Use

-the conditions under which you can use material that is copyrighted by someone else without paying royalties for purposes such as criticism, comment, news reporting, scholarship, or research -includes parody too

Federal Trademark Dilution Act of 1995

-the new statute prevents others from using a trademark in a way that dilutes its value -even if the misuse does not confuse a consumer about the origin of the product, a trademark cannot be used by others

Disadvantages of an "S" Corp

-there can only be one class of stocks -there can be no more than 100 shareholders -shareholders can't be partnerships or other corporations -shareholders must be US citizens or residents

Non-Physical torts of employees to third parties

-torts that harm one's wallet, reputation, or feelings -treated as contract claims: the principal is only liable if employee acted with express, implied or apparent authority from the principal (expressed, implied, or apparent authority)

Contract law

-truth in hiring employers may be liable for promises that they cannot keep or for failure to disclose important information in the hiring process -employee handbook creates a contract -covenant of good faith and fair dealing courts will imply this in an at-will employment contract

Monopolization

-under Clayton Act, it is illegal to monopolize or attempt to monopolize -means to acquire a monopoly in the wrong way -having a monopoly is legal unless it is gained or maintained by using wrongful tactics

Collective Marks

-used to identify members of an organization Ex: Girl Scouts

Illegal Monopoly

-what is the market? -does the company control the market? no matter what your market shares, you do not have a monopoly unless you can exclude competitors or control prices -how did they acquire or maintain control? possessing a monopoly may not be illegal, using bad acts to acquire or maintain one is

Purpose and Character of the Use

-when copyrighted material is used for certain purposes, it is more likely to be a fair use -political, educational, and social commentary have been granted special respect in our society

Certification Marks

-words or symbols used by a person or organization to attest that products and services produced by others meet certain standards

Defenses to Copyright Infringement

1. First Sale Doctrine 2. Fair Use Doctrine

Three Sources of Affirmative Action:

1. Litigation (courts have the power to do this under Title VII) 2. Voluntary Action 3. Government Contracts

Four Requirements to Receive a Patent:

1. Novel 2. Nonobvious 3. Useful 4. Patentable Subject Matter

Four Factors to Determine Whether the Use of Copyrighted Material is Fair:

1. Purpose of the use 2. Amount of the copyrighted work that is used 3. Nature of the copyrighted work 4. Effect of the use upon the potential market

Different Hostile Work Environments:

1. Sexual Harassment 2. Same-Sex Harassment 3. Based on Race 4. Based on Color 5. Based on National Origin

Two Things Necessary to Prove a Violation of Copyright Infringement:

1. The infringer copied the work 2. The infringer had access to the original and the two works are substantially similar

Civil wrongs related to exploitations of foreign workers

1. Violations of FLSA minimum wage and OT often involved (intent to discriminate based on national origin is irrelevant) 2. Violations of Title VII, National Origin 3. OSHA - safety and health issues 4. Retaliation: threats of deportation 5. Common law tort - fraud and false imprisonment 6. Immigration law - IRCA and Visa fraud

A fiduciary relationship is one that: a. involves a high degree trust and confidence. b. arises only between family members. c. typically exists between employees in government agencies. d. allows the parties to legally avoid their obligations to one another.

An employee going to and from work is usually considered to be acting: a. outside the scope of employment. b. within the scope of employment. c. within the scope of employment if the agent is on a frolic. d. as a borrowed servant.

As a general rule, punitive damages: a. are not awarded for a breach of contract. b. are often awarded in construction cases. c. are always available to plaintiffs who are minors. d. are available to award an innocent party when a technical injury with no actual damages occurs.

As a general rule, when one party to a contract attempts to void the contract by claiming that he or she was intoxicated at the time it was made, courts will: a. look at objective indications to determine whether the contract is voidable. b. probably allow the contract to be avoided. c. allow the contract to be avoided only after a waiting period. d. allow the contract to be avoided only if the person was over twenty-one.

The Robinson-Patman Act (Antitrust Law)

bans price discrimination that reduces competition

To determine whether a franchisor has acted in good faith when terminating a franchise agreement, what do the courts attempt to do? a. Determine the franchisor's net worth. b. Determine the franchisee's net worth. c. Attempt to balance the rights of both parties.

c. Attempt to balance the rights of both parties.

What happens if a limited partner in a limited partnership participates in management? a. Nothing. b. The limited partner reduces his or her liability. c. The limited partner becomes just as liable as a general partner to any creditor. d. The limited partner takes over the liability of all general partners.

c. The limited partner becomes just as liable as a general partner to any creditor.

How is the buyout price of a dissociated partner calculated? a. The remaining partners decide among themselves. b. State law determines the total amount. c. The price is based on the amount that would have been distributed to the partner if the partnership had been wound up on the date of dissociation.

c. The price is based on the amount that would have been distributed to the partner if the partnership had been wound up on the date of dissociation.

The reason that most states either permit or require cumulative voting when electing directors is to: a. reduce fraud among voters. b. allow directors to have greater input in the election process. c. allow minority shareholders a chance at electing a director. d. allow minority shareholders to control the election process.

c. allow minority shareholders a chance at electing a director.

Fee simple absolute is: a. an interest in land that exists only for the life of the person and then reverts to the original owner. b. a future nonpossessory interest in real estate. c. an interest in land in which the owner has the greatest possible aggregation of rights and privileges.

c. an interest in land in which the owner has the greatest possible aggregation of rights and privileges.

To encourage shareholders to pay attention to the board's actions, when a shareholder's derivative suit is won, the damages: a. are fully paid to the shareholders who brought the suit. b. are paid to the shareholders, but only up to fifty percent of the damages. c. are paid into the corporation's treasury.

c. are paid into the corporation's treasury.

In a commercial bailment, the bailee has the right to place a claim on the specific property until he or she has been compensated. This claim is called a(n): a. artisan's lien. b. mechanic's lien. c. bailee's lien. d. bailment lien.

c. bailee's lien.

If one partner in a partnership declares bankruptcy, in most states, the bankruptcy will: a. do nothing to the partnership. b. dissolve the partnership automatically. c. cause the bankrupt partner's dissociation from the partnership. d. cause the partnership to declare bankruptcy.

c. cause the bankrupt partner's dissociation from the partnership.

Most franchise relationships are governed primarily by ________. a. securities law b. environmental law c. contract law d. real estate law

c. contract law

Tenants typically do not have the right of: a. possession. b. quiet enjoyment. c. eviction. d. use of the premises.

c. eviction.

When a group of members join to form an LLC, the name of the organization must: a. convey the purpose of their organization. b. be registered with the SEC. c. include the words, "limited liability company," or the letters, "LLC".

c. include the words, "limited liability company," or the letters, "LLC".

Which of the following fiduciary duties does a partner owe the partnership? Choose two. a. reinvestment of profits b. assumption of a management role c. loyalty d. proximate cause e. care

c. loyalty e. care

Corporations ______ enjoy many of the same rights and privileges under state and federal law that people enjoy.

Orin relinquishes the right to his daughter Neko's control, care, custody, and earnings. This act is

emancipation.

Opie enters into a contract with Belle. Later, Opie is adjudged mentally incompetent. Raye, Opie's daughter, attempts to void Opie's contract with Belle on the ground of Opie's incompetency. The contract is

enforceable if Opie had capacity at the time the contract was formed.

On behalf of the jazz group Synco-Passion, their manager Raul agrees to a performance in the Quay Club on May 1. Portia, acting for Quay Club, sends a written copy of the agreement to Raul to be signed. Typically, businesspersons put their contracts in writing to

ensure proof of the contracts' existence

a contract between a company in the US and one in China, contained a clause that stated: "If an event happens which is extraordinary and out of the control of the parties such as a strike, act of God, fire, accident, or transportation difficulties, then the affected party shall be relieved of its obligations under the contract. This type of clause is

a force majuere clause

quid pro quo sexual harassment

a form of sexual harassment in which employment outcomes, such as hiring, promotion, or simply keeping one's job, depend on whether an individual submits to sexual harassment

Jumbo Jumpin' Jelly Beans, LLC, is a limited liability company. Unless indicated otherwise on Jumbo's federal tax form, the firm will be taxed

a partnership

Mineral Products Corporation, which owns no land, has a right to mine the copper from Natural Resource Company's land. Mineral's right is

a profit.

Stu makes an offer to Tina to enter into a contract. Tina accepts the offer. A valid contract requires

a valid offer and a valid acceptance.

Generic Use of a Trademark

a valid trademark can lose its validity if it is used so much that it becomes a generic name

Select the three names that close corporations are often called. a. Closely held corporations b. Family corporations c. Unprofitable corporations d. Benefit corporations e. Privately held corporations f. S corporations

a. Closely held corporations b. Family corporations e. Privately held corporations

In the distribution of assets of a limited partnership, which group has the first priority? a. Outside creditors and partner creditors. b. Partners and former partners entitled to distributions of partnership assets. c. Unless otherwise agreed, partners, as they are entitled to return of capital contributions and distribution of profit.

a. Outside creditors and partner creditors.

A corporation automatically will be taxed under subchapter C unless it elects to become an S corporation. a. True b. False

a. True

In a chain-style business operation, a franchise operates under a franchisor's trade name. a. True b. False

a. True

Jennifer substantially performs her service contract with Gretchen. Due to Jennifer's failure to render complete performance, Gretchen

is required to pay the full contract price, minus the value of Jennifer's defective performance

Sole Propritorship advantage

is that the propriertor owns the entire business and has to the right to recieve all of the profits. Disadvantage is that the proprietor alone bears the burden of any loses or liabilites incurred by the business enterprise.

Venture Capital, LP, is a limited partnership. Its limited partners include more than 150 sophisticated investors and investment professionals. A Venture limited partner loses his or her limited liability if he or she

acts as the firm's manager

•Limited Liability Corporation advantage

advantage is that the LLC is that the liability og the members is limited to the amount of thier investments, Allthough the LLC as any antity can be held liable to the maount of thier investments. Disadvantages are the LLC is that the state LLC statutes are not uniform. Therefore, businesses that operate in more than one state may be treated diffrently in diffrent states.

Generally, the termination provisions of contracts are more favorable to the franchisee than to the franchisor. a. True b. False

b. False

The difference between a profit in gross and profit appurtenant is that: a. a profit in gross is a future interest and a profit appurtenant is a present interest in land. b. a profit appurtenant is related to adjacent land and a profit in gross is related to nonadjacent land. c. a profit in gross involves the use of a quick claim deed, while the profit appurtenant does not.

b. a profit appurtenant is related to adjacent land and a profit in gross is related to nonadjacent land.

A contract in which a lessee transfers his or her rights under a lease to a third party for part of the lease term is known as a(n) __________ .

sublease

Unless restricted by statute, deed, or otherwise, a landowner has a right to everything existing permanently below the surface of her or his property to ___________ .

the center of the earth

Herm promises to pay Nixie to work as an assistant buyer for his Organic Foods stores. Nixie agrees and quits her job with Pic-U Grocery, but Herm does not hire her. Herm is most likely liable to Nixie under

the doctrine of promissory estoppel.

Burden of Proof

the obligation to present evidence to support one's claim

But-for Causation

the retaliatory action would not have occurred if it were not for the defendant's discriminatory intent

Kristal is a member of Laboratory CSI Services, LLC, a limited liability company. Kristal can participate in the firm's management

to any extent

Trade Secrets

to decide if it is a trade secret: -how difficult was the information to obtain? -does it create an economic advantage? -does the company protect it? the owner must make a reasonable effort to keep the information confidential

Suki works for Renaldo. At the end of her first year, Renaldo promises to pay her a bonus for her "four quarters of success." Renaldo's promise is

unenforceable because Suki's performance is past.

Suppose that Marie guarantees to pay Frank any debts Joe incurs with Frank. Marie makes this guarantee because she knows that if she doesn't do it, Joe will run up debt with Frank and be forced to declare bankruptcy. If Joe does that, he will be less able to pay Marie back what he owes her. Which legal principle tells you if this contract needs to be in writing? a. The nuptial rule b. The main purpose rule c. The postpartum rule d. The evidentiary rule

Which of the following IS NOT a duty of an agent? a. Loyalty b. Payment c. Performance d. Notification

On Monday, Neil tells Outdoor Landscaping, Inc., that he will pay Outdoor $500 if a variety of tasks are completed by Friday. On Wednesday, when Outdoor is more than half done with the work, Neil says that he has changed his mind. Under the modern-day view, these parties had Select one: a. an expired contract when Neil said that he had changed his mind. b. a quasi contract when Neil said that he would pay for certain work. c. a unilateral contract as soon as Outdoor began to perform. d. no contract.

Suppose that Lou agrees to build a shopping center on a certain parcel of land contingent on a determination that there are no environmental problems, such as contaminated soil, with the property. In this case, the contingency represents: a. a vested interest. b. a condition subsequent. c. a condition precedent. d. a full and complete discharge.

Suppose that Sally offers to sell her sofa to her friend Brian. Sally does not sell furniture for a living. If, after Sally offers the sofa to Brian for $750, Brian says, "I'll take it and I want you to throw in the coffee table along with it," under the UCC, what kind of contract do Sally and Brian have? a. They have no contract because of the mirror image rule. b. They have a contract for the sofa and coffee table. c. They have a contract for the sofa only. d. They have no contract.

The "American" rule of possession states that: a. the landlord must transfer actual physical possession to a new tenant. b. the landlord must not include a covenant of quiet enjoyment in the lease. c. the landlord need only transfer the legal right to possession to a new tenant. d. the landlord must describe the property fully.

The First National Bank of Guatemala issues a letter of credit in which the bank agrees to pay Eduardo, a seller of jade, on Eduardo's delivery of a certain amount of jade to a particular location. In this case, Eduardo is: a. the account party. b. the issuer. c. the beneficiary. d. the adviser.

The Uniform Electronic Transactions Act (UETA) is: a. the name of the preliminary draft of the UCITA. b. the name of the final proposed draft of the UCITA. c. a uniform law proposed by the NCCUSL to support the enforcement of e-contracts. d. a uniform law proposed by the ALI to amend UCC Article 2 to include provisions relating to e-contracts.

The communication requirement of an offer requires: a. the offeror to mail an offer to the offeree before a communication is valid. b. the offeror to tell the offeree about the offer in person. c. the offeror to inform the offeree about the offer in some effective way. d. the offeree to accept the offer within seven days.

ADEA damages

Compensatory and liquidated damages (Liquidated is 3x your damages)

Tenants have a duty not to _______ the property.

Damage

The sole proprietorship also has the disadvantage of lacking ______ after the death of the proprietor.

Continuity

Jill introduces Kelly to her friends as "old classmate." Kelly later purports to act as Jills agent in several business transactions with those friends. If Jill is liable for Kellys actions, it will be under Select one: a. the doctrine of estoppel. b. the equal dignity rule. c. the fiduciary principle. d. none of the choices.

Pure Oil Company enters into a contract with QuikBilt, Inc., to construct an oil pipeline to withstand specific conditions. If QuikBilt fails to meet this standard, which is construed as a breach of contract and a breach of a duty of care, Pure might be awarded punitive damages to Select one: a. establish, as a matter of principle, that QuikBilt acted wrongfully. b. provide Pure with funds for a foreseeable loss beyond the contract. c. punish Pure and deter others from similar acts. d. none of the choices.

When parties to a contract create an installment contract, the contract will be breached in which of the following circumstances? a. Whenever the seller tenders any nonconforming goods b. When the buyer tenders nonconforming goods c. When the buyer fails to deliver goods in a timely fashion d. When one or more nonconforming installments substantially impair the value of the whole contract

Other Technology Issues

-blogging -driving with company issued blackberry/cell -federal executive order -myspace is not your space

Illegal cooperative strategies

-horizontal agreements -vertical agreements -mergers and joint ventures

Circumstances that Require Dissolution

-partner withdraws from a partnership at will -partner is dissociated and half the other partners vote to wind up business -all partners agree to dissolve -the term expires or partnership achieves its goal -partners agree in advance on events that will cause dissociation -partnership business becomes illegal -a court determines that the partnership cannot function successfully

Joint Venture

-partnership for a limited purpose -nonprofit enterprises do not qualify as a joint venture -popular with companies manufacturing in other countries

Other Causes of Agency Termination

-principal or agent can no longer perform (loss of qualification, bankruptcy, death or incapacity of the principal or agent, disloyalty of agent) -change of circumstances (loss or destruction of subject matter, change of law)

Wrongful Discharge

-prohibits an employer from firing a worker for a bad reason -the public policy rule prohibits an employer from firing a worker for a reason that violated basic social rights, duties, or responsibilities such as: refusing to violate the law exercising a legal right performing a legal duty (like jury duty)

Close Corporations

-refer to a corporation whose stock is not publicly traded on a stock exchange -common provisions of close corporations: protection of minority shareholders transfer restrictions flexibility dispute resolution

Uniform Franchise Offering Circular (UFOC)

-regulated by Federal Trade Commission (FTC) -circular must include the following information: ~any litigation against the company ~whether company has filed bankruptcy in the last 10 years ~all fees owed for the franchise ~estimate of required initial investment ~what goods must be purchased by franchisor ~the number of franchises in operation ~how many franchisees have gone out of business in the last 3 years

Principal's Remedies When the Agent Breaches a Duty

-the principal can recover damages caused by the agent's breach -the agent must refund any profits made from the agency, if he breaches his duty of loyalty -the principal may rescind a transaction with a disloyal agent

Tort Liability

a partnership is liable for intentional and negligent torts of a partner in the ordinary course of business or when the partner is acting with actual authority

Defamation

a principal is liable if: -the agent makes a defamatory statement -the agent has express, implied, or apparent authority -the third party is harmed by the statement

A provision in a contract stating that no damages may be recovered is called: a. a contributory clause. b. an exculpatory clause. c. an indentured clause. d. a force majeure clause.

A usurious contract is one that involves: a. hazardous chemical materials. b. an illegally high rate of interest. c. prostitution. d. surrogate motherhood contracts.

An anticipatory repudiation occurs when: a. the seller breaches after a conforming tender. b. one party communicates an intention not to perform before the performance date. c. the buyer breaches after tender. d. the seller breaches after a nonconforming tender.

Cal employs Daily Employment Agency as an agent under a written agreement that describes the rights and duties of both parties. This is Select one: a. apparent authority. b. equal authority. c. express authority. d. implied authority.

Who are Utility Patents available to?

Users who invent... 1. Mechanical Inventions 2. Electrical Inventions 3. Chemical Inventions 4. A Process 5. A Machine 6. A Composition of Matter

Agency that oversees Minimum wage laws, Occupational Safety and Health Act (OSHA) and Family Medical Leave Act (FMLA)

Department of Labor

To prevent arbitrary or bad faith terminations, state law may prohibit termination without "good cause" or require that certain procedures be followed in terminating a franchising relationship. a. True b. False

a. True

Although each partner must continue to exercise good faith, partners no longer have fiduciary duties to one another during the winding up process and the distribution of assets. a. True b. False

b. False

As of 2016, companies are not allowed to use crowdfunding to offer and sell securities. a. True b. False

b. False

Chain-style franchises are common in manufacturing. a. True b. False

b. False

Directors are hired by the shareholders through an interview process. a. True b. False

b. False

Franchises account for a small percentage of this country's retail sales. a. True b. False

b. False

If a corporation cannot point to a document that articulates its express power, the corporation does not have the power. a. True b. False

b. False

If a member wrongfully dissociated from the LLC, he or she may still participate in the winding up process. a. True b. False

b. False

If a third party knows that a partner had no authority to commit the partnership, the partner's actions with the third party still bind the partnership and its partners. a. True b. False

b. False

In all cases, joint ownership of property creates a partnership. a. True b. False

b. False

LLCs are created by state statute and are uniform across the states. a. True b. False

b. False

Preemptive rights are not important in close corporations because all of the shareholders are family or close friends. a. True b. False

b. False

Shareholders must approve any corporate decision that would cost more than $10,000. a. True b. False

b. False

The creation of a sublease typically releases the tenant from his or her obligations under the lease. a. True b. False

b. False

The formation of both a traditional partnership and a limited partnership requires a public and formal proceeding that must follow statutory requirements. a. True b. False

b. False

The members of an LLC have little flexibility in operating or managing a business. a. True b. False

b. False

The most common way to acquire personal property is to produce it. a. True b. False

b. False

The name for a new business may be the same as, or similar to, the name of another business in the state. a. True b. False

b. False

The person who receives the property of another under the terms of a bailment agreement is called the bailor. a. True b. False

b. False

The sole proprietor has limited liability, or legal responsibility, for all obligations that arise in doing business. a. True b. False

b. False

There is no difference between a public corporation and a publicly held corporation. a. True b. False

b. False

Speedy Assembly Company promises its employees a 10-percent raise at the end of the year if productivity has increased and management feels it is warranted. Speedy must

do nothing.

whistleblowers

employees or insiders who expose misconduct of organizations and/or their members

Whistleblower

employees who disclose illegal behavior of their employers

Intentional Infliction of Emotional Distress

employers who condone cruel treatment of their workers face liability under tort of intentional infliction of emotional distress

Cory enters into a contract with Diane to act as her personal sports trainer. If they later dispute the meaning, and the contract contains unclear terms, the rules of contract interpretation will give effect to

the parties intent as expressed in their contract

Phil agrees to work for Vacation Resorts, Inc., as a chef. In determining whether a contract has been formed, an element of prime importance is

the parties' intent

Crosby believes that he and Dakota agreed he would act as her personal sports trainer for seven workout sessions. In a later dispute, the existence of any contract can be judged by

the parties' statements at the time of their alleged contract.

Principal

the person for whom an agent is acting

In January 2008, professor Noe entered into a contract with state university. She agreed to teach full time during the 2008-2009 academic year. Professor Noe died on May 31, 2008. Her estate

is discharged from any further obligations under the contract

Leigh wants to go into the business of construction contracting. Among the reasons that would probably convince Leigh to set up his business as a sole proprietorship would be

its greater organizational flexibility

Mona asserts that a deal she entered into with Nate is an unenforceable contract. Defenses to the enforcement of a contract include

the lack of a party's voluntary consent.

Rocco gives Sequoia a smartphone as a gift. Sequoia develops a new game app for the phone. She obtains intellectual property protection, and forms Titan Games, LLC, to make and market the game. Sequoia's acquisition of the game is by

production

Sherman Act (Antitrust Law)

prohibits all agreements "in restraint of trade" and bans monopolization

The Clayton Act (Antitrust Law)

prohibits anti-competitive mergers, tying arrangements, and exclusive dealing agreements

National Labor Relations Act

prohibits employer actions, such as attempting to force employees to stay out of unions, and labels these actions as "unfair labor practices."

Title VII of the Civil Rights Act of 1964

prohibits employment agencies, employers, and unions from discriminating against applicants and employees on the basis of race, color, religion, national origin, or sex.

Freida and Gail enter into a bilateral contract, which is created when Freida gives a promise in exchange for Gail's

promise only.

Most franchise litigation involves claims for wrongful ________ .

termination

Electronic Monitoring of the Workplace

the Electronic Communications Privacy Act (ECPA) permits employers to monitor workers' telephone calls, e-mail messages, and even instant messages if: -the employee consents -the monitoring occurs in the ordinary course of business -in the case of e-mail, the employer provides the e-mail system

To obtain a contract with the Chinese government, Bammo Engineering Corporation, a U.S. firm, gives a Chinese official a sport utility vehicle. This may violate

the Foreign Corrupt Practices Act.

Network Industries, Inc., wants to monitor its employees' electronic communications. To avoid liability under laws related to employee monitoring, Network should announce the monitoring to o

the employees

Frooty Drinks, Inc., and Great Gulp Bottling Company have a processing-plant franchise arrangement. This involves the transfer of

the formula to make a certain product

Oxtron Inc substantially performed its obligations under a service contract. Outrun is entitled to receive

the full contract price minus the value of the defects

Price Discrimination

illegal to charge different prices to different purchases if: -the items are the same -the price discrimination lessens competition legal to charge a lower price to a particular buyer if: -the cost of serving this buyer is lower -the seller is simply meeting competition

Trade Dress

image and overall appearance of a product

Family and Medical Leave Act (FMLA)

in 1993, congress pass the FMLA, which guarantees both men and women up to 12 weeks of unpaid leave each year for childbirth, adoption, or medical emergencies for themselves or a family member

To acquire the ownership of a mountain cabin by adverse possession, Cody must occupy the cabin exclusively, continuously, and peaceably for a specified period of time

in an, open, hostile, and adverse manner

When a franchisor's decision to terminate a franchise was made in the normal course of the franchisor's business operations, however, that weighs __________ of the franchisor.

in favor

Title VII Gender

includes terms and conditions of employment (wage, bonuses, hours, benefits)

Two Types of Agents

independent contractors - a principal is generally not liable for the torts of an independent contractor servants - a principal is almost always liable for the torts of the employee general rule - the more control the principal has over the agent, the more likely that the agent will be deemed an employee (or servant)

Wrugged Woolens, Inc., a U.S. corporation, sets up a specialized marketing organization in Scotland by appointing a foreign agent. This is called

indirect exporting

Requirements for a patent

- novel - non obvious - useful

control

follow principal's instructions

title VII

- race/color/nation - religion - gender

Corporate officers are hired by the directors. a. True b. False

a. True

Plant patent

protects a new created plant

Difference between a C corporation and an S corporation.

(1) C(Close) Corporation is a corporation with a small number of shareholders, whose stock isn't publicly traded and the shareholders also play an active role in management. (2) S corporation is when the shareholders have the best of all worlds: they have limited liability of a corporation and the tax status of a partnership.

Three main purposes of the federal bankruptcy code? How are these purposes support and fostered in the code?

(1) To preserve as much of the debtor's property as possible (2) To divide the debtor's assets fairly between the debtor and creditors (3) To divide the creditors, share of the assets fairly among them.

How to terminate an agency relationship?

- Agent no longer qualifies - Time limit expires - Achievement of purpose - Mutual Agreement

Utility Patent

-about 94% of all patents are utility patents

Fair Labor Standards Act of 1938

-established provisions of a federal minimum wage (states can be higher but not lower) -40-hour work week -overtime pay laws (Generally, requires employers to pay minimum wage and time and a half for over 40 hours of work) -created an avenue for the modern class action suits -regulates how much and in what types of jobs minors can work (16+, can only work certain hours, required school times, exceptions apply)

Nature of the Copyrighted Work

-facts receive less protection than fiction

Equal Employment Opportunity Commission (EEOC)

-federal agency charged with enforcing federal employment laws -prohibits testing for prescription drugs unless a worker seems impaired

Trafficking Victims Protection Act (TCPA)

-intended to address crime of Human Trafficking

"Ban the Box"

-limits employer use of background checks

Fair Use

-permits limited use of copyrighted material without permission of the author for purposes such as criticism, comment, news reporting, scholarship, or research -the courts held that parody is a fair use of copyrighted material as long as the use of the original is not excessive -downloading of music files from the internet is NOT within bounds of fair use

Fair Use Doctrine

-permits limited use of copyrighted material without permission of the author for purposes such as: 1. Criticism 2. Comment 3. Research 4. News Reporting 5. Scholarship -challenging to determine because the analysis is used on a complex set of issues and the boundaries are not always obvious -this doctrine has been abused by those who use it as an excuse to avoid paying legitimate copyright fees

Federal Trademark Dilution Act of 1995

-prevents others from using a trademark in a way that dilutes its value, even though consumers are not confused about the origin of the product; or tarnishes it by association with unwholesome goods or services

Drug Testing

-private employers are permitted to test job applicants and workers for alcohol and illegal drugs -the private employers may sanction workers who fail a test, even if the use was off duty

concerted protected activity

-talking about wages, working conditions and hours. If it involves two or more individuals, activity is protected activity and the employee cannot be fired -Rule applies even if the business is non-union

Effect of Termination

-termination of the agency on behalf of the principal -principal's duty to reimburse expenses of the agent ends with the end of the agency -confidential information remains confidential and unusable, even after the end of the agency

Four Types of Marks:

1. Trademarks 2. Service Marks 3. Certification Marks 4. Collective Marks

Corporation Bylwas

A document that specifies the organizational rules of a corporation such as the date of the annual meeting and the required number of directors

Detour

A employer is liable if the employee is simply on a detour from company business

BFOQ (Bona Fide Occupational Qualification)

A employer is permitted to establish discriminatory job requirements if they are essential to the position in question

Agent

A person who acts for someone else

Principal

A person who has someone else acting for him

Secondary boycott

A picket line established not at the employer's premises but at a different workplace

_______ is formed to control the market and thereby enable members to sell their goods at higher prices.

A seller-marketing cooperative

When the government uses its power of eminent domain to acquire land owned by a private person or company, it is called _________ .

A taking

OSHA

Administrative agency that enforces federal laws relating to health and safety in the workplace

Fiduciary Relationship

Agent acts for the principal, always putting the interests of the beneficiary ahead of himself

Duty of Loyalty

Agent must act loyally for principal's benefit in all matter connected with the agency relationship

PPA (Provisional Patent Application)

Allows inventors to file their invention for a year of dormancy, so they can show it to potential investors and not incur the full patent application price

________________ of the states have enacted limited liability partnership (LLP) statutes.

Almost all

When a corporation is not operated as a separate entity, this is called the ___________ .

Alter-ego theory

Federal law that prohibits employers with 15 or more employees from discriminating based on a disability.

Americans with Disability Act

Just Cause for Termination

An employee's theft, failure to perform duties, or other serious misconduct

What are three general defenses an employer can raise if sued for violating Title VII of the Civil Rights Act?

An employer can establish that an alleged discrimination was based on (1) merit, (2) seniority, or (3) a bona fide occupational qualification. An employer is not liable under Title VII if it shows that the person favored was the most qualified. A legitimate seniority system is legal, even if it perpetuates past discrimination. An employer may establish discriminatory job requirements if they are essential to the position in question.

BFOQ

An employer is permitted to establish discriminatory job requirements if they are essential to the position in question.

If you do not genuinely assent to a contract's terms, you may: a. legally assault the other party. b. rescind, or cancel, the contract. c. impose your own adhesion contract. d. avoid the contract based on the Statute of Frauds.

If you lease an automobile from an automobile dealer, this contract is covered by: a. Article 2 of the UCC. b. Article 2A of the UCC. c. Article 6 of the UCC. d. the common law, because it involves an intangible good.

Trademark

Any combination of words and symbols that a business uses to identify its products or services and distinguish them from others

The transfer of contract rights to a third person is known as: a. a delegation. b. an assignment. c. a restitution d. a reformation.

A non-physical tort is treated like a ____________(and definition)

Contract claim, principal is liable only if the employee acted with express, implied, or apparent authority

Express Authority

By words or conduct, the principal asks the agent to do something and the agent does it

The corporation's internal rules of management are called the __________ .

Bylaws

A formal contract requires which of the following? a. It must be signed by the president. b. It must be deposited in the county courthouse. c. It must be in a special form or be created using a special method. d. It need only be signed by the offeror.

Public Policy

Doctrine that forbids discharging an employee for a reason that violates a fundamental public value or interest

Beth, who has a disability, is an employee of Corporate Office Company (COC). After the installation of new doors on COC's building, Beth finds it nearly impossible to get in and out. For repeatedly failing to be on time, COC replaces Beth with Dian, who does not have a disability. To succeed with a claim against COC under the Americans with Disabilities Act, Beth will have to show that

COC refused to make reasonable accommodation for Beth

Words or symbols used by a person or orgainization to attest that a product or service produced by others meets certain standards.

Certification mark

Collective Bargaining Agreement

Contract between a union and management

All states now have laws that protect consumers who buy automobiles under warranty. These laws are known as: a. elective laws. b. tender laws. c. blue sky laws. d. lemon laws.

If a contract cannot possibly completed within a year, the contract does not have to be in writing to be enforceable. Select one: True False

False

One of the first steps in the incorporation process is __________ .

Deciding where to incorporate

Agent-Principal Duties

Duty of Loyalty Duty to Provide Information Obey Instructions Duty of Care

Principal-Agent Duties

Duty to Compensate as provided by agreement Duty to Reimburse for reasonable expenses Duty to Cooperate

Oral evidence of otherwise clear terms in a contract can be introduced at a trial to contradict those terms. Select one: True False

False

Federal law that requires employers to pay most employees at least a specified minimum hourly wage.

Fair Labor Standards Act

Title VII

Federal law that generally forbids employment discrimination against race, religion, nationality, color, or gender

Prima Facie

From the Latin, meaning "from its first appearance," something that appears to be true upon a first look

Gives the creator the exclusive right to reproduce, distribute, and preform his original work for a limited time.

What are the two requirements that state statutes and case law governing franchises tend to emphasize the most? Choose two: 1. _________ 2. _______ .

Good faith, fair dealing

Agent

In an agency relationship, the person who is acting on behalf of the principal

Covenant of Good Faith and Fair Dealing

Implied obligation that an employer will not deny an employee an opportunity to enjoy benefits attendant to employment

Principal

In an agency relationship, the person for whom an agent is acting

Directors and officers have a duty of care to act _______ , to exercise the care that a(n) _______ person would exercise in similar circumstances, and to do what the director or officer believes is in the ______ of the corporation.

In good faith, ordinarily prudent, best interest

Patents are valid for this many years from filing date

Grant offers to sell his Honda Civic for $10,000 to Ivy. Referring to the prices for similar Hondas, Ivy says, "I'll pay no more than $5,000." Grant says, "Forget it." Grant's offer was terminated by

Ivy

An employee's theft, fraud, failure to perform or other serious misconduct

Just cause for job termination

Lockout

Management prohibits workers from entering the premises

Lightspeed Corporation makes computers, each of which is packaged with a shrink-wrap agreement. Milo buys a Lightspeed desktop. The terms of the shrink-wrap agreement are most likely enforceable if

Milo expressly agrees to the terms in the shrink-wrap agreement.

In ______ states, it is presumed that a co-tenancy is a tenancy in common.

Most

Agency Relationship

Must have principal, agent, mutual consent, subject to principal's control, thus creating a fiduciary relationship

The most common type of ordinary bailment is the _______ bailment.

Mutual-benefit

In a _______ , the bailor must notify the bailee of all known defects and any __________ defects that could have been discovered with _______ diligence. In a bailment for the sole benefit of the _________ , the bailor only need notify the bailee of any _______ defects.

Mutual-benefit bailment, hidden, reasonable, bailee, known

Federal agency that monitors union activity and portects employees' right to organize.

National Labor Relations Board

Government Agencies the Govern Companies and Employees

National Labor Relations Board (NLRB) Department of Labor (DOL) Equal Employment Opportunity Commission (EEOC) State/City Agencies -Texas Workforce Commission -Human Relations Division

In most states, a shareholder ______ have a stock certificate to prove ownership of the stock.

Need not

Requirements for Patent

Novel Non-obvious Useful

To become an S corporation, a corporation must meet specific criteria, such as restriction on the ________ of shareholders, as well as the types of _________ that can be issued.

Number, stock

Federal Law that regulates work place safety

Occupational Safety and Health Act (OSHA)

Fiduciary Relationship

One of trust in which a trustee acts for the benefit of the beneficiary, always putting the interests of the beneficiary before his own.

Protection granted by the government that permits the exclusive use of an invention for 20 years

Patent

Fair Use Doctrine

Permits limited use of copyrighted material without permission of the author for purposes such as criticism, comment, news reporting, scholarship, or research

Agent

Person who is acting on behalf of a principal

To be considered a bailment, the property that is entrusted must be property. There must be ________ of the property but not transfer of title. Finally, there must be an agreement that the property will be ______ or ________ otherwise _______ according to the bailor's directions.

Personal, delivery, returned, disposed of

But-For Causation (Title VII)

Plaintiff must demonstrate: -that the discrimination would not have occurred if it were not for the employer's discriminatory intent

Controls

Principals are liable for the agent's actions because they exercise control over that person.

In real property law, the right to enter onto and remove things from the property of another (for example, the right to enter onto a person's land and remove sand and gravel therefrom) is known as a ______ .

Profit

A sole proprietor pays only personal income taxes (including Social Security and Medicare taxes) on the business's ______ , which are reported as personal income.

Profits

Age Discrimination in Employment Act

Prohibits discrimination for employees 40 years or older

ADA (Americans with Disabilities Act)

Prohibits employers with 15+ employees to discriminate based on disabilities

Norris-LaGuardia Act

Prohibits federal court injunctions in peaceful labor disputes

Design Patent

Protects the appearance, not the function, of an item

The Digital Millennium Copyright Act

Provides that: 1. Illegal to delete copyrighted information (name of the author, title) 2. Illegal to circumvent encryption or scrambling devices that protect copyrighted works 3. Illegal to distribute tools and technologies used to circumvent encryption devices 4. Internet Service Providers (ISPs) are not liable for posting copyrighted material as long as they are unaware that the material is illegal and they remove it promptly after receiving a "takedown" notice

But for the fact the employee engaged in protected activity, would have the employer taken such an action?

Retaliation

Today most state corporate statutes are at least partially based on the __________ .

Revised model business cooperation act

Worker's Compensation

State law that provides benefits to work-related injuries and certain occupational illnesses

A _________ is the simplest form of business.

Sole proprietorship

Provisional Patent Application

Temporary alternative that is far less complicated to file for than a patent application (a shorter, cheaper way to file for a patent temporarily, to determine if the invention is commercially practical)

Bona Fide Occupational Qualification (BFOQ)

To set a maximum age, the employer must show that: 1. Age limit is necessary 2. Everyone that age is unqualified for the job 3. Age is the only way an employer can determine who is qualified

What governs the operation of a partnership when there is no express partnership agreement? _________

The Uniform partnership Act

America Invents Act

The first person to file an application for a patent on a product or process will receive patent protection.

Apparent Authority

The principal has not authorized the agent, but has done something to make 3rd party believe the agent is authorized

Mary is treated for allergies at a clinic inside the hospital by doctors on the hospital staff (clinic uses same name as hospital on invoices). Mary can effectively bring a lawsuit if she sues the hospital (for malpractice by the clinic) under an apparent agency theory. Select one: True False

True

The image and overall appearance of a business or product

Trade dress

With substantial performance, the other party is entitled to damages to compensate for the failure to comply with the contract. Select one: True False

True

Employees who disclose illegal behavior of their employers

Whistleblowers

Flem, a user of GameCenter.com's Web site, can download gaming software for free if he first clicks on "I accept" after viewing certain terms. This is

a contract that includes the terms.

Unauthorized Agent

When principal is not liable to 3rd party due to an ___ _____.

Not required for an agency relationship

Written agreement formal agreement compensation

Gino files a suit against Free-Flo Plumbing Corporation under the doctrine of promissory estoppel. Gino must show that

___?

Triple-D Cinemas promises to pay Shakir $1,000 to repair and clean its marquee. The act of doing this work is

___?

_____

_______

Which of the following is not a classification of a franchise? a. Vertically integrated. b. Distributorship. c. Chain-style business operation. d. Manufacturing arrangement.

a. Vertically integrated.

Trademarks

affixed to goods sold in interstate commerce

Quik Fix-It, Inc., offers Pam a job as a plumber. No time for acceptance is specified in the offer. The offer will terminate

after a reasonable period of time

Agents are ________ liable for their own torts

always

Limited Liability Companies

an LLC offers the limited liability of a corporation and the tax status of a partnership, without the disadvantages of an S corporation

Under common law, a partnership was treated only as ______

an aggregate of individuals t

Utility Power Company has the right to run its power lines across Velma's land. This is

an easement.

Fiduciary Relationship

an obligation to behave in a trustworthy and confidential fashion toward the object of that duty (either duty of loyalty or duty of care)

T.J. owns a red sports car. T.J. can use the car as he wishes and he can also dispose of it if he wishes. With respect to the car, T.J. is

an owner in fee simple

Which of the following events would probably excuse performance of a contract based on commercial impracticability

an unforeseeable trade embargo causes prices to triple

Partnership by Estoppel

applies if: -participants tell other people that they are partners (even though they are not) or they allow other people to say, without contradiction, that they are partners -a third party relies on this assertion -the third party suffers harm

design patents

are good for 14 years from the date of issurance

A tenant's transfer of his or her entire interest in the leased property to a third person for the entire remaining term of the lease is a(n) ________ of the lease.

assignment

Coco is considering forms of business organization for her concessions business—Coco's Cupcakes. Most states require that a limited liability company

at least one member

Kenneth has a periodic tenancy that requires him to pay rent weekly. Kenneth wishes to terminate his tenancy. Under the common law, he must give his landlord

at least one week's notice.

Which of the following are examples of distributor-type franchising arrangements? Choose two: a. _________ b. . ______________

automobile dealership, beer distributor

Variance requests require: a. no hearing. b. a public hearing. c. a private hearing. d. a thirty-day waiting period

b. a public hearing.

Green River Energy Corporation wants to begin operations that include the discharge of waste into navigable waters. Under the Clean Water Act, Green River must install certain equipment

before beginning operations

Equal Pay Act

both men and women to receive equal pay for equal work - hard to prove in that the work needs to be identical

Scot enters into a contract with Tiffany that later proves voidable at Tiffany's option. If she elects to avoid any duty to perform under the contract

both parties are released from it.

The type of corporation most at risk for piercing the corporate veil is the: a. publicly traded corporation. b. public corporation. c. close corporation.

c. close corporation.

In the LLC form of management: a. a state-appointed receiver manages the firm. b. the managers must be certified public accountants. c. the managers may be members, both members and nonmembers, or only nonmembers. d. members may not participate in management of the LLC.

c. the managers may be members, both members and nonmembers, or only nonmembers.

One of the biggest disadvantages of organizing a company as an LLC is that: a. it is taxed like a partnership, unless the members choose differently. b. its members pay no taxes. c. there is no uniform law governing LLCs in the United States.

c. there is no uniform law governing LLCs in the United States.

Marshall owns a piece of land, but James owns the mineral rights to Marshall's land. James wishes to sell the mineral rights. James

can sell the mineral rights without consulting Marshall.

Sea rovers inc contacted to sell 1,000 pounds of shrimp to the seafood shack with delivery on june 1. on may 1 sea rovers advised the seafood shack that it would not be able to deliver the shrimp. the seafood shack

can sue sea rovers immediately for breach of contract

Ruby is young and healthy when she gives Pearl a prize-winning horse. The gift meets all the requirements to be effective. This is a gift

causa mortis

Bonni wants to go into business for herself and knows she can start a corporation over the Internet. Instead, she chooses to invest in a new, local Taco Bell restaurant, which is an example of a __________ .

chain-style business operations franchise

Paradise Footwear buys a franchise from Reliant Athletic Shoes Inc. This relationship, like all other franchise relationships, is governed by

contract law

The main right of the bailee is the right to ________ .

control and possess the property

A ________ is not one of the three major forms of business.

cooperative

If a group of people form a nonprofit membership organization to buy materials for their activities at a discount, they have probably formed a _______ .

cooperative

An LLC's members may want to reinvest the profits in the business rather than distribute the profits to members. In that situation, the members prefer that the LLC be taxed as a __________ .

corporation

Peyton, Qiana, and River form a syndicate to buy a professional basketball franchise. This syndicate could be set up as

corporation

The basis for India to give effect to the laws and court decisions of the United States is primarily

courtesy and respect

Trade Secrets Include:

customer lists, supplier lists, sale and marketing strategies, special knowledge utilized by employees, computer code, production processes, and new ideas of employees

Generally speaking, a limited partnership will be dissolved if: a. a limited partner leaves. b. the partnership business relocates. c. a limited partner gets married. d. a court issues the appropriate decree.

d. a court issues the appropriate decree.

A limited liability company (LLC) combines the tax characteristics of: a. a corporation with the liability of shareholders. b. a partnership with the liability of partners. c. a corporation with the liability of a partnership. d. a partnership with the liability of a corporation.

d. a partnership with the liability of a corporation.

Stock may be described as: a. a document describing the ownership of the corporation. b. a debt owed by the government to the shareholder. c. a debt owed by the corporation to the shareholder. d. an ownership interest in the corporation.

d. an ownership interest in the corporation.

Olga, a minor, signs a contract to buy a computer from Phil, the owner of Quality Computer Store. Olga's right to disaffirm the contract

does not change the fact that Phil is bound by the contract.

Dante enters into a contract with Rosalinda, who does not have contractual capacity. Dante can enforce the contract if Rosalinda

does not choose to avoid the contract.

Ira is declared mentally incompetent. Jay, Ira's son, is named his guardian. At Jay's insistence, Ira transfers his assets to Jay "for safekeeping." This gift may not be effective on the ground that there was no

donative intent

Management Duties

duty of care duty of loyalty duty of good faith and fair dealings

Duties of Agent to Principal

duty of loyalty for the agent -must act for the benefit of the principal -may not receive outside benefits without approval of the principal -can neither disclose nor use for her own benefit any confidential information -is not allowed to compete with his principal within the scope of the agency business -may not act for two principals whose interests conflict -may not become a party to a transaction without the principal's permission -may not engage in inappropriate behavior that reflects badly on the principal

Duty of Loyalty

duty of utmost loyalty, duty to not compete with partnership, turn over any profit to partnership and avoid conflicts of interest

Alan offers to transfer Beth's DVDs to digital flash drives for $150 plus the cost of the drives. The mailbox rule will not apply if Beth accepts the offer by

e-mail

Which of the following is NOT typically a part of the contents of an LLC's articles of organization filed with the central state agency? a. The name of the business. b. The business' principal address. c. The name and address of a registered agent. d. The members' names. e. The hours of operation of the business. f. How the LLC will be managed.

e. The hours of operation of the business.

Sweet Stuff is a general partnership that sells candy, cards, and flowers. Sweet Stuff has ten partners. Jill and Amy each have a 25 percent interest in the firm. The other partners each have a 10 percent interest. In management matters

each partner has one equal vote

Real estate sales contracts are often contingent on the buyer's ability to obtain __________ .

financing

M&E contracted to sell 500 music stands to Coda inc. ME shipped the stands in accordance with the agreement. Coda paid for the stands as promised. The contract between ME and Coda is discharged by

full performance

Paper Products Corporation meets all of the requirements to be subject to the federal employment discrimination laws. These laws restrict the ability of employers to discriminate against workers on the basis of

gender.

Family and Medical Leave Act (FMLA)

guarantees both men and women up to 12 weeks of unpaid leave each year for childbirth, adoption, or a serious health condition of their own or in their immediate family

service marks

identify services, not goods

service mark

identify services, not goods ("fly the friendly skies")

Service marks

identifying services, not goods

Ratification

if a person accepts the benefit of an unauthorized transaction or fails to repudiate it, then he is as bound by the act as if he had originally authorized it -applies when the principal accepts the benefits of the contract

Equal dignities rule

if an agent is empowered to enter into a contract that must be in writing, then the appointment of the agent must also be written

detour

if an employee simply abandons from business while on the road, the company will be responsible for employee

Yokio, Ltd., and Zeno, S.A., transact an international sale of goods. At the request of these parties, a court in Portugal resolves a dispute between them. A U.S. court will most likely honor the judgment

if it is consistent with U.S. laws and public policy

Stacy, a minor, charges the cost of an expensive leather jacket at a Girl's Trend store. Two nights later, Stacy loses the jacket at Minors Only Club. She disaffirms the jacket's purchase. Stacy owes Girl's Trend the reasonable value of the jacket

if it is deemed "necessary".

Mei writes a check to Nat in an amount that represents half of her debt to him. On the back of the check, Mei includes the words "payment in full." Nat cashes the check. This discharges the entire debt

if the debt is unliquidated.

Klondike and Leola own 10,000 shares of stock in My-T Gro Corporation. On the death of either owner, that owner's interest in the stock passes to the surviving owner. This is

joint tenancy

Beyond-the-Sea Corporation and Homeport Company make a deal for Homeport's products, via e-records. Under the UETA, an e-record is considered sent when it

leaves the sender's control.

Jen questions whether there is consideration for her contract with Isaac to exchange her catering services for his payment of a certain amount. To constitute consideration, the value of whatever is exchanged must be

legally sufficient.

Remote Disposal Company operates a hazardous waste storage facility. Concerned that there may be a release of chemicals from the site, Remote sells the property to Serene Developers, Inc. If there is a release, Remote is most likely

liable.

Statutes of limitations

limit the time in which an injured party may sue

consent

mutual agreement to create an agency

Illegal Horizontal Agreements

market division: any effort by a group of competitors to divide its market is a per se violation of the Sherman Act (ex: geographically, volume)

Collective Marks

marks that identify members of an organization

collective marks

marks that identify members of an organization

Certification marks

marks used by an organization to attest that products meet certain standards

certification marks

marks used by an organization to attest that products meet certain standards

Certification marks

marks used by an organization to attest that products meet certain standards (xyz stamp of approval)

a court

may refuse to enforce an express condition intended by the parties if the court determines it is unfair and harmful to the general public

Smitty enters into an illegal bargain with Taylor. Smitty can enforce the contract or recover for its value if he has been induced to enter into the bargain as a result of

more than one year.

Sit-down Strike

members stop working but remain at their job posts, blocking replacement workers

Defenses to Charges of Discrimination

merit, seniority (union contracts), bona fide occupational qualification

Defenses to Charges of Discrimination

merit, seniority, bona fide occupational qualification

Jenna, a minor acting on her own, signs a contract to buy a horse and its tack from Field Equine Ranch. Later, after taking possession of the horse and tack, Jenna disaffirms the deal. She

must return both the horse and the tack.

Limited Liability Partnership (LLP)

partners in an LLP are not personally liable for debts of the partnership (whether arising from contract or tort)

Yvon asks Zack, "Do you want to buy one of my fishing rods?" This is

not a valid offer because the terms are not definite.

Consumer Sales, Inc. (CSI), sends its catalogue to Dean and includes a "personalized" letter inviting him to buy any item in the catalogue at the advertised price. This is

not an offer

Howie enters into a contract with Ida over the Internet to buy soybeans as a hedge against falling prices in corn. Neither party prints out a hard copy. Under the Electronic Signatures in Global and National Commerce Act (E-SIGN Act), this contract can

not be "denied legal effect" because it is only in electronic form.

Cherry is injured in an accident caused by Bronco. Bronco agrees to pay Cherry $2,500 if she agrees to release him from further liability. Cherry agrees. If Cherry's damages ultimately exceed $2,500, she can

not collect the balance from Bronco.

Brasilia, a real estate broker licensed only in Connecticut, concludes a land sale in Delaware. She can

not collect the commission, keep it, or foreclose on the property.

Southwestern Foods Corporation operates a packaging plant near the border between the United States and Mexico. Due to the location, it would be easier for Southwestern to employ noncitizens. With respect to persons not authorized to work in the United States, an employer can

not hire them, recruit them, or refer them for a fee

Predatory Pricing

occurs when a company lowers its prices below cost to drive competitors out of business

An LLC that has only ______ member(s) cannot be taxed as a partnership.

one

In most states, statutes require leases for terms exceeding ______ year(s) to be in writing.

one

Economic Strike

one intended to gain wages or benefits

if a condition does not occur

one party will probably will be discharged without performing

Non-physical torts

one that harms only the reputation, feelings, or wallet

Newt is considering forms of business organization for Newton Design, an architectural firm. An advantage of a limited liability partnership is that partners can avoid personal liability for

only other partners' malpractice

Sarah believes that she was rejected for a position at Trekking Travel Agency due to her race. Sarah files a suit against Trekking Travel Agency under Title VII on the basis of disparate-treatment discrimination. Sarah must show all of the following except that

other people of her race hold similar positions with other employers

Age Discrimination in Employment Act

outlaws discrimination against people older than 40 years

Secure Investments, Inc., a U.S. firm, expands into international markets through a joint venture. In this situation, Secure owns

part of the operation, and shares its profits and liabilities.

Patent

patents give inventors the right to prevent others from making, using, or selling their inventions for a limited time

Big Drill Oil Company employees one hundred workers. Big Drill must do all of the following except

pay employees higher wages for working in more dangerous areas

Phillipa is the sole proprietor of Incredible Floral Arrangements. As a sole proprietor, on Incredible's profits, Phillipa

pays only personal income taxes.

The Anticybersquatting act

permits trademark owners and famous people to sue anyone who registers their name as a domain name in "bad faith"'

Derrick buys a hunting license and goes hunting. He shoots a deer, cleans it, and takes it back to his truck. He takes the deer to town and has the meat processed. Derrick's acquisition of the deer is by

possession.

A member of an LLC has the ______ to dissociate from the LLC at any time, but he or she may not have the ________ to dissociate.

power, right

Control

principals are liable for the acts of their agents because they exercise over the agents if principals direct agent to commit an act, principal should be liable when a harm is committed

Drug testing

private employers are permitted to test job applicants and workers for alcohol and illegal drugs

Mallory's sister gives Mallory a leather working kit for Christmas. Mallory uses the kit to make a saddle. Mallory's acquisition of the saddle is

production.

Mica, a minor, signs a contract to pay National Fitness Club a monthly fee for twenty-four months to use its facilities. Six months later, after reaching the age of majority, Mica continues to use the club. This act is

ratification.

A 200-year-old oak tree located on a piece of property is considered to be ______________ .

real property

Ruth is a supervisor for Subs & Suds, a restaurant. Tim is a Subs employee. The owner announces that some employees will be discharged. Ruth tells Tim that if he has sex with her, he can keep his job. This is

quid pro quo harassment

In order for shareholders to exercise control, a ________ must be present, either in person or through proxies.

quorum

Ski Resorts, Inc., wants to add a new run to its facility in a national park on federal land. For this action, an environmental impact statement is

required

Kelsey promises to pay Jon, her son, $15,000 if he obtains his degree at Ivy University, where he is currently in his second year. Jon graduates. Kelsey is

required to pay, because Jon obtained a degree at Ivy.

Following negotiations with Merchants Storage Company, Lonny enters into an informal contract to clean the loading dock. This means that the parties' contract

requires no special form.

Panini Vittles, Inc., contracts with Qino to deliver its sandwiches. Later, the parties decide to cancel their contract. They can

rescind their contract if it is executory

Al contracted to sell his house to Bev. Subsequently, they both changed their minds and agreed to cancel the contract. The contract between Al and Bev is discharged by

rescission

Corporations normally are financed by _______ . One type of security consists of borrowing funds and is called a ________ . The other main type of security consists of ownership in the corporation and is called a _______ , or equity security.

securities, bond, stock

Tying Arrangements

selling a product on the condition that the buyer also purchases a different (or tied) product

Melanie files an employment discrimination suit against Natural Gas Industries Corp. under Title VII on a disparate-impact theory. To succeed, Melanie must show that a protected group of people are adversely affected by any of the following except the employer's

seniority system

Conrad and Delilah are employees of AgriBio Feed & Seed Corporation. Under the Equal Pay Act of 1963, AgriBio can legitimately pay different wages on the basis of

seniority.

Deepwater Mining Corporation offers to sell East China Refining, Inc., a certain quantity of unrefined oil. If East China sends an acceptance via Deepwater's authorized mode of communication, it will be effective when it is

sent.

Shelby offers to make digital copies of Relay Company's business conference videotapes, CDs, DVDs, and other media for $500. Under the mailbox rule and the Uniform Electronic Transactions Act (UETA), Relay's acceptance by e-mail will be considered effective when

sent.

Senator Brown and other politicians want to restrict the flow of technologically advanced products and data from the United States to other countries. To restrict or encourage exports, Congress can

set export quotas

Internet Corporation for Assigning Names and Numbers (ICANN)

settles cyber disputes over trademarks by arbitration

"S" Corporations

shareholders of S corps have the best of all worlds: the limited liability of a corporation and the tax status of a partnership

The ______ , or owners, of a corporation elect the _________ who then hire the ________ to run the daily operations.

shareholders, directors, officers

Yvon and Zach are minors who marry each other. Their minority status may be terminated under the laws of

some states.

Whistleblower

someone who discloses wrongdoing

Interstate Coffee Brokers, Inc. (ICBI), offers to sell Java Roasters, Inc., fifty bags of coffee beans. Java rejects the offer. The offer is

terminated

Shari gets together with a group of her friends to pool their funds to buy a house, fix it up, and rent it out. This is a joint venture arrangement but also could be known as a __________ .

syndicate

Concerted Action

tactics taken by union members to gain bargaining advantage

Concerted Protected Activities

talking about wages, working conditions, hours. if it involves more than 2 people, it is protected and the employee can not be fired.

Phil enters into a contract with Quality Resorts, Inc., to work as a chef. Under the plain meaning rule, the meaning of this contract must be determined by reference to

the face of the instrument

Lucky owns Mud Flats Ranch, which is situated on certain Nevada acreage. The exterior boundaries of the land extend

to the center of the earth and up to the farthest reaches of the atmosphere

Lucy is a limited partner in Metro Contractors, a limited partnership, which cannot pay its debts. Lucy is personally liable for the debts

to the extent of her capital contribution

CheezBurger Heaven, Inc., conducts a chain-style franchise. This involves the transfer to Clive, one of its franchisees, of

trade name and operating agreement

A wholesaler of coffee notifies a retailer that it cannot fulfill its contractor obligation to deliver 1,000 pounds of coffee at the agreed upon price of 2.00 per pound next month because of recent price increases in coffee. the retailer may treat the wholesaler as having breached the contract and sue for damages even though the wholesaler's performance is not due until next month

true

Café Cuisine Dining, Inc., employs one hundred workers at three locations in two states. Under federal law, Café Cuisine must provide its employees, during any twelve-month period, family or medical leave of up to

twelve weeks.

Competitive Strategies

two approaches: -aggressive strategies designed to create an advantage over competitors -cooperative strategies where companies work together to their mutual advantage

intellectual property

typically expensive to produce, but cheap to transmit, giving more profit to those who do less work

Elmo, a minor, misrepresents his age to be twenty-one and contracts to buy a car from Fine New Autos. Ordinarily, Elmo can disaffirm the contract

under any circumstances

Betty pledges to donate $1,000 to the Children's Hospital. On the basis of the pledge, the hospital orders additional equipment. Betty reneges on the pledge. The hospital sues Betty. If the court enforces the pledge, it will be

under the doctrine of promissory estoppel.

Refusal to Deal

violates the Sherman Act if it harms competition

Chris, a minor, signs a contract to buy alcoholic beverages for Dine & Drink, his parents' restaurant. The contract is

void as a matter of law.

Courtney promises to buy illegal digital copies of music and movies from Devin, who promises to deliver on August 15. These promises are most likely

void.

The type of deed that provides the buyer with the greatest legal protection is a _________ .

warranty deed

Reciprocal Dealing Agreements

when a buyer refuses to purchase goods from a supplier unless the supplier also purchases items from the buyer (sugar beet and seed example)

Bid-Rigging

when competitors agree on the prices at which they will buy or sell, their price-fixing is a per se ciolation of the Sherman Act

frolic

when employees majorly Abandon business of their employer and act on their own during company time (gambling, extra-marital endeavors); the employee is liable during this time

On Tim's eighteenth birthday, he decides that he no longer wants to keep a car he bought from Woody's Autos, Inc., when he was seventeen. His right to disaffirm the deal will depend on

whether Tim acts within a reasonable period of time.

Permits limited use of copyrighted material without permission of the author for purposes such as criticism, comment, news reporting, scholarship and research.

Fair Use Doctorine

A breach discharges the nonbreaching party from the contract. Select one: True False

False

A conditional assignment of rights in a contract will extinguish the rights of the assignor. Select one: True False

False

in negotiation the purchase of a vehicle, the sales rep told Karla, "I guarantee that you will be personally satisfied with this car" The guarantee was written on the contract when Karla purchased the car. If a controversy arises over Karla's satisfaction, the court will apply a subjective standard, which means Karla's judgement must be reasonable

False

Federal Law that creates the right of qualified employees to take up to twelve weeks of unpaid leave in certain situations.

Family Medical Leave Act

Electronic Communications Privacy Act

Federal law that allows employers to monitor workers' telephone calls and emails if certain conditions are met

Government Contracts

May use this when awarding contracts only if: 1. Programs are needed to overcome past discrimination 2. Time limits 3. Nondiscriminatory alternatives are not available

Real property _____ become personal property by ________ the land. Personal property _______ become real property if it is _______ real property.

May, removing it from, may, affixed to

What are the options that exist for management of an LLC? Choose two: 1. ________ 2. ________ .

Member-managed, manager managed

A shorter, cheaper way to file a patent temporarily to determine if the invention is commercially practical.

Provisional Patent

Because shareholders with a very small percentage of shares may not be able to travel to annual meetings, the law allows them to appoint someone else to vote their shares using a ______ authorization form. Management often _____ these.

Proxy, solicits

Generic Use of Trademark

Sometimes a valid trademark loses its validity if it is used so much (Kleenex, thermos, Xerox, band-aid)

Reasonable Accommodation Factors For Disabled Workers:

1. Make facilities accessible 2. Permit part time schedules 3. Acquire or modify equipment 4. Assign a disabled person to an open position that he can perform

Four types of prohibited activities under Title VII:

1. Disparate Treatment 2. Disparate Impact 3. Hostile Work Environment 4. Retalitation

Five Basic Categories of Distinctive Marks:

1. Fanciful Marks (made up words) 2. Arbitrary Marks (use existing words that do not describe the product) 3. Suggestive Marks (indirectly describe the product's function) 4. Secondary Meaning (they are now associated with the product in the public's mind) 5. Trade Dress (the image and overall appearance of a business or product)

terms to terminate an agency

1. If agent is no longer qualified 2. Time limit expires 3. Achieved its purpose 4. Mutual agreement

Three Stages for Medical Exams:

1. Applicants (can they do the work, how they would do it, what accommodations are necessary) 2. Entering Employees (medical test must be required of all employees, test must be confidential) 3. Existing Employees (to determine if they can still perform the job)

Four Defenses to Discrimination:

1. Bona Fide Occupational Qualification (BFOQ) 2. Affirmative Action 3. Merit 4. Seniority

Six Categories That Cannot Be Trademarked:

1. Deceptive 2. Descriptive 3. Scandalous 4. Similar 5. Names 6. Genetic

Three Considerations When Determining if Information is a Trade Secret:

1. Difficulty to obtain? 2. Effort to protect it? 3. Create a competitive advantage?

A corporation must notify its shareholders of the date, time, and place of an annual meeting at least ___ days before the meeting date.

trade secret

A formula, device, idea, process, or other information used in a business that gives the owner a competitive advantage in the marketplace.

Duration of a patent

20 years from date of filing

Trade Secret

A formula, device, process, method, or compilation of information that, when used in business, gives the owner an advantage over competitors

Undisclosed Principal

3rd party did not know of principal's existence or identity. Can recover from either agent or principal

Partially Disclosed Principal

3rd party knew of principal's existence but not identity. Can recover from either the agent or principal

Berkie's bicycle is damaged in an accident caused by Imogene. Berkie agrees not to sue Imogene if she will pay for the damage. If she fails to pay, Berkie can bring an action for breach of contract. This is

a covenant not to sue.

Design Patent

protects the appearance, but not the function of an item

infringement

-A patent holder has exclusive rights to use the invention during the terms of the patent -Usually will send a cease and desist letter first, to say stop using our patent

Three general defenses an employer can raise if sued for violating Title VII of the Civil Rights Act

(1)Defendant is not liable if he shows that the person he favored was the most qualified (2) Merit (3) Seniority

What's needed to create an agency relationship?

- A principal - An agent - A mutual consent between agent/principal - Subject to the principals control - thereby creating a fiduciary relationship

Fair Labor Standards Act (FLSA)

- DOL controlled - Minimum wage and overtime laws - regulates how much time and type of job minors can work

Occupational Safety and Health Act (OSHA)

- DOL controlled - ensure safe working conditions - requires records - safety inspections

Duties from Principal to Agent

- Duty to Indemnify - Duty to cooperate - Duty to cooperate with agent

Electronic Communications Privacy Act

- ECPA permits employers to monitor workers' calls, emails, messages if... - the employee permits it - the monitoring occurs in the ordinary course of business

Technology in the workplace

- companies can have social media polices that limit employee commentary. - policy is void is they unreasonably limit employee speech about work conditions

Scope of Employment(employee is acting within SoE if the act is)

- one that employees are generally responsible for - takes place during hours that employee is employed - part of principals business - similar to the one the principal authorized - principal supplied tools - not seriously criminal

Americans with Disabilities Act

- prohibits discrimination against a person with disabilities - employer can not disqualify an applicant as long as he can reasonable perform the functions of the job

Vaid trademarks

- words - symbols - phrases - shapes - sounds - scents

Quid Pro Quo

-"one thing in return for another" -If any aspect of a job is made contingent upon sexual activity

Americans with Disabilities Act of 1990

-A law that requires employers and public facilities to make "reasonable accommodations" for people with disabilities -prohibits discrimination against these individuals in employment. -A person with a disability is someone with a physical or mental impairment that substantially limits a major life activity, or someone who is regarded as having such an impairment -An employer may not disqualify a job applicant or employee because of disability as long as she can, with reasonable accommodation (would not create undue hardship) perform the essential functions of the job

Disparate Impact (ADEA)

-Actions do not explicitly discriminate, but have an adverse impact on people 40+ -One other reasonable factor other than age is cost

Controlling Distributors and Retailers

-Allocating customers and territory: a vertical allocation of customers or territory is illegal only if it adversely affects competition in the market as a whole -Exclusive dealing agreements: one in which a distributor or retailer agrees with a supplier not to carry the product of any other supplier (illegal if they severely limit the competition)

pregnancy

-An employer may not fire or refuse to hire a woman just because she is pregnant -Employer may not discriminate due to pregnancy

Equal Pay Act (EPA)

-Can be used by either sex -Basic premise is same work equals same pay -Difficult to prove in that work needs to be identical

equal pay act

-Can be used by either sex -Basic premise is same work equals same pay -Difficult to prove in that work needs to be identical

Merit

-Company is not liable if they show that the person they favored was the most qualified -Test results, education, or productivity can be used to demonstrate merit

damages for Title VII and ADA

-Compensatory damages -Punitive damages -Consequential damages

national labor relations act (Wagner Act)

-Created the National Labor Relations Board to enforce labor laws -Prohibits employers from penalizing workers who or do not engage in union activity (for example, joining a preexisting union or forming a new one); and -Requires employers to "bargain in good faith" with unions -"Concerted Protected Activity"

Duties of Principal to Agent

-Duties to reimburse the agent for reasonable expenses a principal must also indemnify an agent for an unauthorized purchase if the agent reasonably believed he was authorized and the principal received a benefit -Torts committed by the agent a principal must indemnify an agent for tort claims brought by a 3rd party if the principal authorized the agent's behavior and the agent did not realize he was committing a tort -Contracts entered into by the agent the principal must indemnify the agent for liability she incurs as a result of a contract on the principal's behalf, including attorney's fees and reasonable settlements -Duty to cooperate cannot unreasonably interfere with the agent's ability to accomplish his task unless the contract provides otherwise, the principal may not compete with the agent principal must perform her part of the contract

duty of principals to agents

-Duty to compensate in accordance by the agreement -Duty to indemnify for reasonable expense (expense or damages incurred carrying out business of principal) -Duty to cooperate with the agent (not to interfere with ability to complete the work) (compensate, indemnify (protect from expense and liability), cooperate)

Voluntary Action

-Employers can voluntarily introduce an affirmative action plan to achieve equitable representation of minorities and women, provided that the plan is not too unfair to majority members

Employment torts

-Employers have a qualified privilege (an employer may be liable for defamation when they give false and unfavorable references about a former employee if motivated by ill will or know is false) -Employers are generally not required to give any information about former employees (may sometimes be held liable if potentially dangerous information is withheld)

federal trade commission regulation

-Employers may find themselves facing an enforcement action based on their employee's online activities -Employees must disclose "material connections" -Employees should post disclaimers that they are not authorized to speak on behalf of the company and the views expressed may not be the company's views -Employees commenting on company products

Protections against harassment complaints

-Employers should establish, distribute to all employees, and enforce policies prohibiting harassment and setting out a procedure for making complaints -Gets bad if the supervisor is involved

Issues surrounding Genetics

-GINA law makes it illegal for companies to discriminate against employees or applicants because of genetic information -information regarding employee or information relating to family members (medical history) -retaliation is illegal as well under GINA because a person complained about or filed a charge of discrimination

Strikes

-If contesting an economic issue, company can hire replacement workers -If it is over Unfair Labor Practice (ULP) a union worker is entitled to his/her job back after (gets job back ONLY if thing is over a ULP)

employee privacy

-In many places, off-duty conduct cannot be regulated by the employer -Alcohol and drug testing is allowed by private businesses -government employers may test if signs of use are seen or if job safety is an issue -Employers may not require or even suggest the use of polygraph or lie detector tests, except in investigations of crimes

sexual harassment

-Involves unwelcome sexual advances, requests for sexual favors, and verbal or physical conduct of a sexual nature -this creates a hostile work environment

employee/agency issues

-Is the worker an employee or independent contractor? -If employee, was wrong committed during the scope of employment?

I-9 immigration issues

-May ask if authorized to work in the US. If so, hire the employee (give an offer) -The employee then has three days after the offer is received to complete an Employment Verification Form to show legally allowed to work in US

Independent Contractor

-One who works for, and receives payment from, an employer but whose working conditions and methods are not controlled by the employer. This person is not an employee but may be an agent. -does not receive employee benefits (health insurance, etc.) -liability is affected because this person is not officially an employee but an agent

Violations of Antitrust Laws

-Per se violations automatically illegal, no matter what effect they have on competition -Rule of Reason violations illegal only to the extent that they have an anti-competitive effect

What are the three necessary elements for an effective gift?

1. donative intent on the part of the donor 2.) delivery 3.) acceptance by the donee

To win a disparate impact case (ADA):

-Plaintiff must show that a policy that looks neutral falls more harshly on a protected group and cannot be justified by business necessity

Affirmative Action

-Plan that can Remedy the effects of past discrimination

bullying in the workplace

-Power issue over another employee/peer -Create Moral issues in the workplace -Incognito and Aledo

NLRB approved

-Prohibiting "harassment, bullying, discrimination, or retaliation," even at home or after business hours -Informing workers that they are more likely to resolve complaints by speaking with co-workers or going through the company, rather than posting grievances online -Forbidding "inappropriate postings," specifically threats of violence or discriminatory remarks -Instructing employees not to reveal trade secrets or confidential information, as long as you detail the kind of information you mean, so there's no chance of the policy being read to restrict section 7 rights

Americans with Disabilities Act (ADA)

-Prohibits discrimination against a person with a disability -A person with a disability is someone with a physical or mental impairment that substantially limits a major life activity, or someone who is regarded as having such an impairment -An employer may not disqualify a job applicant or employee because of disability as long as he can, with reasonable accommodation, perform the essential functions of the job

Title VII of the Civil Rights Act of 1964

-Prohibits employers from discriminating on the basis of national origin, race, religion, color, sex

Disparate Treatment (ADEA)

-Prove intentional discrimination because of age, or enacted a policy that intentionally treated employees different because of age -Must prove that age was the deciding factor

Occupational Safety and Health Administration (Act) (OSHA) of 1970

-Sets specific health and safety standards -Obliges employers to keep workplace "free from recognized hazards" -Requires records of all injuries and accidents -Allows inspection of workplaces and fines for unsafe conditions (SRHF)

privacy issues in the workplace

-Technology/driving blackberry/ -Off-duty conduct -Legal activities/smoking -Blogging/company info -Wearing uniform ... that reflects negatively on the company

Equal Employment Opportunity Commission

-Title VII of the Civil Rights Act of 1964 prohibits employers from discrimination in the basis of sex, race, color, religion, or national origin -Age Discrimination in Employment Act prohibits discrimination for employees 40 and older -Americans with Disabilities Act prohibits discrimination against a person with a disability

Retaliation (Title VII)

-Title VII prevents employers from retaliating against workers who oppose discrimination, bring a claim under statute, or take part in an investigation or hearing -Standard of proof is higher for retaliation claims than for the underlying discrimination issue

Damages

-Title Vii and ADA compensatory, punitive, consequential damages -ADEA compensatory and liquidated damages (3 times damage)

National Labor Relations Act (NLRA)

-Wagner Act -Ensures the rights of workers to form unions, and encourages them to bargain collectively and productively -Created the National Labor Relations Board to enforce labor laws -Prohibits employers from penalizing workers who engage in union activity (for example: joining a preexisting union or forming a new one)

Social Media Policies

-Would the rule or policy "reasonably tend to chill employees in the exercise of their section 7 rights -Does the policy limit employee speech about working conditions -Is the speech about concerted activities - 2 or more -Including the right to engage in "concerting activities" for the purpose of collective bargaining or other mutual aid or protection

-a court may: 1. Prohibit the infringer from committing further violations 2. Order destruction of the infringing material 3. Recover damages, profits earned, and attorney's fees from the infringer

Joint and Several Liability

-a creditor may sue the partners jointly as a group or separately as individuals -every partner is an agent of a partnership, thus the entire partnership is liable for the act of one partner when transacting business (signing contracts) -if the partnership does not have enough assets to pay its debts, creditors may go after the personal property of individual partners whether or not responsible in any way for the debt

Fiduciary Duty

-a duty of trust owed by an agent -Loyalty (no outside interest, competing interest and keep confidential information safe) -Duty to obey instructions (unless illegal or unethical) -Duty of care (reasonable person standard like skill and training) -Gratuitous agent - liable for gross negligence

Trade Secret

-a formula, device, process, method, or compilation of information that, when used in business, gives the owner an advantage over competitors who do not know it Protected Trade Secrets: 1. Formula 2. Device 3. Process 4. Compilation of Information 5. Method

Patents

-a grant by the government that permits the inventor exclusive use of an invention for 20 years (or 14 years in the case of design patents) -is not available solely for an idea, but only for its tangible application -are not available for laws of nature, scientific principles, or mathematical formulas and algorithms

Useful

-a patent does not need to be commercially valuable, but it must do something -an invention will only be denied if a patent has absolutely no practical utility

Americans with Disabilities Act

-a person with a disability is someone with a physical or mental impairment that substantially limits a major life activity or someone who is regarded as having such an impairment -an employer may not disqualify a job applicant or employee because of disability as long as she can, with reasonable accommodation (would not create undue hardship) perform the essential functions of the job

Elements to Create an Agency

-a principal -an agent -consent that the agent will act on behalf of the principal -subject to principal's control -this all = a fiduciary relationship

Apparent Authority

-a principal can be liable for the acts of an agent who is not, in fact, acting with authority if the principal's conduct causes a third party reasonable to believe that the agent is authorized -an agent with actual authority may perform an act beyond the scope of that authority -if the action appears to the third party to be within the scope of the authority, the principal will be bound (look at what has the principal done, not the agent)

Authority

-a principal is bound by the acts of an agent if the agent has authority -three types of authority: express, implied, and apparent -only express and implied are actual authority, because the agent is truly authorized -in apparent authority, the agent seems to be authorized, but is actually not. the principal is still bound by the agent's actions

Principal's Liability for Torts

-a principal may be liable for the torts of a servant but generally is not liable for the torts of an independent contractor -a master (principal) is liable for physical harm caused but he negligent conduct of servants (agents) within the scope of employment -the principal is liable for the physical torts of an independent contractor only if the principal has been negligent in hiring or supervising

Provisional Patent Application

-a shorter, cheaper way to file for a patent temporarily, to determine if the invention is commercially practical -last 1 year then the inventor is required to apply through the regular patent process

Exceptions to the Rule on Undisclosed Principals

-a third part is not bound to the contract with an undisclosed principal if: the contract specifically provides that the third party is not bound to anyone other then the agent or the agent lies about the principal because she knows the third party would refuse to contract with him

Copyrights

-a work is automatically copyrighted once it is in tangible form -registration with the copyright office of the library of congress is necessary only if the holder brings suit to enforce the copyright -use of the copyright symbol is optional, but often recommended to make ownership clear -the copyright act protects literature, music, drama, choreography, pictures, sculpture, movies, recordings, and architectural work -valid until 70 years after the death of the work's only or last living author -when work is owned by a corporation, lasts 95 years from publication or 120 years from creation

Elements not required for an agency relationship

-a written agreement (unless the business of the agent requires a written contract) -a formal agreement (act like agent and principal is enough to establish agency) -consideration (an agent does not have to be paid)

Agent's Liability for Torts

-agents are always liable for their own torts even if the principal is also liable -agents and principals are jointly and severally liable, which means that the injured party may sue either one or both as she chooses -the injured party may not recover twice, but may recover partially from both parties -the principal can sue the agent, if the injured party recovers from the principal

Harassment

-all three laws prohibit harassment of employees due to protected classification (includes contract employees and vendors) -retaliation provisions are also included in the acts employer is prohibited from retaliating against anyone who complains of harassment as well as others who complain or assist the plaintiff in their complaint

Nonobvious

-an invention is not patentable if it is obvious to a person with ordinary skill in that particular area -Patent and Trademark Office (PTO) and courts determines if an invention is obvious by looking at the difference between it and existing technologies to see if that development would be unexpected to someone in that field

International Patent Treaties

-an inventor must apply for a patent in each country where patent protection is sought

Prior Sale

-an inventor must apply for a patent within one year of selling the product commercially anywhere in the world -this rule encourages prompt disclosure of inventions -prevents someone from inventing a product, selling it for years, and then obtaining a 20-year monopoly with a patent

Sole Proprietorship

-an unincorporated business owned by one person -easy and inexpensive to create and operate -earnings are reported on the owner's personal tax returns -why do most people choose to operate this way? no corp tax and most people don't know difference

World Trade Organization (WTO)

-any country that joins this organization must agree to trade-related aspects of intellectual property rights (TRIPS) -this agreement does not create an international patent system, but it does require all participants to meet minimum standards for the protection of intellectual property

Protected Concerted Activities

-any tactics that union members take in unison to gain bargaining advantages -talking about wages, working conditions and hours if it involves two or more individuals, activity is a protected activity, and the employee cannot be fired

Uniform Trade Secrets Act (UTSA)

-anyone who misappropriates a trade secret is liable to the owner for: 1. Actual damages 2. Unjust enrichment 3. Reasonable royalty -if the misappropriation was willful or malicious, the court may award: 1. Attorney's Fees 2. Double Damages

Patent Cooperation Treaty (PCT)

-applicants are offered a single filing and streamlined review process -upon filing an international patent application, inventors receive patent pending protection for 30 months in the 148 PCT member countries

Franchises

-are not actually a separate form of business (they can take almost any one of the ones previously said) -franchising is a popular method of starting a business that is a compromise between employment and starting your own business -franchisees have freedom to make many choices, but are limited in other ways -must conform with guidelines

Title VII - Race/Color/Nation of Origin

-can't treat individuals differently due to above factors in the workplace (disparate treatment) -cannot impose work rules that would affect one group to a greater degree vs another group of individuals -example is English only

Terminating Agency

-completion of agreed term -completion of the agreed purpose -mutual agreement, despite previous agreement -agency at will, either party can terminate at any time -wrongful termination, either can terminate but wrongful party may have to pay damages

Corporations

-corporations offer limited liability, usually the managers' and investors' personal property is not at risk -corporate stock can be bought and sold, making investments easy to get -corporations involve a lot of expense and effort to create and operate

National Labor Relations Act (Wagner Act)

-created the National Labor Relations Board to enforce labor laws -prohibits employers from penalizing workers who engage in union activity (for example, joining a preexisting union or forming a new one) -requires employers to "bargain in good faith" with unions

Proof of Discrimination

-disparate treatment the plaintiff must show that she was actually treated differently because of her sex, race, color, religion, or national origin -disparate impact the plaintiff must show that a rule, although not discriminatory in itself, has an impact in practice that excludes too many people (testing issues)

Management Rights

-each partner has equal rights in management of the partnership unless otherwise agreed -large partnerships are often managed by a few designated managing partners or an executive committee -unless agreed otherwise, partners have an equal vote on matters of partnership business

Whistleblowers

-employees who disclose illegal behavior in the part of their employer -the False Claims Act protects those who refuse to sign inaccurate reports -The Civil Service Reform Act and the Whistleblower Protection Act protect Federal employees who report wrongdoings -the Sarbanes-Oxley Act of 2002 protects employees of publicly traded companies who provide evidence of fraud to investigators

Employer Liability for Harassment

-employees who engage in harassment are liable Company is liable if: 1. It knew or should have known and failed to stop it 2. If the company was unaware and the employee suffered a "tangible employment action" such as firing, demotion, or reassignment But not if: 3. The company can prove that it used reasonable care to prevent and correct harassing behavior, and the employee unreasonably failed to take advantage of the complaint procedure or other preventive opportunities provided by the company

Defamation

-employers may be liable for defamation when they give false and unfavorable references about a former employee -more than half of the states recognize a qualified privilege (protection unless the statement is known false or given in ill will) for employers who give references about former employees -employers are generally not required to give any information about former employees, but may sometimes be held liable if it is withheld and the former worker is potentially dangerous

Title VII - Religion

-employers must make reasonable accommodation for a worker's religious beliefs unless the request would cause undue hardship for the business -examples of pharmacist, medical personnel, flight attendant

Employee Protection Against Harassment Complaints

-employers should establish, distribute to all employees, and enforce policies prohibiting harassment and setting out a procedure for making complaints -policy regarding computer use, telephone policies, company outings, screen savers, and dating may be appropriate

National Labor Relations Board

-enforces the National Labor Relations Act (NLRA) -generally, the at gives employees the right to organize and to bargain collectively with their employers (or not to do so) through representatives of their own choosing -unfair labor practices are filed against employer and union

Other Protection for Whistleblowers

-federal and state statutes protect whistleblowers from retaliation from employers in all 50 states (degree of protection varies) -common law typically prohibits the discharge of employees who report illegal activity that related to their own jobs

Ownership and Registration

-first person to use a mark in trade owns it -registration is not necessary, but does have some advantages: ~allows owner to use the symbol ~makes trademark protection valid nationally ~notifies public of its use, which makes challenges virtually moot ~increases damage awards available ~generally gives first right to use the trademark as an internet domain name

Agent's Liability for Contracts

-fully disclosed principal an agent is not liable for any contracts -partially disclosed principal third party can recover from either the agent or the principal -undisclosed principal third party can recover from either the agent or the principal -unauthorized agent the principal is not liable and the agent is

Title VII - Gender

-gender includes terms and conditions of employment (wage/bonuses/hours/benefits) -pregnancy an employer may not fire or refuse to hire a woman just because she is pregnant employer may not discriminate due to pregnancy

Patents

-gives an inventor the right to prevent others from making, using, or selling their invention for a limited time -during the period, no one may make, use, or sell the invention without permission Protected Patents: 1. Mechanical 2. Machines 3. Electrical 4. Designs 5. Composition of Matter 6. Chemical Inventions 7. Plants

Lanham Act

-gives the owner of a mark the option to register it on the Lanham Act Principle Register -the owner files an application with the PTO

General Partnership

-governed by the uniformed partnership act (UPA) -a partnership is an unincorporated association of 2 or more co-owners who carry on a business for profit -each co-owner is a general partner -unless otherwise agreed, partners share profits, losses and management equally -partnerships are easy to form (sometimes it happens unintentionally) -partners can be held personally liable for the partnership actions and debts

Patent

-granted by the government that permits the inventor exclusive use of an invention for 20 years (of 14 years in the case of design patents) -not available solely for an idea, but ONLY for its tangible application -not available for laws of nature, scientific principles, or mathematical formulas and algorithms

Express Authority

-granted by words or conduct that, reasonably interpreted, cause the agent to believe the principal desires her to act -in ambiguity about the principal's intent, the courts look a the principal's objective manifestation not his subjective intent

Duties of Agents to Principals

1. duty of loyalty 2. duty to obey instructions 3. duty of care 4. duty to provide information

Family and Medical Leave Act (FMLA) of 1993

-guarantees both men and women up to 12 weeks of unpaid leave each year for childbirth, adoption, or a serious health condition of their own or in their immediate family (spouse, child, and parent) -applies to companies with at least 50 workers or more within a 75 mile radius and to employees who have been with the company full time for at least a year (about 60% of workers are covered) -Had at least 1,250 hours of service during the 12 months immediately before the leave started

Nature of Intellectual Property

-has little economic value unless it is used by many -typically expensive to produce, but cheap to transmit, giving more profit to those who do less work -the government protects producers of intellectual property through patents, trademarks, and copyrights -trade secrets are governed by contract

Employee is Eligible for FMLA

-have been employed by a "covered employer" for at least 12 months, which must be consecutive -had at least 1250 hours of service during the 12 months immediately before the leave started -are employed at a work site where the employer employs 50 or more employees within 75 miles

Limited Partnerships

-have general (active management) and limited (money-only) partners -they can alter involvement within terms of the partnership agreement -remember in a limited partnership only the general partners are personally liable -formation of limited partnerships requires a filed certificate of limited partnership

Paris Convention

-if someone registers a trademark in one country, they have a six month grace period where they can file in any other country using the same original filing date

Department of Labor (DOL)

-in 1970, congress pass the Occupational Safety and Health Act (OSHA) to ensure safe working conditions -sets specific health and safety standards -obliges employers to keep workplace free from recognized hazards -requires records of all injuries and accidents -allows inspection of workplaces and fines for unsafe conditions

Employee Privacy

-in many place, off-duty conduct cannot be regulated by the employer -alchohol and drug testing is allowed by private businesses; government employers may test if signs of use are seen or if job safety is an issue -employer may not require or even suggest the use of lie detector tests, except in investigations of crimes

History of Employment Law

-in pre-industrial society, most people followed their parents' occupations -with the industrial revolution cam changes in employment law too, and a trend toward employment contracts -without a contract, a worker was an employee at will -an employee at will can be fired for a good reason, a bad reason, or no reason at all (not for an illegal reason)

Sexual Harassment

-involves unwelcome sexual advances, requests for sexual favors, and verbal or physical conduct of a sexual nature -hostile work environment a claim of sexual harassment might be valid if sexual innuendo is so pervasive that it interferes with an employee's ability to do his or her job

Remedies for Undocumented Workers

-law does not exclude these workers -injunctive relief is available to correct unlawful employment practices -back pay is usually not sought for work not performed, but may seek unpaid wages for work performed, as well as compensatory damages for emotional harm and deterrent punitive damages -retaliation is also compensable

Retaliation

-look at the closeness in proximity in time -look at whether the complaining party was treated differently then peers

Resale Price Maintenance

-means that the manufacturer sets minimum prices that retailers may charge, eliminating discounting of certain products -manufacturers may want to set minimum prices to build loyalty with distributors or to maintain an upscale image or to reduce competition among its distributors -is a per se violation of the law (a manufacturer may not enter into an agreement with distributors to fix prices)

Defenses to Charges of Discrimination Under Title VII

-merit -seniority (union contracts) -bona fide occupational qualification (employer is permitted to establish discriminatory job requirements if they are essential to the position

Professional Corporations

-most states let professionals incorporate -in many states, PCs provide more liability protection than a partnership -the corporation may be liable for an individual member's mistakes, but the innocent professionals are not at risk

Plant Patent

-new plant can be patented provided that the inventor is able to reproduce it asexually through grafting rather than by planting its seeds

Dissociation

-occurs if a partner quits -when one or more partners dissociate, the partnership can either but out the departing partners and continue in business or wind up the business and terminate the partnership -a lot of liability involved in a partnership

Duration of a Patent

-patents are valid for 20 years from the date of filing the application -design patents are only good for 14 years from the date of issuance -infringement: a patent holder has exclusive rights to use the invention during the terms of the patent

First Sale Doctrine

-permits a person who owns a lawfully made copy of a copyrighted work to sell or otherwise dispose of the copy -essential to commerce -does not allow the owner to make a copy and sell it

age discrimination in employment act of 1967

-prohibits age discrimination against employees or job applicants who are at least 40 years or older -Mandatory retirement at a certain age is prohibited except for a few professions (police, pilots, and top corporate executives who agree to retirement provisions in a contract)

Background and Credit Checks by the Equal Employment Opportunity Commission (EEOC)

-prohibits companies from using criminal history information in a way that has an adverse impact on employees in a protected category if the background information is irrelevant in determining whether the employee is appropriate for the job -discourages the use of credit checks because minorities tend to have worse credit ratings than whites

Family and Medical Leave Act eligibility

1. employed for minimum 12 months 2. at least 1250 hours during 12 months before leave 3. employed at worksite where employer has 50 or more employees within 75 miles.

Employment Security and the FMLA

-protects employees from termination when a major life event happens Examples of "serious health conditions": 1. Hospitalization 2. Requires more than one visit to a healthcare provider over one year 3. Requires only one visit to a healthcare provider but that also requires a course of treatment such as physical therapy or prescription meds

Design Patent

-protects the appearance, not the function, of an item -granted to anyone who invents a new, original, and ornamental design for an article -lasts for 14 years -made to protect the design of products ranging from Star Wars action figures to Coca-Cola bottles

False Claims Act

-protects those who refuse to sign inaccurate reports -Allows employees to sue employers on behalf of the federal government -Employee retains share of recover award, double damages and attorney fees

Berne Convention

-requires member countries to provide automatic copyright protection to any works created in another member country -Expires 50 years after the death of the author

A defendant can defeat a retaliation claim by:

-showing that there were other, non discriminatory reasons for their action

Proving Predatory Pricing

-the defendant is selling its products below cost (relies on it being a large business and can cover loss in certain markets with other profits) -the defendant intends that the plaintiff goes out of business -if the plaintiff goes out of business, the defendant will be able to earn sufficient profits to recoup its prior losses

-the exclusive legal right, given to an originator or an assignee to print, publish, perform, film, or record literary, artistic, or musical material, and to authorize others to do the same. -automatically under law once in tangible form -Registration with the library of congress is necessary only if the holder brings suit to enforce the copyright -valid until 70 years after the death of the sole or last living author -if owned by a corporation, it lasts 95 years from publication or 120 from creation

Priority Between Two Investors

-the first person to file a patent application has priority even if someone else has invented the idea before

Ownership and Registration

-the first person to use a mark in trade owns it -registration with the federal government is not necessary

Copyrights

-the holder of a copyright owns the particular tangible expression of an idea, but not the underlying idea or method of operation -unlike patents, the ideas under copyrighted material do not need to be novel -a work is copyrighted automatically once it is in tangible form (songwriter putting notes on paper)

Who Owns Copyrights

-the holder of a copyright owns the particular tangible expression of an idea, but not the underlying idea or method of operation -the "author" of the work owns the work

Patent Application and Issuance

-to obtain a patent, the inventor must file a complex application with the Patent and Trademark Office -if a patent request is denied, the inventor can appeal the decision to the Patent Trial and Appeal Board

Disparate Treatment (Title VII)

-to prove a case of this situation, the plaintiff must show that she was treated less favorably than others because of her sex, race, color, religion, or national origin -burden of proof is on the plaintiff to show that the employer intentionally discriminated

Provisional Patents

-usable for up to one year, placeholder to see if the invention is commercially viable

Service Marks

-used to identify services, not products Ex: Burger King

After a partner's dissociation, his or her interest in the partnership must be purchased. a. True b. False

. True

Employees are eligible for FMLA when:

1. Employed by covered employer for at least 12 months 2. Employed at worksite where 50 or more employees work within 75 miles 3. At least 1250 hours of service during the 12 months

When will the PTO accept an application for a Mark?

1. If the mark has been used already or the owner promises to use it within 6 months of the filing 2. If the applicant is the first to use it -the trademark is valid for 10 years but the owner can renew it for an unlimited number of ten-year terms as long as the mark is still in valid use

Required Steps in a Disparate Impact Case (Title VII):

1. Prima facie case 2. Defendant offers some evidence that the employment practice was a job-related business necessity 3. To win, the plaintiff must prove that the employer's reason is a pretext or that other, less discriminatory rules would achieve the same results

Required Steps in a Disparate Treatment Case (Title VII):

1. Prima facie case 2. Defendant presents evidence that its decision was based on legitimate, nondiscriminatory reasons 3. To win, the plaintiff must now prove that the employer intentionally discriminated

In the event of trademark infringement, the rightful owner is entitled to:

1. Prohibiting further violations 2. Destruction of the material 3. Up to 3x actual damages 4. Any profits the infringer earned on the product 5. Attorney's fees

Advantages of Registration:

1. Valid nationally 2. Public is notified that a mark is in use 3. Five years after registration, a mark becomes incontestable 4. Damages under the Lanham Act are higher than under common law 5. Right to use the mark as an Internet domain name

_________ states have adopted variants of the Uniform Residential Landlord and Tenant Act (URLTA).

Fully Disclosed Principal

3rd party knows of principal's existence and identity. Agent is never liable

Paris Convention for the Protection of Industrial Property

6-month grace period; lead to The Patent Cooperation Treaty (PCT)

Length a copyright is valid

70 years after the death of the author - 95 years for publication or 120 years from creation, whichever is shorter

A covenant not to sue is: a. an agreement to substitute a contractual obligation for some other type of legal action based on a valid claim. b. used only by medical doctors in malpractice cases. c. against public policy. d. permitted only if the party involved is represented by an attorney.

A forum-selection clause indicates: a. the location for the resolution of any dispute arising under the contract. b. the specific court in which arbitration proceedings will be held. c. which state or nation's laws will govern any dispute that arises under the contract d. that a force majeure will excuse the parties from showing up at the dispute-resolution forum if a dispute arises under the contract.

An example of a void contract would be: a. a contract formed for an illegal purpose. b. a contract entered into by a minor without his or her parents' consent. c. a contract for the sale of alcohol to a competent adult. d. a contract for the sale of land to a competent adult.

As a general rule, when minors act on their own, their parents: a. are not liable for any contracts the minors enter into. b. are fully liable for all contracts the minors enter into. c. are only partially liable for contracts the minors enter into, depending upon whether or not the minor understood the implications of his or her actions. d. are liable only if the minor was intoxicated.

Assume that Binta has been harmed seriously while walking down an aisle in Mckenzie's store. Binta claims that her injuries have resulted in $12,000 worth of medical expenses, plus another $12,000 for emotional distress. Mckenzie offers to pay Binta $16,000 if Binta promises, in return, not to bring a lawsuit against him. Binta accepts Mckenzie's offer. What is this agreement called? a. A covenant not to sue b. A reformation c. A release d. A covenant not to compete

Assume that Carol Rogers (a local millionaire) promises to donate $500,000 to the Springfield Humane Society, which the society plans to use to build a new animal hospital. Based on Carol's promise, the society begins work on the hospital. Carol, however, reneges on her offer. In this case: a. Carol may be sued for the money under a theory of promissory estoppel. b. Carol has clearly violated the terms of a formal contract. c. nothing can be done. Carol's donation was a gift. d. Carol will suffer from a bad conscience, but not from any lawsuit.

Bill is an executive for Omega Corporation. When acting for Omega in an ordinary business situation, Bill is Select one: a. an agent only. b. an agent and a principal. c. a principal only. d. neither an agent nor a principal.

Bob offers to sell Carol his computer but conditions the sale on Carol accepting the offer by May 1. Bob may revoke the offer Select one: a. before Carol accepts the offer. b. before May 1, whether or not Carol has accepted the offer. c. only after Carol accepts the offer. d. only after May 1.

Carol agrees to buy a particular photograph from Fernando when he delivers the picture to her office. This is known as: a. a condition concurrent. b. a condition subsequent. c. a condition precedent. d. a condition terminate.

One afternoon, over a couple of cold beers, Charles tells Mark that he may have a right-of-way to cross his land so that Mark can get to a fishing pond. Two weeks later, while he is walking across Charles's land, Mark hears Charles yelling "Get off my property, you trespasser!" If Mark sues Charles to enforce his right-of-way, a court will: a. not enforce the right-of-way because this contract was oral. b. not enforce this contract because it was unconscionable. c. enforce the right-of-way based on the Statute of Frauds. d. enforce the right-of-way based on duress.

Commercial Shipping, Inc., and Dock Services Corporation enter into a contract for Dock to load Commercials trucks for which Commercial agrees to pay Dock. Dock transfers its duty to load the trucks to East Harbor Transport Company. Dock is Select one: a. a delegator. b. an assignor. c. a payor. d. a righter.

Dan, an agent for Eve, signs an agreement with Fred on Eves behalf but neglects to tell Eve that the agreement requires the payment of a certain tax. The government prosecutes Eve for failing to pay the tax. Eve is Select one: a. liable, because Dan's knowledge is imputed to Eve. b. liable, because Fred's knowledge is imputed to Eve. c. not liable, because Dan did not tell Eve about the tax. d. not liable, because Fred did not tell Eve about the tax.

Dina files a suit against Engineering Associates to enforce a written contract between the parties. Parol evidence will be admitted to prove Select one: a. an orally agreed-on condition. b. contemporaneous negotiations that contradict the written contract. c. prior negotiations that contradict the terms of the written contract. d. any of these choices.

Filomena offers to sell Rhonda her collection of rare books. Before Rhonda even has a chance to accept, Filomena says, "Sorry, I changed my mind, no deal." This is an example of: a. a revocation. b. a rejection. c. a counteroffer. d. a restitution.

If Jim sells Smith copper that he removed from land that he owns in Colorado, this contract: a. will be covered by Article 2 of the UCC. b. will be covered by Article 2A of the UCC. c. will be covered by Article 3 of the UCC. d. will be covered by the common law.

If a party to a contract has an intent to deceive the other party, this is known as: a. scienter. b. revision. c. rescission. d. optimization.

If one person has partially performed under an unenforceable contract, the performing party would seek which remedy if he or she wants some payment? a. Recovery based on quasi contract b. Recovery based on attenuation c. Recovery based on specific performance d. Recovery based on reformation

In an adhesion contract, who usually takes advantage of whom? a. A seller takes advantage of a buyer. b. A buyer takes advantage of a vendor. c. A woman takes advantage of a man. d. A child takes advantage of his or her parents.

In contract cases, courts generally adhere to which of the following theories when deciding the issue of the offeror's intent? a. The objective theory of contracts b. The revision theory of contracts c. The just price theory of contracts d. The subjective theory of contracts

In order for a court to apply the doctrine of promissory estoppel, which of the following elements IS NOT required? a. Justice must not be served by enforcing the promise. b. There must be a clear and definite promise. c. Justice must be served by enforcing the promise. d. The promisee must have relied on the promise.

In the context of employment relationships, vicarious liability means that an employer may be held liable for an agent's tort: a. regardless of whether the employer knew about the action or was personally at fault. b. only if the agent's tort involved abnormally dangerous activities. c. only if the employer knew about the action or was personally at fault. d. regardless of whether the employer was in pari delicto.

Internet Services, Inc., employs Joe as an agent. During the agency, Joe acquires new skills. After the termination of the relationship, Joe uses those skills in a new job. Joe has breached Select one: a. no duty. b. the duty of loyalty. c. the duty of notification. d. the duty of performance.

Joe, who owns Joe's Construction and Renovation Company, agrees to renovate Mrs. Simha's bathroom. How would the Internal Revenue Service be likely to classify Joe? a. As an independent contractor b. As a disclosed principal c. As an employee d. As a partially disclosed principal

Lara, who is sixteen years old but looks like she's twenty-two, enters a jewelry store. She buys a beautiful diamond bracelet with the money that she has been saving for college. If she decides, eighteen months later, that it was unwise to spend the money on the bracelet, what can she do? a. Lara can return the bracelet and get her money back. b. Lara can return the bracelet, but she will only get 50 percent of what she paid for it. c. Lara cannot return the bracelet because she has kept it too long. d. Lara can only disaffirm this contract after she turns twenty-one.

Nora enters into a contract with Owens Transport Company for the delivery of a shipment of fresh produce. If ambiguities appear in the contract, they will be construed against Select one: a. the party who drafted the contract. b. the party with the greater bargaining power. c. the promisor. d. the promisee.

Roy and Sheila are parties to a contract for goods. Roy informs Sheila he cannot perform on the contract. Roy calls Sheila back the next morning and said he can comply with the contract. Sheila can: Select one: a. not disregard the contract.. b. treat as a breach. c. retract her agreement. d. treat as a anticpatory repudiation.

Sally agrees to work as a chef for Fred. If Fred assigns his right to Sally's services to Don, this assignment: a. generally will not be allowed because it involves personal services. b. generally will be allowed because it is an assignment rather than a delegation. c. generally will be allowed because it involves personal services. d. will be allowed only if Don agrees

The purpose behind a recording statute is to: a. provide public notice of claims on property in order to prevent fraudulent transfers of property. b. promote the use of adverse possession. c. limit the use of wills to transfer property. d. regulate land use within suburban locations.

Under the doctrine of quasi contract, a plaintiff may recover in quantum meruit, a Latin phrase that means: a. "as much as he deserves." b. "treble damages." c. "only a token sum." d. "nihilius"--nothing at all.

Until the closing of a sale of real estate, deposits toward the purchase price are normally held: a. in an escrow account. b. by the seller. c. by the buyer. d. in a safe-deposit box.

When a breach of contract is material, this means that: a. the nonbreaching party has a cause of action to sue for damages caused by the breach. b. the breaching party has a cause of action to sue for damages caused by the breach. c. the court must rewrite the terms of the contract to better reflect the parties' intent. d. the nonbreaching party must perform his or her contractual duties in order to have a cause of action to sue for damages.

Which of the following IS NOT a way for an agency relationship to arise? a. By rescission b. By operation of law c. By agreement d. By estoppel

Which of the following IS NOT covered by the Statute of Frauds? a. A contract for the sale of a new college history textbook b. A contract for the sale of land c. A contract for the sale of a new car d. A contract for the sale of the right to walk across your neighbor's yard in order to get to the beach

Which of the following is required for an accord and satisfaction to take place? a. The amount of the debt must be in dispute. b. The amount of the debt must be agreed on and settled. c. The debt must be liquidated. d. The accord must be sealed.

Which of the following remedies may an agent seek when the principal breaches a duty owed to the agent? a. Withholding further performance and demanding an accounting. b. Avoidance of the principal. c. Creation of a deconstructive trust. d. Indemnification of the principal.

No-strike clause

A clause in a CBA that prohibits the union from striking while the CBA is in force

Collective Bargaining Agreement (CBA)

A contract between a union and management

A Collective Bargaining Agreement is

A contract between the union and the company

Federal Trademark Dilution Act

A federal statute that protects famous marks from dilution, erosion, blurring, or tarnishing.

Trade secrets

A formula, device, idea, process, or other information used in a business that gives the owner a competitive advantage in the marketplace.

Trade Secrets

A formula, device, process, method, or compilation of information that, when used in business, gives the owner an advantage over competitors who do not know it.

Non-Valid Trademarks

A generic trademark A descriptive mark A person's name alone Deceptive, scandalous or immoral

Patent

A grant by the govt permitting the inventor exclusive use of an invention for a specified period

A contract that is severable: a. is indivisible. b. consists of distinct parts that can be performed separately. c. always contains illegal portions that cannot be performed. d. violates public policy.

Quid Pro Quo

A latin phrase that means "One thing in return for another"

Community property is a form of concurrent ownership found in ________ state(s).

A limited number

Shareholders have a right to inspect the corporate records for _______ purpose.

A proper

UTSA (Uniform Trade Secret Act)

Act that punishes anyone who misappropriates a secret is liable to the owner for damages, unjust enrichment, and reasonable royalty

Partnership Pros and Cons

Advantages: -they don't pay taxes -they are easy to form Disadvantages: -each partner is liable personally -funding may be difficult (can't sell shares) -management may be difficult -transferability is limited

Normally, the dissociated member has the right to have his or her _______ bought out by other members

Interest

Outside benefits

An agent may not receive profits unless the principal knows and approves

Supervisor

Anyone with the authority to make independent decisions on hiring, firing, disciplining, or promoting other workers

Equal Dignities Rule

Appointment of agent must be in writing if an agent is empowered to enter into a contract that must be in writing

Zoning restrictions _______ absolute.

Are not

A principal is bound by contracts that an agent enters into with authority. Discuss the various types of contractual authority an agent may have

Authority is the legal ability of an agent to bind a principal. The types of authority include: express, implied, and apparent authority. Express Authority is when the principal, by words or conduct reas-onably interpreted, actually gives the agent the authority. Implied Authority is the authority to do the things reasonably necessary to carry out the expressly authorized tasks. Apparent Authority arises when the principal does something to make a third party believe that a person has authority to act. Ex-press and implied authority are categories of actual authority. In apparent authority, the principal is li-able for the agent's actions even though the agent was not authorized.

Agency is defined as: a. the relationship of a child to its parents in terms of duty and obedience. b. a fiduciary relationship between two parties, in which one party agrees to represent or act for the other. c. a relationship in which one works for, and receives payment from, an employer, but whose working conditions and methods are not controlled by the employer. d. a relationship involving a skilled person who controls the manner and method of his work.

An e-contract can be defined as: a. any contract formed between merchants involved in e-commerce, regardless of whether the contract is formed online or offline. b. any contract formed electronically, such as over the Internet. c. an electronic contract formed between merchants only. d. an electronic contract formed between a merchant and a consumer.

Article 2 of the UCC governs: a. contracts for the sale of land. b. contracts for the sale of goods. c. negotiable instruments. d. bulk sales.

As a general rule, which of the following is a duty that MAY NOT be delegated? a. A duty to transport paper in a tractor trailer b. A duty to paint a portrait c. A duty to supply paper clips d. A duty to supply ice to a concession stand

Assume that Cara truly believes that she is a space alien from the planet Zelnor. She walks into a car dealership one day and buys a brand-new Volkswagen Jetta, telling the salesperson that she needs a sample of Earthling transportation to beam back to her home planet. If Cara wants, later, to avoid her contract, she must: a. forget about it; she may not avoid the contract. b. prove that she lacked mental capacity when she bought the car. c. prove that the salesperson talked her into the sale. d. prove that the car dealership did not take adequate precautions to prevent sales to mentally disturbed individuals.

Assume that three weeks before you and Lester are supposed to close your deal for the sale a twenty-acre tract of land, Lester calls you and says, "The deal is off!" In this situation, Lester's actions constitute: a. substantial performance of the contract. b. an anticipatory repudiation of the contract. c. a reformation of the contract. d. a discharge of the contract by novation.

Starting a sole proprietorship normally is easier and less _____ than starting any other kind of business.

Costly

Elle is an agent for Fresh Food Corporation. Elle makes an innocent misrepresentation when entering into a contract on behalf of Fresh with Gala Grocery Stores, Inc. Gala Select one: a. is estopped from performing the contract. b. may rescind the contract. c. must perform the contract. d. must ratify the contract.

If Carlos contracts with Maryann to paint her house and if Carlos (with Maryann's approval) delegates his duties to James, what happens if James fails to paint the house? a. Nothing. Maryann is out of luck. b. Maryann may sue both Carlos and James. c. Maryann may sue only James. d. Maryann may sue only Carlos.

If Carmen is willing to accept defective performance of Jason's contractual duties, this is known as: a. a breach. b. a waiver of breach. c. an exculpatory clause. d. a penalty.

If Greg transfers all of his rights to use and occupy Meredith's apartment to Kevin for the duration of Greg's lease term, in legal terms, what is this called? a. A substitution b. A sublease c. A subrogation d. A submission

If Lisa offers to sell all of the white chocolate macadamia nut brownies that she makes to Pam, who needs them to sell in her specialty foods store, Lisa and Pam have created: a. a requirements contract. b. an output contract. c. a void contract. d. an invalid open quantity contract.

If Valerie contracts with Bill to build a stone wall on his property, and if Valerie breaches the contract, Bill is under a legal obligation to: a. wait until Valerie is ready to build the stone wall. b. mitigate his damages. c. do nothing, because he is the innocent party and thus has no legal duties. d. absorb all of the costs associated with Valerie's breach.

If a court is required to interpret an ambiguous contractual term, which of the following is the court NOT likely to do? a. Interpret a word or term according to its ordinary, commonly accepted meaning. b. Interpret language according to what the parties CLAIM their intent was. c. Give greater consider to handwritten or typewritten terms over preprinted words. d. Interpret the contract as a whole, with regard to the general intent of the document.

In an exculpatory clause: a. one party agrees that the other party is not mentally incompetent. b. one party releases the other party from liability in the event of monetary or physical injury, no matter who is at fault. c. one party is able to sue the other party based on the clear fault of the other party. d. both parties agree to use arbitration, not adjudication, to settle any disputes arising under the contract containing the clause.

In order for a party to recover in quasi contract, the party seeking recovery must be able to prove that: a. no benefit was conferred on the other party. b. the party seeking recovery conferred a benefit on the other party and expected to be paid for his or her performance. c. the party seeking recovery acted as a volunteer when he or she performed. d. the other party would not be unjustly enriched if the party who conferred the benefit could not recover.

In order for an offer to be effective, which of the following IS NOT necessary? a. The offer must be communicated to the offeree. b. The price requested must be acceptable by a reasonable person. c. The terms of the offer must be reasonably certain and definite. d. There must be a serious, objective intent by the offeror.

James goes out shopping and, using his wife Maria's credit card, he buys $221.00 worth of groceries. Is Maria liable for the purchase? a. Yes, based on the doctrine of respondeat superior. b. Yes, based on the creation of an agency by operation of law. c. Yes, based on the duty of performance. d. No, based on the James's lack of a power of attorney.

Lava Excavators, Inc., needs a drill to continue its operations and orders one for $3,000 from Mining Supplies Company. Lava tells Mining that it must receive the drill by Tuesday or it will lose $10,000. Mining ships the drill late. Lava can recover Select one: a. $13,000. b. $10,000. c. $3,000. d. $0.

Marta owes a contract debt to Kayla in the amount of $10,000. Kayla assigns to John her right to receive this $10,000 from Marta. Marta is: a. the obligee. b. the obligor. c. the assignee. d. the assignor.

Melissa promises to pay Jane $1,000 for a pure-bred, champion Bearded Collie named Sir Josh. When Melissa discovers that she really doesn't have the $1,000, Bob promises Melissa that he will pay Jane the $1,000. In this case, Jane is: a. out of luck. b. a creditor beneficiary. c. a donee beneficiary. d. a lapsed beneficiary.

Musical Production Company and Nora enter into a contract for Nora to write six songs for which Musical agrees to pay her. Nora transfers her right to payment under the contract to Omni Entertainment Agency. Nora is Select one: a. a delegator. b. an assignor. c. a payor. d. a righter.

One of the main purposes of contract law is: a. to ensure that one party does not threaten another. b. to ensure that certain promises made among private parties are enforced. c. to discourage harms against society. d. to discourage misuse of the environment.

Royal Properties, Inc., mails a flyer to select firms, a proposal for a building for sale with definite terms that invited acceptance. Standard Manufacturing Company responds by saying, "We accept your offer under your terms." Between Royal and Standard, there is Select one: a. a contract for the sale of the building. b. a possible contract depending on all facts and circumstances. c. a contract to negotiate a sale of the building. d. no contract.

Suppose that Jon agrees to build a house for Beth. John substantially performs the contract in good faith. If Beth refuses to pay him, Jon may be able to recover payment from Beth if: a. his failure to completely perform the contract was willful. b. his failure to completely perform the contract was not willful. c. his failure to completely perform the contract was a condition precedent. d. his failure to completely perform the contract was done out of malice.

The case of Sarvis v. Vermont State Colleges brings up which issue associated with assent? a. Undue influence b. Fraudulent misrepresentation c. Mutual mistake d. Duress

The legal doctrine of respondeat superior means that: a. the agent is responsible for the principal's negligence. b. the principal is responsible for the agent's torts that are committed in the course and scope of employment. c. the principal is responsible for all torts committed by the agent. d. the principal has a superior duty of caring for the agent.

Under the UCC's perfect tender rule, what options does a buyer have when the seller tenders nonconforming goods? a. The buyer may only accept the goods. b. The buyer may accept all, part, or none of the goods. c. The buyer must reject all of the goods. d. The buyer may accept the goods only after informing the nearest Chamber of Commerce of the breach.

Under the UCC, the right to replevy goods is usually available to a buyer when? a. At any time b. When the buyer cannot cover c. When the buyer cannot cure d. Not at all

Under the equal dignity rule: a. contracts are voidable by agents. b. if a contract must be in writing to be executed, an agent's authority must also be in writing. c. if a contract between a principal and an agent lasts for longer than one year, it must be in writing. d. the power of state legislatures to create agencies is equal to that of Congress.

Uri and Vicky orally agree on the sale of Uris Nite Club to Vicky and note terms on a pair of the Clubs napkins, which they both sign. A written memorandum evidencing an oral contract that would otherwise be unenforceable must contain Select one: a. every term, except quantity. b. the essential terms. c. the preliminary terms particularly quantity. d. the qualitative terms.

What distinguishes a C.O.D. order from a regular sales contract is that: a. the seller must arrange for an overnight shipment of the goods. b. the buyer has no right of inspection. c. the buyer has a right of inspection. d. the seller has a right of rejection.

When a contract is INTEGRATED, it is: a. a first draft. b. the final embodiment of the terms of the agreement. c. composed of more than one part. d. ratified by Congress.

When a court alters contract terms to reflect the true intentions of parties to the contract, this is known as: a. a rescission. b. a reformation. c. a cancellation. d. a nullification.

Which of the following types of promises normally DOES NOT lack consideration? a. A promise to do what one already has a legal duty to do. b. A promise to do what one does not already have a legal duty to do. c. A promise made in return for an action or event that has already taken place. d. A promise of uncertain performance.

Xavier enters into a contract to operate a Yummy Yogurt franchise, which Yummy agrees to support as long as Xavier maintains his business license. Yummys duty to perform is Select one: a. absolute. b. conditional. c. required. d. operational.

The three types of bailments are: first, a bailment for the sole benefit of the ______ , also known as a ______ bailment; second, a bailment for the sole benefit of the _______ ; and third, a bailment for the _______ benefit of the bailor and the bailee, which is the most common type.

Bailor, gratuitous, bailee, mutual

A misrepresentation of a material fact can occur: a. by action alone. b. by words alone. c. by words or actions. d. by fax alone.

A principal whose identity is known to a third party at the time a contract is made is: a. a partially dislocated principal. b. a confirmed principal. c. a disclosed principal. d. a major principal.

A quasi contract may be defined as: a. a true contract. b. an actual contract. c. a fictional contract. d. an implied-in-time contract.

As a general rule, which rights can be assigned? a. Only rights to receive negotiable instruments. b. Only rights to receive monetary damages. c. All rights, with a few exceptions. d. No rights may be assigned, only duties may be assigned.

Buyers who rightfully reject goods that remain in their possession have what is known as: a. a remainder. b. the right of rejoinder. c. a security interest in the goods. d. reversionary interests.

Which provision of the UCC has proved controversial with respect to unconscionability? a. Section 1-301 b. Section 2-101 c. Section 1-103 d. Section 2-302

Cody and Dora enter into an oral contract under which Cody agrees to work on Doras farm for not less than one week. This contract is enforceable by Select one: a. Cody only. b. Dora only. c. either party. d. neither party.

Dina and Elle agree that Elle can satisfy a debt owed to Dina by paying the money directly to Fava. If the designation of this contract as a third party beneficiary contract is accepted, what is the significance if it is deemed an intended instead of a incidental beneficiary contract? Select one: a. Dina, Elle, and Fava cannot sue on the contract. b. Dina and Elle only can sue on the contract.. c. Dina, Elle, and Fava can sue on the contract. d. Fava only can sue on the contract..

Evidence of prior negotiations, prior agreements, or contemporaneous oral agreements that contradict or vary the terms of a written contract may not be introduced into a trial. This is known as: a. the Statute of Frauds. b. the applicability rule. c. the parol evidence rule. d. the lynchpin rule.

Fox College contracts with ABC Builder Inc. to build an addition. ABC subcontracts with CB Inc. to do the addition plumbing. ABC then asked CB to do five extra plumbing projects for Fox and paid three of CB's invoices for extra projects but not two of them. The legal theory CB should use in a suit to collect is: Select one: a. implied in law contract. b. objective theory of contracts. c. implied in fact contract. d. express contract.

Handy Hardware Store agrees to hire Ilsa for one year at a salary of $500 per week. When Handy cancels the contract, Ilsa spends $100 to obtain a similar job that pays $450 per week for a year. Ilsa is entitled to recover Select one: a. the amount of the wages that Handy promised only. b. the difference between the wages at the two jobs only. c. the difference between the wages at the two jobs plus $100. d. $100 only.

If Luis contracts with Greenfield to buy several of Greenfield's dairy cows and if Greenfield delivers the cows but Luis doesn't pay for them, Greenfield may get his cows back if he asks a court for a remedy of: a. reformation. b. novation. c. restitution. d. specific performance.

If a buyer in a sales contract breaches, which of the following would a seller NOT do? a. Resell the goods. b. Cancel the contract. c. Cover. d. Recover the purchase price of the goods.

If the terms of a contract are clear and unambiguous, a court may not consider extrinsic evidence (any evidence not contained in the contract itself) when interpreting the document. This is known as: a. the mailbox rule. b. the single letter rule. c. the plain meaning rule. d. the rule against perpetuities.

If your father enters into a life insurance contract that states that you will receive $75,000 when he dies, you are: a. a substantial performer. b. an assignor. c. an intended third party beneficiary. d. a delegator.

In agency law, the term "ratification" refers to: a. the appearance of agency exists when, in fact, no agency does exist. b. the fiduciary obligations owed by an agent to a principal. c. a principal's approval or affirmation of a contract that was formed by someone who was not an agent or by an agent who was not authorized to form the contract. d. the act of rejecting an obligation of an agent who acted outside the scope of his or her authority.

Jane asks Bob, a house painter, to paint her house. Bob, who is overloaded with work, contracts with Maggie to do the work for him. One afternoon as Maggie is busy painting, Jane walks out of her house and approaches Maggie. As Maggie turns on her ladder to look down at Jane, a one-gallon can of paint falls off the ladder and onto Jane's head. Jane sustains serious head injuries as a result. In this situation: a. Bob is liable for Jane's harms because he has a right to control the actions of his employees. b. Bob is liable for Jane's harms because Maggie is an independent contractor. c. Bob is probably not liable for Jane's harms. d. Bob is not liable for Jane's harms based on Jane's breach of her duty of notification.

Joyce works for Kappa Services Corporation as an independent contractor, and not as an employee, if Select one: a. Joyce says that she works as an independent contractor. b. Joyce works on a permanent basis. c. Kappa does not control Joyces work. d. Kappa withholds taxes from its payments to Joyce.

Lara applies for a firefighter's job with Metro City, which responds with a letter setting an appointment for a medical exam. The letter also states that it is "a conditional employment offer." This letter would be considered Select one: a. a bilateral contract that Lara accepted by applying for the job. b. a quasi contract on which Lara can rely for employment. c. a unilateral contract that Lara can accept by passing the exam. d. no contract.

Pam, who sells specialty foods and kitchen equipment in her store, sends Martin a signed letter offering to sell him, and only him, all of her stock of high-quality kitchen knives. Pam specifies that her offer will be open for ten days only. Pam's offer is known as: a. an output contract. b. a requirements contract. c. a merchant's firm offer. d. a revocable offer.

Quality Vehicles, Inc., offers to sell a truck to Regional Delivery Company. Before accepting the offer, Regional learns that the truck has been sold to State Trucking, Inc. Quality is Select one: a. liable to Regional for breach of contract. b. liable to State for breach of contract. c. not liable, because the sale revoked the offer to Regional. d. not liable, if Quality offers a substitute truck to Regional.

Rod operates a scrap metal business and contracts to provide ten tons of scrap steel at $50 per ton to be delivered to Pablo in six months. An unforeseen shortage of scrap steel suddenly develops, making it impossible for Rod to fulfill his contract for less than $500 per ton. Rods best defense against performing the contract would be Select one: a. the mirror image rule. b. impossibility of performance. c. commercial impracticability. d. none of the choices.

Suppose that you own a piece of property that has a 200-year-old oak tree located on it. This oak tree: a. is not considered to be real property. b. is considered to be chattel. c. is considered to be real property. d. is tangible, so it is not real property.

Suppose that you purchase a purebred Scottish Terrier puppy. You pay $800 for the dog because you think it comes from champion lines. The dog's owner did not discuss the dog's ancestors with you. If you discover, later, that the dog was not worth $800, but only $400, can you have the contract rescinded, or canceled, based on your mistake? a. Yes, the dog was clearly not worth $800. b. Yes, because you had a duty to investigate. c. Probably not, because you made a mistake about the dog's value, not a mistake of a material fact. d. Probably so, because you made a mistake of an immaterial fact.

The Uniform Commercial Code (UCC) attempts to provide which of the following: a. guidelines for making common law contracts that deal with the sale of land. b. a framework for all international contracts dealing with the sale of securities. c. a consistent and integrated framework of rules to deal with all aspects of commercial sales transactions. d. a consistent body of rules for dealing with criminal violations of the law that involve either securities or government bonds.

The effect of open terms on a contract covered by the UCC is that: a. the contract will be void because of the open terms. b. the contract will be valid if it involves the sale of land. c. the contract will be valid if the parties intended to form a contract and there is a reasonable basis for a court to grant a remedy. d. the contract will be valid as long as the parties expressed some interest in negotiating.

The general rule concerning the ability of a minor to disaffirm a contract for necessaries is: a. it can only happen before the age of fourteen. b. it can only happen after the minor turns twenty-one. c. it can happen, but the minor remains liable for the reasonable value of the goods. d. it can happen only if the subject matter of the contract is illegal.

The general rule for disaffirmance of a contract by a minor is that: a. the disaffirmance must take place within sixty days of making the contract. b. the disaffirmance must be signed by a court judge. c. the disaffirmance may take place at any time during minority or for a reasonable period of time after the minor comes of age. d. the disaffirmance may only take place after the minor reaches the age of majority.

The most common way to discharge, or terminate, contractual duties is by: a. rescission. b. novation. c. performance. d. breaching the contract.

The performance of a party to a contract for the sale of goods will be excused on the ground of commercial impracticability only if: a. the unforeseeable contingency was foreseen. b. the contingency was both foreseeable and readily avoidable. c. the contingency was unforeseeable and would not normally have been contemplated by the parties. d. a war breaks out.

The term alienation means: a. the process of moving from one state to another. b. the process of moving from one country to another. c. the process of transferring land out of one's possession. d. the process of transferring any kind of property to a foreigner.

When a party to a contract breaches the contract, the other party is legally entitled to: a. an apology. b. nothing, because breaches are legally permissible and have no consequences. c. sue for money damages. d. prosecute the breaching party for a criminal violation.

Which of the following IS NOT a method for terminating an agency? a. The purpose is achieved. b. Lapse of time. c. The principal calls for an accounting. d. Operation of law.

Which of the following does a written lease contract NOT need to do to create a landlord-tenant relationship? a. Indicate the length of the term of the lease. b. Describe the property. c. Provide for insurance coverage of the tenant's personal property. d. Express an intent to establish the relationship.

Which of the following requires that a contract for the sale of goods priced at $500 or more must be writing to be enforceable? a. The COPA b. The NAACP c. The UCC d. The FDA

You read in a catalogue about a great new laptop computer that you would love to have and see that the computer is priced so that you can afford it. If you call the company to place an order and are told "Sorry, we're all out!", you may: a. sue for breach of contract. b. sue based on a valid offer. c. try somewhere else; this is not an effective offer. d. hold the company liable, because this was an unreserved auction.

Rick and Allan want to start a union in the small factory where they work. Outline the basic procedures they will need to follow to get a union recognized as the exclusive bargaining unit for the company employees.

Campaign: Union organizers talk with employees and persuade them to form a union. The organizers may be employees of the company, who simply chat with fellow workers about unsatisfactory conditions; or a union may send nonemployees of the company to hand out union leaflets to workers as they arrive and depart from work. Authorization cards: Union organizers ask workers to sign authorization cards, which state that the particular worker requests the specified union to act as her sole bargaining representative. If a union obtains authorization cards from a sizable percentage of workers, it seeks recognition as the exclusive representative for the bargaining unit. The union may ask the employer to recognize it as the bargaining representative, but most of the time, employers refuse to recognize the union voluntarily. Petition: Assuming that the employer does not voluntarily recognize a union, the union generally petitions the NLRB for an election. It must submit to the NLRB regional office authorization cards signed by at least 30 percent of the workers. The regional office verifies whether there are enough valid cards to warrant an election and looks closely at the proposed bargaining unit to make sure that it is appropriate. If the regional office determines that the union has identified an appropriate bargaining unit and has enough valid cards, it orders an election. Election: The NLRB closely supervises the election to ensure fairness. All members of the proposed bargaining unit vote on whether they want the union to represent them. If more than 50 percent of the workers vote for the union, the NLRB designates that union as the exclusive representative of all members of the bargaining unit. When unions hold representation elections, they win about 60 percent of the time

The two basic responsibilities or duties of a bailee are to take appropriate ______ the property and to ______ the property or otherwise ______ of it in accordance with the bailor's instructions.

Care of, surrender, dispose

independent contractor vs employee

Courts consider: 1. Does the principal supervise details of the work? 2. Does the principal supply the tools and place of work? 3. Does the agent work full time for the principal? 4. Worker paid by the job (fixed price) or hourly/salary? 5. Is the work part of the regular business of the principal? 6. Do the principal and worker believe that they have an employer/employee relationship? 7. The principal is in business done by agent or contractor

Expert Pavers, Inc., contracts with Fabricated Building Corporation to repave Fabricated's parking lot for which Fabricated agrees to pay. The elements of this, and any other, contract include

Consideration

Examples of trade secrets

Customer lists, Supplier lists, Sales and Marketing Strategies, Special knowledge utilized by employees, Computer Code, Production Processes, Even new ideas of employees

An acceptance must exactly match the terms of the offer in order to be valid. This is known as: a. the specificity principle. b. the mailbox rule. c. the legal sufficiency rule. d. the mirror image rule.

Brown sells his home to Tyler, and the sales contract includes a covenant that Tyler will not resell the house to any Buddhist. This covenant is: a. legal; it's a free country. b. illegal under Title VIII. c. a leasehold. d. an illegal restrictive covenant.

Consequential damages are: a. damages in a very small amount, usually $1, to show that the defendant acted wrongfully. b. special, foreseeable damages that are caused by circumstances beyond the contract itself but that arise as a consequence of the contract's breach. c. damages that compensate a party for actual losses directly resulting from the breach of contract. d. damages that punish a breaching party.

General Contractors (GC) and Holly enter into an oral contract under which Holly agrees to work on a GC project for fourteen months. Holly thinks it likely that she can complete the project in eleven months but experience has shown it is not possible to complete within a year. This contract is enforceable by Select one: a. either party. b. GC only. c. Holly only. d. neither party.

If Betty gives her friend Roger the right to walk his Irish wolfhound across her property to the beach, what kind of property right does Roger acquire? a. A life estate b. A possessory interest c. A profit d. An easement

If Ginger gives her mother, Betty, a right to live in and use Ginger's beachfront house in Maine until Betty dies, Betty gets what kind of ownership interest? a. An easement b. An future interest c. A profit d. A life estate

In order to determine a party's intent in a contract case, a court will apply: a. the subjective theory of contracts. b. the alternate-party theory of contracts. c. the consideration theory of contracts. d. the objective theory of contracts.

In the interests of fairness and equity, the courts may allow an exception to the preexisting duty rule: a. when the consideration given for a contract is past consideration. b. when the promise is illusory. c. when the consideration is defined as inadequate. d. when contract performance involves unforeseen difficulties.

Which of the following IS NOT an element of fraud? a. There must be an intent to deceive. b. The innocent party must have justifiably relied on the misrepresentation. c. The misrepresentation must concern a material fact. d. The innocent party must be under twenty-one years of age.

Indemnification means that: a. the principal is required to continue the agency contract. b. the agent has taken advantage of the agency relationship to purchase property or goods. c. a contract made by an agent is canceled. d. if a third party sues the principal for damages caused by the agent's negligence or unauthorized actions, the principal may sue the agent to recover an equal amount of damages.

Josephine buys a very rare tropical bird from Frank's Rare Birds of the Earth store. Josephine asks Frank where the bird is from, and Frank tells her that it is from "the rainforests of Brazil. It is extremely rare, almost no one has one." When Josephine asks Frank if the bird is on the endangered species list, Frank tells her that it is not on the list (even though he has recently learned that it is on that list). Josephine later discovers, when officials from an environmental agency arrive at her door and take her bird away, that she has illegally purchased a bird that is on the endangered species list. To recover damages (the purchase price of the bird, plus any penalties levied by the environmental agency) from Frank, Josephine would: a. sue Frank for mistake. b. sue Frank for defamation. c. sue the environmental agency for regulatory overload. d. sue Frank for fraudulent misrepresentation.

Laura and Mike enter into what Laura later claims is a contract. In deciding whether a valid contract was formed, a court will not look at Select one: a. the circumstances surrounding the alleged contract. b. the parties conduct at the time of the alleged contract. c. the parties statements at the time of the alleged contract. d. the parties subjective beliefs at the time of the alleged contract.

Letisha buys a piece of pottery from Woodward for her principal, Jemal. If Woodward knows that Letisha is buying the pottery on behalf of someone other than herself but does not know the identity of that person might be, what is Jemal? a. An independent contractor b. An agent c. An undisclosed principal d. A partially disclosed principal

Liz contracts with Brian. Liz agrees to cook twenty dinners for Brian, in exchange for which Brian will repair all of the plumbing in Liz's house. In this consideration legally sufficient? a. No, because it is clear that one dinner is not worth as much as repairing all of the plumbing in Liz's house. b. No, because this kind of bargain violates public policy. c. Yes, based on the clear lack of any bargain. d. Yes, because Liz has promised something of value.

Often, consideration is broken down into two parts, something of legal value and: a. some kind of income redistribution. b. some kind of coercive behavior. c. a clear moral hazard. d. a bargained-for exchange.

Rescission may be defined as: a. the substitution of one contract party for another. b. the revision of a contract's terms to reflect trade usage. c. the full performance of a contract. d. the unmaking of a contract to return the contract parties to the positions they were in before the contract was formed.

Suppose that Vonda contracts with Dillon to work for Dillon for one academic year (nine months). Under the Statute of Frauds: a. this contract must be in writing based on the one-year rule. b. this contract must be in writing based on an interest in scholarship. c. this contract must be in writing based on the collateral contract at stake. d. this contract does not need to be in writing.

The Statute of Frauds refers to: a. all tort actions for fraud. b. those tort actions that involve fraud in the press. c. contract actions for fraud. d. those contracts that must be in writing to be enforceable.

The UCC has Statute of Frauds provisions governing: a. the sale of land. b. the sale of interests in land, such as rights-of-way. c. the sale of intangible property. d. the sale of goods priced at more than $500.

The duty to perform under a contract: a. may be conditioned only. b. may only be absolute. c. may be absolute but only if the subject matter is constitutional. d. may be either conditioned or absolute.

The mailbox rule says that: a. an offer is valid only if mailed. b. an acceptance is valid only if mailed. c. an offer is valid once it is deposited in a mailbox. d. an acceptance is effective upon dispatch by an authorized means of acceptance.

The part of the U.S. Constitution that supposedly protects landowners from unjustified takings of their property is: a. the contracts clause. b. the First Amendment. c. the Fourth Amendment. d. the Fifth Amendment.

Under the common law, a memorandum evidencing an oral contract must include: a. the quantity term only. b. a signature only. c. the delivery terms only. d. the essential terms.

What are the two basic types of performance? a. Remote and local performance b. Future and past performance c. Established and disestablished performance d. Complete and substantial performance

When a principal causes a third party to reasonably believe an agent has authority to act on the principal's behalf, even if the agent does not have such authority, this is known as: a. anticipatory breach. b. repudiation by act. c. operation of law. d. apparent authority.

When determining whether a worker is an employee or an independent contractor, the key element to consider is: a. the length of time necessary to finish a job. b. the hours worked by the worker. c. the degree to which the worker is computer literate. d. the extent to which the employer controls the actions of the worker.

When someone gives to another person a power of attorney, this means that: a. the person who is given the power of attorney has implied authority, but not express authority, to act as an agent. b. the person is an undisclosed principal. c. the person is a disclosed principal. d. the person is who is given the power of attorney has express authority to act as an agent.

When someone transfers his or her contractual rights to you in an assignment, you would be well advised to: a. provide the obligor with a huge money payment. b. always do nothing; this is safest. c. tell the assignee what has happened. d. notify the obligor of the assignment.

Which of the following IS NOT an exception to the parol evidence rule? a. Contracts containing ambiguous terms b. Void contracts c. Contracts subsequently modified d. Contracts containing clear terms

William and Laverne enter into a contract for William to paint Laverne's house. William and Laverne fail to specify a time for performance. After two weeks, William and Laverne both decide that their contract does not meet their needs. They decide to cancel the agreement. This is known as: a. performance. b. novation. c. restitution. d. rescission.

William and Laverne enter into a contract for William to paint Laverne's house. William and Laverne fail to specify a time for performance. In this case: a. performance must take place within fourteen days. b. performance must take place within seven days. c. performance must take place immediately. d. performance must take place within a reasonable time.

Yvon enters into a contract to manage the operations of Zacks bank for one year, renewable for subsequent one-year terms. If this contract is discharged like most contracts, it will be Select one: a. canceled. b. delegated. c. litigated. d. performed.

enforceable, the contract must be in writing if the land is valued at Select one: a. $50. b. $500. c. $5,000. d. $50, $500, or $5,000.

Dana hires Paris to paint a portait of her poodle, Mack. The painting is to be done to Dana's personal satisfaction. Upon completion of the painting, which of the following will be true

Dana may refuse to accept the painting if she really does not like it

Venerable Company leases office furniture to Design Architects, Inc., under a contract that states, "Bailee agrees to pay Bailor for any damage to the furniture." During the lease, while the furniture is in Design's possession, it is stained by inks used in computer printers, copiers, fax machines, and so on. Most likely liable for the damage is

Design.

When a corporation enters into a contract or engages in business with another corporation in which one of the board members has a personal interest, that board member must fully ______ the conflict and _____ voting.

Disclose, abstain from

When one partner's relationship with a partnership comes to an end but the partnership continues to do business, it is known as _________

Dissociation

Generally, a partner obtains compensation from the partnership by ___________

Distribution of profits according to the partner's share in the business

Individual corporate directors _________ have the ability, as agents of the corporation, to bind the corporation.

Do not

Wrongful Discharge

Doctrine that prohibits discharging an employee for a reason that is unlawful

For a gift to be effective, there must be ______ intent by the donor, or the one giving the gift, _______ of the property, and _______ by the donee.

Donative, delivery, acceptance

One main disadvantage of the corporate form of business is ____________ .

Double taxation of distributed income

Frolic

Employer is NOT liable if the employee if off on a frolic of his own.

Retaliation claims

Employer is prohibited from retaliating against anyone who claims of harassment as well as others who support the claims or assist.

Title VII Religion

Employers must make reasonable accommodation for a worker's religious beliefs unless the request would cause undue hardship for the business

Intentional Infliction of Emotional Distress

Employers who condone cruel treatment of their workers face liability under the tort:

ADEA (Age Discrimination in Employment Act)

Employers with 20+ employees may not fire, refuse to hire, fail to promote, or otherwise reduce a person's employment because he is 40 or older

Legal principal that generally authorizes employers at any time and for any reason to discharge an employee who is not hired for a fixed term

Employment at will

National Labor Relations Act

Ensures the rights of workers for form unions and encourage management and unions to bargain collectively

immigration related employment

Even though undocumented workers are covered by labor laws (NLRA) as "employees", a worker who admittedly secured the employment with false authorization documents should not be awarded back pay or reinstatement for work he/she cannot perform legally, because if would reward the worker for purposeful circumvention of US immigration laws (IRCA)

Copyrights

Exclusive legal rights of authors and publishers to publish and disseminate their work. Lasts 70 years from death, 95 years from publication, or 120 years from creation, whichever is shortest

A principal owes an agent a duty of ratification. Select one: True False

False

A counteroffer does not terminate but continues an offer. Select one: True False

False

An "agreement to agree" usually is not an enforceable contract even if the parties intend to be bound. Select one: True False

False

An intended third party beneficiary is entitled to enforce the promise of a promisor when the rights of the promisor are vested. Select one: True False

False

One requirement of recovery under quasi contract is to that one party conferred a benefit with no expectation of being paid. Select one: True False

False

Privity of contract refers to the rights and liabilities that contracting and third parties have to each other under the contract. Select one: True False

False

Rejection of an offer made to the general public should be communicated in the same manner in which the offer was communicated. Select one: True False

False

The injury suffered by a breaching party due to the breach of a contract may be remedied by payment of compensatory damages. Select one: True False

False

To be enforceable under the UCC, a contract for a sale of goods priced at $500 or less must be in writing. Select one: True False

False

Under the Statute of Frauds, the writing requirement applies as to likely performance of a contract within one year. Select one: True False

False

When an agent enters into a contract on behalf of a principal, the principal must ratify the contract to be bound to it. Select one: True False

False

equal employment opportunity commission

Federal agency created to enforce the Civil Rights Act of 1964, which forbids discrimination on the basis of race, creed, national origin, religion, or sex in hiring, promotion, or firing.

FMLA (Family Medical Leave Act)

Federal law that creates the right of certain employees to take up to 12 weeks of unpaid leave in certain situations

NLRA (National Labor Relations Act)

Federal law that established employees' right to collectively bargain with employers

ERISA

Federal law that generally requires vesting of employee pension rights after 5 years of service

Grace applies for a homeowners' insurance policy on her house with Heroic Insurance Company through Ian, a broker. In this transaction, Ian is

Grace's agent, and not Heroic's agent

The grand performance hall is in the process of remodeling and is scheduled to open for business after being closed for 50 years. As part of the remodeling, it is installing a new sound system. The sound system is to be installed by sound systems inc on or before april 10th. Opening night of the hall is May1. The contract states jay "time is of the essence" because of the opening-night deadline. Sound systems has some financial difficulties and doesn't deliver the system until April 20. Grand Hall refuses to accept it and Sound systems sues. What result?

Grand Hall wins; the contract date was strictly enforceable

Most voting trusts _______ an expiration date.

Have

Faye owns the land on which Golden Spurs Ranch is situated, plus the ranch house, barn, and other structures permanently attached to the land. Faye's brother Huey owns everything else in the ranch's operation—livestock, feed, and so on. The personal property is owned by

Huey only

Andrew has been hired to do some work for Rossi Enterprises. What factors would a court consider in determining if Andrew is an employee or an independent contractor? Why does the designation matter?

In determining if agents are employees or independent contractors, courts consider whether: the principal controls the details of the work; the principal supplies the tools and place of work; the agents work full-time for the principal; the agents are paid by time, not by the job; the work is part of the regular business of the principal; the principal and agents believe they have an employer-employee relationship; and the principal is in business. The distinction affects the potential liability of the principal. A principal may be liable for the torts of an employee but generally is not liable for the torts of an independent contractor.

John steals an old, battered bicycle that is parked, unlocked, in front of a convenience store. He repairs, paints, and replaces parts on the bike until it is like new. The original owner, Kim, claims the bike. The bike belongs to

Kim because John stole it.

Bankruptcy Estate

Legal entity created when a bankruptcy petition is filed- the debtor's existing assets pass into the estate

Employment at will Doctrine

Legal principle that generally authorizes an employer at any time and for any reason to discharge an employee who is not hired for a fixed term

Genetic Nondiscrimination Act (GINA)

Legislation that prohibits genetic discrimination by health insurers and employers.

Dodger bought an insurance contract from Liberty Farm co. The policy contained a clause stating that all claims for losses had to be reported within 45 days after the date of the loss or the claim would be barred. Time is stated to be of the essence. Dodger sustained a covered farm loss, but did not report it to Liberty Farm until 50 days later. Liberty Farm denied coverage for the claim. If Dodger sues, who wins?

Liberty Farm wins; there was failure of a condition subsequent

One of the key advantages of the corporate form of business is ________ .

Limited liability of ownership

Magic Math Corporation makes business accounting software, which is packaged with a shrink-wrap agreement. National Distribution Company distributes the software to retailers, including an Office Stuff store, where Peg buys a package of it. The parties to the shrink-wrap agreement are

Magic Math and Peg only.

Digital Millennium Copyright Act

Makes it illegal to delete copyright information, such as the author's name, and then distribute the work via the internet

Lindsey, an emergency medical technician, is called to an accident scene by Nicole and renders medical care to Marvin, a minor. Lindsey may recover the cost from

Marvin.

Alex worked for years for MegaCorp. During his employment with MegaCorp, he learned a great deal of confidential information and knew that if this information got into the hands of competitors or the general public, MegaCorp could suffer great business losses. Alex claims that he was wrongfully fired by MegaCorp and accordingly he believes he has no obligation to MegaCorp to keep any information he acquired with them as confidential. MegaCorp claims that Alex is under a continuing duty to keep confidential information secret, even though he is no longer with the company. Who is right? Why?

MegaCorp. Regardless of why Alex no longer works for MegaCorp, he is under a continuing duty not to use or disclose the company's confidential information after he leaves the company. A company's trade secrets and other confidential information may not be used by any person without the express au-thority of the owner of such property rights. Alex had a fiduciary duty of loyalty to his employer when he worked for it and such duty does not terminate relative to trade secrets or confidential information after he is no longer employed by that company.

Sandy worked for small printing company. She found a new job that would pay much more. In accordance with company policy, she gave her employer a two-week notice that she would be leaving. Her employer was upset she was quitting, so he terminated her employment immediately. Sandy was upset because she thought she had acted properly by giving her employer two weeks' notice. Her new employer will not be able to employ her for two weeks. Sandy believes her employer has breached the employment agreement and she should be paid for the two weeks between jobs. Is she right? Explain.

No, Sandy is probably not right. Sandy is very likely an at-will employee and can have her employ-ment terminated at any time by the employer (just as she can leave at any time). A few public policy related exceptions do exist to protect at-will employees, and the courts have also held that an employee handbook may create rights to protect the employee. However, generally speaking, neither the employ-er nor the employee are very bound to the other.

Linda agrees to buy Missy's greyhound race dog for 2,000. Linda is about to deliver the money and take possession of the dog the next morning. That night, running his best race ever, the dog runs away from Missy never to be seen again

None of the above, contract duties are discharged

The bailee has the right of _______ , the right to _______ bailed property, the right to be _______ for services rendered, and the right to limit _______ .

Possession, use, compensated, liability

With respect to officers, most corporations have a _______ , one or more ______ , a secretary, and a ________ .

President, vice president, treasurer

Patent Troll

Someone who buys a portfolio of patents for the purpose of making infringement claims

Hotel owners are __________ liable for the loss of any cash or property that guests bring into their rooms. In many states, liability can be avoided by providing a ________ in which to keep guest's valuables and by ________ the guests of that availability.

Strictly, safe, notifying

When a joint tenant transfers her or his rights to another without the consent of the other joint tenants, doing so _______ the joint tenancy.

Terminates

Hanson Corporation is concerned that its employees are spending too much work time talking on the telephone, sending e-mails, and using the Internet for personal uses. Discuss what steps Hanson may legally pursue to protect its interests in productivity.

The Electronic Communications Privacy Act of 1986 (ECPA) permits employers to monitor workers' telephone calls and e-mail messages if: (a) the employee consents, (b) the monitoring occurs in the or-dinary course of business, or (c) in the case of e-mail, the employer provides the e-mail system. Han-son may not, however, disclose any private information it learns through its monitoring.

electronic monitoring of the workplace

The electronic communications privacy act of 1986 (ECPA) permits employers to monitor workers' telephone calls, e-mail messages, and even "instant messages" if: 1. the employee consents 2. The monitoring occurs in the ordinary course of business, or 3. In the case of e-mail, the employer provides the e-mail system (consents, during ordinary business, and provided server)

What are the three main purposes of the federal Bankruptcy Code? How are these purposes supported and fostered in the Code?

The primary goals of the Bankruptcy Code are: (1) To preserve as much of the debtor's property as possible. The Code requires full disclosure of the debtor's assets, liabilities, income, and expenses. Also, under the Code the trustee has the power to set aside voidable preferences and fraudulent trans-fers. (2) To divide the debtor's assets fairly between the debtor and creditors. The bankruptcy forum is a place where all creditors can be gathered and where everyone plays by the same regulations. The Code attempts to balance the creditor's desire to be paid with the debtor's right to get on in life with a fresh start. 3) To divide the debtor's assets fairly among creditors. Creditors will all be treated fairly, according to established rules

Utility Patent

This is the basic type of patent. It is available to those who invent or significantly improve inventions (Mechanical inventions (hydraulic jack); Electrical inventions (prewired panels, cameras); Chemical inventions (fertilizer, paint compounds); Process (a method of applying a chemical compound or soundproofing); Composition of matter))

Termination of the Partnership Business

Three steps: -dissolution decision to end business; can be voluntary or automatic -winding up during the winding up process, all debts of the partnership are distributed to the partners -termination the end; happens when winding up is complete

Federal law that prohibits discrimination based on race, sex, nation of origin, color or religion.

Title VII of the Civil Rights Act

Apparent authority exists if a principal causes a third party to believe reasonably that an agent has authority to act. Select one: True False

True

Invalid Trademarks

Too similar to an existing mark, A generic word, A descriptive word, A person's name alone, Deceptive, scandalous or immoral

A formula, device, process, method or compilation of information that gives the owner an advantage over competitors who do not possess the information.

Trade Secret

Any combination of words and symbols that a business uses to distinguish products or service.

Trademark

A contract can be created when an offer is accepted by the offerees performance. Select one: True False

True

An agency relationship can be created by estoppel if an agent holds out him/herself as an agent of a principal. Select one: True False

True

An agent whose employer does not have the right to control the agents performance is generally an independent contractor. Select one: True False

True

An agreement includes an offer and consideration. Select one: True False

True

If TV Inc. hires Y to do weather reports on a per day basis, does not withhold taxes or provide benefits but controls the location and hours,Y will likely be not found to be an employee. Select one: True False

True

If a contract is in writing, the agents authority to perform the same duty must be in writing. Select one: True False

True

In a contract for a sale of land, the typical remedy for a seller's breach is specific performance. Select one: True False

True

In a contract involving a transfer of an interest in land, a court may grant specific peformance of an oral contract that has been partially performed. Select one: True False

True

Notice is not legally required to establish the validity of an assignment. Select one: True False

True

Only an agent should require the right of indemnification in an an agency agreement. Select one: True False

True

An LLC that has _______ can choose to be taxed either as a partnership or as a corporation.

Two or more members

Acts that are beyond the express or implied powers of a corporation are called _______ acts.

Ultra vires

Implied Authority

Unless otherwise agreed, authority to conduct a transaction includes authority to do acts that are reasonably necessary to accomplish it

The bankruptcy, retirement, death or mental incompetence of a general partner will cause the dissociation of that partner and the dissolution of the limited partnership _______________

Unless the other members agree to continue the firm

hostile work environment

a form of sexual harassment in which unwelcome and demeaning sexually related behavior creates an intimidating and offensive work environment

Debit & Credit Accounting Services and Brickwork Construction Company negotiate a contract. If it has all of the elements necessary for one of the parties to enforce it in court, it is

Valid?

valid trademarks

Words, Symbols, Phrases, Shapes, Sounds, scents

Following negotiations with Lester's Landscaping for maintenance services for a lawn and garden, Moore enters into an informal contract. This means that the parties' contract

____?

Cameron enters a coffee shop in which she has an open account, fills a cup of coffee, holds it so the cashier can see it, acknowledges the cashier's nod, and walks out with the coffee, knowing that she will be billed for it at the end of the month. Cameron has formed

_____?

Office Application Corporation (OAC) sends an e-record to Precision Design, Inc. Under the UETA, the record will be considered received when

_____?

Sonic Board Corporation files a suit against Custom Fabricators Company, claiming that the consideration for their contract is inadequate. The court will most likely not examine the adequacy of the consideration if

_____?

Cassandra accepts what she believes was an offer to work for Destination Vacations, Inc., as a chef. In determining whether a contract has been formed, an element of prime importance is

______?

Fay is mentally incompetent but has not been so adjudged by a court. Any contract Fay enters into is

______?

Royal Properties, Inc., mails a flyer to hundreds of firms, advertising a building for sale. Standard Manufacturing Company responds by saying, "We accept your offer." Between Royal and Standard, there is

_______

Green Grocers, Inc., enters into a contract with Hiway Transport Company for the delivery of a shipment of fresh produce. In a later dispute between these parties over the delivery, the doctrine of quasi contract cannot be used because

__________.

Holiday Sales Company and Global Distributors, Inc., enter into a contract for the delivery of imported specialty goods. Until the goods are delivered and paid for, these parties have

___________.

Wally asks Eddie if he can store his furniture in Eddie's garage while he serves a tour of duty with the U.S. Marines Corps. Eddie agrees. This is

a bailment

Clay offers to pay Dorianne $50 for a golf lesson for Estee. They agree to meet the day after tomorrow to exchange the cash for the lesson. These parties have

a bilateral contract

Deb buys a song through eSongs, an online music vendor. Before completing the purchase and downloading the song, Deb must agree to a provision not to make and sell copies of the song. This provision is

a click-on agreement.

Disparate Impact

a condition in which employment practices are seemingly neutral yet disproportionately exclude a protected group from employment opportunities

Greta is the only female employee in the maintenance department of Hydraulics Inc. Greta's supervisor and co-workers tease and play tricks on her so relentlessly that she feels compelled to quit. This is

a constructive discharge

Failure to provide heat to a rental property in the winter would constitute _________ .

a constructive eviction

Dora leases a house from Evan for a two-year term. To ensure the validity of their lease, it should include

a description of the property

Overnight Delivery Service delivers a package to Pam. At the request of Overnight's delivery person, to acknowledge receipt Pam signs a digital pad. This signing creates

a digitized handwritten signature.

Opie offers to sell his guitar to Pinky for $100. Pinky agrees. They complete and sign a printed form, and Pinky gives Opie a check for the price. This check is

a formal contract.

Equal Employment Opportunity Commission (EEOC)

a government agency with the power to investigate complaints of employment discrimination and the power to sue firms that practice it

Nika owns land in Ohio. Nika deeds some of her land to Polly. The deed states, "To Polly, for life, then to Quay." Nika has given Polly

a life estate.

Hollister and Gladys do business as partners in Frothy Confections. For federal income tax purposes, Frothy Confections would be treated as

a pass-through entity

business method patent

a patent that protects an invention that is or facilitates a method of doing business

Respondeat Superior

a principal is liable for certain torts committed by an agent/employee (employee (supervisors) actually represents the management of a company directly, so company can be found liable if they do not remove/fix negligent or abusive employees (supervisors))

Misrepresentation

a principal is liable if: -the agents makes a misrepresentation -the agent has express, implied, or apparent authority -the third party relies on the misrepresentation -the third party suffers harm

The government of Japan sets a limit on the amount of rice that can be imported from the United States. This is

a quota

Jumbo Juice Inc. offers entrepreneurs the opportunity to operate a franchise under the Jumbo Juice trade name. For any projected earnings figures Jumbo Juice provides to potential franchisees, the franchisor must have

a reasonable basis

Provisional patents

a shorter, cheaper way to file for a patent temporarily, to determine if the invention is commercial practical

Julia owns and operates Collectable Dolls without creating a separate business organization. She receives all the profits from the doll sales. Collectable Dolls is most likely a

a sole proprietorship

Nate tells Opal, "I might sell the skis that I bought last fall since I haven't used them and the skiing season is almost over." This is

a statement of future intent.

Edna and Flavia buy a boat that they dock in a marina near Gulfport, Mississippi. On the death of either owner, that owner's interest in the boat passes to her heirs. This is

a tenancy in common

Boyd is a minor. As a minor, Boyd has the capacity to enter into

a valid contract

Metal Smelting, Inc., operates a plant—a "major source"—that emits hazardous air pollutants for which the Environmental Protection Agency has set maximum levels of emission. The plant does not use any equipment to reduce its emissions. Under the Clean Air Act, this is most likely

a violation

A joint stock company has many features of a corporation. Which of the following is NOT one of the ways in which a joint stock company is like a corporation? a. Its shareholders have personal liability. b. It is usually managed by directors or officers of the company. c. It can have perpetual existence.

a. Its shareholders have personal liability.

Which of the following is a true hybrid of a partnership and a corporation? a. Joint stock company. b. Joint venture. c. Business trust. d. Syndicate.

a. Joint stock company.

In what order are proceeds from the sale of an LLC's assets distributed? a. Pay off debts to creditors, return members' capital contributions, distribute remainder to members in equal shares. b. Return members' capital contributions, pay off debts to creditors, distribute remainder to members in equal shares. c. Distribute remainder to members in equal shares, pay off debts to creditors, return members' capital contributions.

a. Pay off debts to creditors, return members' capital contributions, distribute remainder to members in equal shares.

There are many public policy reasons for the adverse possession doctrine. Select three. a. Resolving boundary disputes b. Resolving title concerns c. Assuring property is put to productive use d. Avoiding unnecessary paperwork e. Moving to electronic record keeping f. Assisting the poor in obtaining property

a. Resolving boundary disputes b. Resolving title concerns c. Assuring property is put to productive use

Select the three main rights that directors have in order to properly function. a. Right to participation b. Right to compensation c. Right of inspection d. Right to indemnification e. Right to bind the corporation f. Right to termination

a. Right to participation c. Right of inspection d. Right to indemnification

In a sale for real estate, who is normally responsible for having the premises inspected for physical or mechanical defects and for insect infestation? a. The buyer b. The seller c. The real estate agent d. The state

a. The buyer

A limited liability limited partnership (LLLP) differs from a limited partnership in that a general partner in an LLLP has the same liability as a limited partner in a limited partnership. a. True b. False

a. True

A syndicate may be organized as a corporation or as a general or limited partnership. a. True b. False

a. True

Another disadvantage is that the proprietor's ability to raise capital is limited to personal funds and the funds of those who are willing to make loans. a. True b. False

a. True

Any event that makes it unlawful for the partnership to continue its business will result in dissolution. a. True b. False

a. True

Because risk is associated with the potential for higher profits, businesspersons are motivated to choose organizational forms that limit their liability while allowing them to take risks that may lead to greater profits. a. True b. False

a. True

Before a shareholder's meeting, a group of shareholders can create a shareholder voting agreement by agreeing in writing to vote their shares together in a specified manner. a. True b. False

a. True

Bonds normally have a fixed payment and a maturity date when the principal is returned to the bondholder. a. True b. False

a. True

Certain personal property, known as fixtures, can become so closely associated with the real property to which it is attached that the law views it as real property. a. True b. False

a. True

Common carriers are held to a standard of care based on strict liability. a. True b. False

a. True

Directors and officers may be liable for the actions of corporate employees under their supervision as well as for their own torts and crimes. a. True b. False

a. True

Each partner must exercise good faith during the dissolution of a partnership. a. True b. False

a. True

Even when a contract contains a notice-and-cure provision, a franchisee's breach of the duty of honesty and fidelity may be enough to allow the franchisor to terminate the franchise. a. True b. False

a. True

For an estray statute to apply, property must be lost not merely mislaid. a. True b. False

a. True

For the most part, special business forms are hybrid organizations, that is, they combine features of other organizational forms, such as partnerships and corporations. a. True b. False

a. True

Generally, a person cannot buy property with zoning regulations in effect and then argue that a variance is needed for the property to be used for the owner's intended purpose. a. True b. False

a. True

A bailment for the sole benefit of the bailor is a(n): a. compensated bailment. b. gratuitous bailment. c. unique bailment. d. gift bailment.

b. gratuitous bailment.

If a board of directors declares a dividend to "pay back" investors but that dividend would cause them to have to miss paying several bills as they become due, the members of that board will be personally responsible for any loss to the corporation. a. True b. False

a. True

If a partner withdraws prematurely from a partnership for a term, that partner has breached the partnership agreement and may be liable for any resulting losses. a. True b. False

a. True

If the partnership agreement does not indicate how the profits will be shared, the Uniform Partnership Act provides that profits will be shared equally. a. True b. False

a. True

Interests in land that do not include any rights to possess the property are known as nonpossessory interests. a. True b. False

a. True

LLCs are legal entitles apart from their owners and as such can sue or be sued, enter into contracts, and hold title to property. a. True b. False

a. True

LLCs share many characteristics with corporations, such as they must be formed and operated in compliance with state law. a. True b. False

a. True

Many states require a franchisor to register a disclosure document known as the Franchise Disclosure Document (FDD). a. True b. False

a. True

Most easements and profits are created by an express grant in a contract, a deed, or a will. a. True b. False

a. True

The amount of care required of a bailee increases as the benefit to the bailee becomes exclusive. a. True b. False

a. True

To pierce the corporate veil is to expose the shareholders to personal liability. a. True b. False

a. True

Under the Uniform Limited Liability Company Act (ULLCA), managers in a manager-managed LLC owe fiduciary duties, such as the duty of loyalty and the duty of care, to the LLC and its members, just as corporate directors and officers owe fiduciary duties to the corporation and its shareholders. a. True b. False

a. True

Unless a hunter has violated a law, that hunter who kills a moose has assumed ownership of it. a. True b. False

a. True

When a member dissociates from an LLC, he or she loses the right to participate in management. a. True b. False

a. True

The express powers of a corporation come from which three sources? a. U.S. and state constitutions. b. State laws. c. The Revised Model Business Corporations Act. d. The Uniform Commercial Code. e. The articles of incorporation. f. The bylaws. g. The Uniform Express Powers Act.

a. U.S. and state constitutions. e. The articles of incorporation. f. The bylaws.

When a company distributes a portion of its income or profits in cash, property or stock to its shareholders in proportion to their shares, it is called: a. a dividend. b. a dissolution. c. a proxy. d. an assumption.

a. a dividend.

In most jurisdictions, a seller who knows of a defect that is not obvious and that would affect the value of the property in a material way has: a. a duty to disclose the problem. b. no obligation to disclose the problem. c. no obligation because the rule of caveat emptor applies.

a. a duty to disclose the problem.

Federal and state laws attempt to protect franchisees from the ________ and unfair termination of their franchises. a. arbitrary b. good faith c. fair dealing

a. arbitrary

Select the two situations where the bailee's duty of care is extraordinary: a. common carriers. b. jewelry repair. c. hotel operators. d. car dealers. e. valet services.

a. common carriers. c. hotel operators.

Select the two answers that identify the important distinctions between real property and personal property: a. different taxation b. different formalities for acquisition c. different rights of ownership d. different values e. different ability to give it in a will

a. different taxation b. different formalities for acquisition

The two major types of concurrent ownership are (select two): a. joint tenancy. b. tenancy at sufferance. c. tenancy in common. d. tenancy at will.

a. joint tenancy. c. tenancy in common.

In a limited partnership, the liability of a limited partner is: a. limited to the capital contribution. b. unlimited. c. limited to the total capital of the LP. d. $100,000.

a. limited to the capital contribution.

A joint tenancy differs from a tenancy in common primarily in that a joint tenancy has the: a. right of survivorship. b. right of ownership. c. right of development.

a. right of survivorship.

Svetlana, a fifty-five-year-old member of a racial minority with a disability, believes that she is a victim of employment discrimination. Potentially the most widespread form of discrimination is based on

age.

Duty of loyalty

agent has a fiduciary duty to act loyally

Fiduciary duty

agents have a fiduciary duty to their principals

Cody is a partner in Delta Accounting Service. Cody can inspect

all of Delta's books and records

Tyro has the right to drive across Ula's land, which is next to Tyro's property, to reach an access road. Tyro's right is

an easement

Employee at will

an employee without a contract - can be fired for good, bad, or no reason at all

Bona Fide Occupational Qualification (BFOQ)

an employer is permitted to establish discriminatory job requirements if they are essential to the position in question

wrongful discharge

an employer may not fire a worker for a reason that violates basic social rights, duties, or responsibilities

Flo tells Gregor that she will buy his textbook from last semester for $65. Gregor agrees. Flo and Gregor have

an express contract

Homebuyers Mortgage Corporation's promise to pay its employees a year-end bonus "if it seems like a good idea at the time" is

an illusory promise.

When Jeff's car breaks down, he asks Kwik Tow, Inc., to tow it from its location to Loyal Repair Shop. There is no discussion of a price, and Jeff and Kwik do not sign any documents. After the tow, Kwik sends Jeff a bill. With respect to Jeff's obligation to pay the bill, this is

an implied contract

National Labor Relations Board

an independent agency of the United States government charged with mediating disputes between management and labor unions

Intentional infliction of emotional distress

an intentional tort in which the harm results from extreme and outrageous conduct that causes serious emotional harm

Todos Ltd. agrees to supply United Steel, Inc., with minerals from Venezuela. When the government is unexpectedly overthrown in a revolution, Todos can obtain the goods only at a much higher price. United agrees to pay but later files a suit to recover the difference. The court will most likely rule that

an unforeseen difficulty supported the contract modification here

A cooperative must be incorporated in order to be recognized. a. True b. False

b. False

A corporate director who sits on more than one board is engaging in illegal activity. a. True b. False

b. False

A corporation has a fifty-year existence by default. a. True b. False

b. False

A joint venture is generally treated like a corporation for tax purposes. a. True b. False

b. False

A landlord-tenant relationship is established by a sales contract. a. True b. False

b. False

A restrictive covenant is binding on the party who purchases the property originally, but not on subsequent purchasers. a. True b. False

b. False

After dissolution, the partnership immediately ceases to continue. a. True b. False

b. False

All states provide that when more than one partner in an LLP is negligent, each partner is jointly and severally liable for the entire result. a. True b. False

b. False

Typically, state law determines the duration of a franchise. a. True b. False

b. False

Under no circumstances is the tenant allowed to withhold rent. a. True b. False

b. False

When a member dissociates from an LLC, he or she retains the right to participate as an agent for the LLC. a. True b. False

b. False

What type of liability occurs when a third party has the option of suing all the partners together or one or more of the partners separately? a. Joint liability. b. Joint and several liability. c. Several liability. d. Imputed liability.

b. Joint and several liability.

What is the most common termination statement in a typical franchise agreement? a. That the franchise can be terminated within ten days' notice. b. That the franchise can be terminated "for cause" with grounds for termination. c. That the termination must go to arbitration.

b. That the franchise can be terminated "for cause" with grounds for termination.

A major difference between a joint venture and a partnership is that: a. a partnership is composed of members, and a joint venture is not. b. a joint venture is a one-time association, whereas a partnership is ongoing. c. partners are taxed individually, but joint ventures are not.

b. a joint venture is a one-time association, whereas a partnership is ongoing.

The business judgment rule states that directors and officers: a. must make good business judgments or be held personally liable for any loss to the corporation. b. are immune from liability for bad business decisions, provided they exercised due care and used their best judgment in guiding corporate management. c. are never liable for bad business decisions if they attend all their meetings and vote for the actions.

b. are immune from liability for bad business decisions, provided they exercised due care and used their best judgment in guiding corporate management.

For a sole proprietorship, creditors can pursue the owner's personal ________ to satisfy any business debts. a. bankruptcy b. assets c. reputation d. engagement

b. assets

One basic difference between partnership and agency law is that: a. in a partnership, partners are not deemed to be agents of the other partners. b. each partner has an ownership interest in the firm. c. each partner does not have an ownership interest in the firm.

b. each partner has an ownership interest in the firm.

Officers and directors have a special relationship with the corporation and its shareholders and are called: a. registered agent. b. fiduciaries. c. responsible parties. d. managers.

b. fiduciaries.

In order to form a valid limited partnership (LP), the partnership must: a. file articles of organization. b. file a certificate of limited partnership. c. file an amended partnership agreement.

b. file a certificate of limited partnership.

The general rule with respect to lost property is that the: a. finder of the property obtains good title against everyone. b. finder of the property obtains good title against everyone except the true owner. c. owner of the place where the property was found becomes its caretaker. d. person who lost the property has given up all rights to it.

b. finder of the property obtains good title against everyone except the true owner.

One of the benefits of LLCs, and one that helps promote investment, is the fact that: a. investors must be accredited. b. foreign investors are allowed to become LLC members. c. members are registered with the SEC.

b. foreign investors are allowed to become LLC members.

If a member dies or otherwise dissociates from an LLC, the LLC ______________. a. must continue b. may continue if the remaining members agree c. cannot continue

b. may continue if the remaining members agree

When a franchise agreement contains no set time for winding up a franchisee's business, a franchisee: a. must wind up the business within seven working days. b. must be given a reasonable time to wind-up the business. c. normally must comply with state franchise winding-up statutes.

b. must be given a reasonable time to wind-up the business.

One of the reasons state governments and the federal government have passed statutes regulating franchises is to: a. increase the bargaining power of the franchisor. b. protect prospective franchisees from dishonest franchisors and franchise termination without good cause. c. decrease the flow of information to a franchisee.

b. protect prospective franchisees from dishonest franchisors and franchise termination without good cause.

When deciding which form of business organization to adopt a person will likely consider all of the following except: a. his need for start-up capital. b. publicity and public relations. c. the various types of liability to which owners are subject. d. tax issues.

b. publicity and public relations

When a partnership agreement does not specify how long it will last, it will end: a. in twelve months. b. whenever either partner wants to end it. c. in one year, plus one day. d. whenever both partners agree to end it.

b. whenever either partner wants to end it.

Utility Patent

basic type of patent available to those who invent or significantly a improve a: -mechanical invention -electrical invention -chemical invention -process -machine -composition of matter

Utility patent

basic type of patent, is available to those who invent or significantly improve inventions

Machine Corporation requires its employees to have a high school diploma, claiming a definite connection between a high school education and job performance. In a suit against Machine Corporation under Title VII, this requirement is shown to have a discriminatory effect. The employer has

business necessity defense

Which of the following is typically NOT the way in which real property ownership can be transferred? a. Sale b. Gift c. Conjecture d. Will e. Inheritance f. Adverse possession g. Eminent domain

c. Conjecture

What is the major advantage of an LLP? a. It increases the liability of the partners. b. It allows the partnership to be taxed as a corporation. c. It limits the personal liability of partners to only their own wrongful acts.

c. It limits the personal liability of partners to only their own wrongful acts.

Ordinarily, who is entitled to vote at an annual corporate meeting? a. All persons who are past and present shareholders. b. All persons who are shareholders designated by the state. c. Only persons whose names appear on the corporation's stockholder records as owners are entitled to vote.

c. Only persons whose names appear on the corporation's stockholder records as owners are entitled to vote.

What best describes an entrepreneur? a. A person who knows how to evaluate which stocks to purchase. b. Someone who can expertly manage other people's investments. c. Someone who initiates and assumes the financial risk of a new business enterprise.

c. Someone who initiates and assumes the financial risk of a new business enterprise.

What happens when, after winding up, the partnership's liabilities are greater than its assets? a. Nothing, because unpaid creditors can no longer pursue their legal claims. b. The partner who made the largest investment is liable for all remaining unpaid claims. c. The partners bear the losses in the same proportion in which they shared the profits. d. The partners bear the losses in equal proportion.

c. The partners bear the losses in the same proportion in which they shared the profits.

A corporation is a legal entity: a. created by local ordinance. b. created by an agency regulation. c. created by state statute. d. that naturally occurs when two or more people do business.

c. created by state statute.

Under a distributorship franchise the owner will: a. pay for one-half of the franchisee's start-up costs. b. grant a trade name to the owner's authorized dealers. c. license distributors to sell the owner's products.

c. license distributors to sell the owner's products

The general rule with respect to mislaid property is that the: a. finder of the property obtains good title against everyone. b. finder of the property obtains good title against everyone except the true owner. c. owner of the place where the property was found becomes its caretaker. d. person who mislaid the property has given up all rights to it.

c. owner of the place where the property was found becomes its caretaker.

Ron operates a garbage pickup business. He contracts to pick up garbage from an apartment complex for the next 52 weeks at a price of 150 per week. Unexpectedly, the landfill center where Ron takes the garbage to dispose of it, files for bankruptcy. As a result, Ron must travel an additional 100 miles to the nearest landfill center, turning Ron's expected profit into a loss for $40 per week. Ron's best argument in support of his petition to be discharged from the contract is

commercial impracticability

Fernando obtains a consumer loan from Greater Regional Credit Union at an interest rate that exceeds the state's maximum. Greater Regional has

committed usury.

Fred and Joanne are married. Joanne purchases a car. Fred and Joanne each technically own an undivided one-half interest in the car. This is

community property

Mary contracted to buy 100 table lamps. Under the terms of the agreement, Mary i to pay for the lamps upon delivery. This is an example of

concurrent condition

Sam, the seller, enters into a contract agreement to buy Betty Lou's house on the condition that he is able to secure financing actor below 6% per year. This is a:

condition precedent

Melody is a recent graduate of State Law School. She lands an impressive employment contract with the firm of Dewey, Cheathem, and Howe, attorneys at law, on the states provision that she pass the upcoming bar exam. This provision n the employment agreement is a

condition subsequent

Mountain Mining Company, a U.S. firm, owns property in Bolivia. The government of Bolivia seizes the property for an illegal purpose without paying just compensation. This

confiscation.

How is an agency relationship created?

consent, control, fiduciary duty

Vince offers to buy a book owned by Sun-Hi for twice what Sun-Hi paid for it. She accepts and hands the book to Vince. Sun-Hi's delivery of the book is

consideration.

Clancy sells shares in Darling Pool & Spa Company to Eton. Clancy does not deliver the actual possession of the shares to Eton, but gives him the key to a safety-deposit box in First State Bank in which the stock certificates are locked. Presenting the key is

constructive delivery

Starting a new business as a partnership rather than as a sole proprietorship will allow a person to avoid: a. being taxed as a limited liability corporation. b. receiving all the profits. c. undertaking limited liabilities. d. bearing the burden of all losses and liabilities.

d. bearing the burden of all losses and liabilities.

Most corporate enterprises in the United States can be considered: a. public corporations. b. S corporations. c. benefit corporations. d. close corporations.

d. close corporations.

Today most ultra vires acts involve: a. close corporations. b. publicly traded corporations. c. benefit corporations. d. nonprofit corporations.

d. nonprofit corporations.

Dissolution of a partnership generally can be brought about by all of the following except: a. acts of the partners. b. operation of law. c. judicial decree. d. the insistence of a competitor.

d. the insistence of a competitor.

In most states, when a tenant moves out of leased premises before the term of the lease expires, the landlord is required to make a reasonable attempt to lease the property to another party. Legally, this is called the duty ______________ a. of unlawful detainer. b. of minimum compensation. c. to enjoin damages. d. to mitigate damages.

d. to mitigate damages.

If a corporation issues shares of stock for less than their fair market value, the shares are referred to as: a. preferred stock. b. common stock. c. split stock. d. watered stock.

d. watered stock.

When a single shareholder owns sufficient shares to exercise _______ control over the corporation, that shareholder is called a _____ shareholder and owes _______ duties to the minority shareholders.

de facto, majority, fiduciary

Merit, Senority, Bona Fide Occupational Qualification (BFOQ) are

defenses to charges of discrimination against an employer

Sam and Tiffany enter into an implied contract. This is a contract in which the parties' conduct

defines the contract's terms

Speedy Shipping Corporation applies to TransInsurance Company for a fire insurance policy on Speedy's warehouse. On the application, Speedy misrepresents the age of the property to obtain a lower premium. When a fire soon destroys the warehouse, TransInsurance can

deny payment, because of Speedy's fraud in the application

The distinction between a condition precent and a condition subsequent

determines who has the burden of the proof

Elmo advertises a reward for the return of his lost dog. Floyd, who does not know of the reward, finds and returns the dog. Floyd cannot recover the reward because he

did not know of the reward.

WiFi Corporation, a U.S. firm, signs a contract with Bueno Computadores, Ltd., an Argentinean firm, for a shipment and payment for WiFi's goods. This is

direct exporting

Max, a minor subject to his parents' care and control, signs a contract to rent an apartment from Noel for one year. Before the end of the term, Max moves out. Noel sues for the rent for the rest of the term. Max can

disaffirm the contract and avoid liability for the rent.

Jacquie signs a contract to buy a car just before reaching the age of majority. After reaching the age of majority, Jacquie does not take possession or make payments. Most courts would hold, with respect to the contract, that this is

disaffirmance.

Lew, a member of a protected class, applies for a job with Mit-E Construction Company, but fails Mit-E's employment test and is not hired. Lew believes that the test has an unintentionally discriminatory effect. If so, this is

disparate-impact discrimination

Olivia applies for a job with Petro Company. Petro does not hire Olivia because of her ethnicity, or national origin. This is

disparate-treatment discrimination

Optima Medico Corporation, a U.S. firm, signs a contract with Pharma Beneficial, Ltd., a Canadian firm, to give Pharma the right to sell Optima's products in Canada. This is

distribution agreement.

Duty of Care

duty owned by partners to manage the partnership affairs without gross negligence, reckless conduct, intentional misconduct, or knowing violation of law

Duty of Good Faith and Fair Dealings

duty to deal with each other and the partnership in a fair way

Personal Liability

each partner is personally liable for the debts of the partnership

Abandonment

employer is liable while employee is at work, but not for actions that occur after the employee has abandon the principals' business.

Abandonment

employer is liable while employee is at work, but not for actions that occur after the employee has abandoned the principals' business

Shingle & Tile Roofing Contractor, LLC, obtains an insurance policy against liability for injuries or losses sustained by employees during the course of their employment. The policy covers claims not covered by workers' compensation insurance. This is 18.

employer's liability insurance

Qualified Privilege

employers who give reference are liable only for false statements that they know to be false or that are primarily motivated by ill will

Qualified Privilege

employers who give references are liable only for false statements that they know to be false or that are primarily motivated by ill will

Intoxicated but fully aware of the consequences, Uri agrees to a two-year cell-phone service contract with Wander Talk, Inc., at more than the average market price. This contract is

enforceable.

Delia enters into, and fails to disaffirm soon after reaching the age of majority, a contract with Electronics Stores, Inc. (ESI). Later Delia attempts to disaffirm the contract. ESI files a suit against her. The court will most likely consider the contract ratified if it is

executed.

Miranda is a U.S. citizen working in Europe for Tourist Vacations, Inc., a U.S. travel agency. Tourist fires Miranda for reasons that she believes violate U.S. antidiscrimination laws. Those laws apply

extraterritorially.

Ownership of personal property may be acquired in all of the following ways except: a. purchase. b. possession. c. production. d. gift. e. accession. f. theft. g. confusion.

f. theft.

Abdulla hired Grainte Construction to build an addition onto his home. Granite construction dug the foundation but then abandoned the project. Grant construction is entitled to receive the full contract price minus the value of the defects

false

Alice signs a contract with Bob to buy Bob's house for 150,00 "if I am able to obtain a mortgage loan for 125,000, at no more than 7% interest, payable over 15 years. Assume that Alice tries but is unable to obtain the described loan, and therefore refuses to proceed with the purchase. Alice is in breach of the contract

false

Assume that Jessie and Lester have formed a contract whereby Jessie agrees to deliver 10,000 dozen Grade A Large Eggs to be shipped in recycled paper cartons. A shortage of paper makes paper cartons much more expensive, so Jessie uses styrofoam cartons and ships the eggs. Lester is entitled to cancel the contract based on this deviation of terms in the contract

false

Ramon purchased 5,000 pounds of coffee from Quick Jump Coffee. The coffee was to be delivered on September 1. Since the contract included a date for performance, time is of the essence and the delivery date is strictly enforceable

false

concurrent conditions arise when there is both a conditions precedent and a condition subsequent

false

generally, neither a "time is of the essence clause nor a "force major" clause will be recognized by the courts because these types of clauses are seen as a violation of public policy

false

irving is shopping at the local computers r Us store and agrees to buy a powerful computer for his home on the condition of personal satisfaction. if irving takes the computer back to the store for no reason other than that he doesn't like the computer, then the seller will have no choice but to accept the computer and terminate the contract

false

the statement "you will have a job with snelling and snelling as long as you complete your degree in business administration this may" does not create a condition evacuees it does not include the phrase "provided that"

false

Clive works for Digby Excavation Corporation. While operating a backhoe, Clive suffers an injury. Clive will be compensated under state workers' compensation laws only if

his injury was accidental

In the strategic resources group v knight-ridder inc case, the court found that knight ridder

intentionally reduced the size of its advertisements but that size reduction was not discernible

Isabel obtains a fire insurance policy on her home from Justice Insurance Company. The home is lost in a fire, but the parties dispute the amount of Justice's liability under an ambiguous clause in the policy. A court would most likely

interpret the clause against Justice

Sexual harassment

involves unwelcome sexual advances, requests for sexual favors, and verbal or physical conduct of a sexual nature - Favors in exchange or trade for something

Reverse discrimination

making an employment decision that harms a white person or a man because of his gender, color or race

Inadvertently, Rachel leaves her backpack at Chat n' Coffee when she stops for an hour of coffee and Facebook. The backpack is

mislaid property

Diaz and Cuzco enter an express contract for the construction of a warehouse. Express contract terms are given, in relation to the parties' course of performance,

more priority.

Quick Transport, Inc., offers to sell a truckload of palettes to Rapid Delivery Company. Before accepting the offer, Rapid learns that the palettes have been sold to Speedy Trucking Corporation. Quick is

not liable, because the sale revoked the offer to Rapid

Harry agreed to pay $100 to rent a rooftop spot in downtown Seattle to watch the New Years Eve festivities. The festivities were unexpectedly cancelled because of concern over a terrorist attack. Harry is

not obligated to pay under the frustration of purpose doctrine

Limited Liability Corporation

popular because it has: -limited liability -favorable tax status -duration -management -flexibility the biggest disadvantage is the legal uncertainty involved since it is a fairly new type of business, state laws vary and organization are not standardized

Principal's Liability for Contracts

principal is bound by the acts of an agent if: -the agent has authority -the principal, for reasons of fairness, is estopped from denying that the agent had authority -the principal ratifies the acts of the agent

Auto Body Repair Shop (ABRS) promises to pay Ben $1,000 a week to work for ABRS. Ben accepts and quits his job with Car Care Service. ABRS fails to provide a job for Ben. Ben has a cause of action based on

promissory estoppel.

civil service reform act and the whistleblower protection act

protects Federal employees who report wrongdoings

Plant Patent

protects a newly created plant, provided that the inventor can reproduce it asexually (ie through grafting)

plant patent

protects a newly created plant, provided that the inventor can reproduce it asexually (though grafting, for example)

Sarbanes-Oxley Act of 2002

protects employees of PUBLICILY traded companies who provide evidence of fraud to investigators

Sarbanes-Oxley Act

protects employees of publicly traded companies who provide evidence of fraud to investigators

False claims act

protects those who refuse to sign inaccurate reports

Protected categories

race, color, religion, sex, or national origin

The main advantage of being the sole owner of a business is that the owner _________ .

receives all the profits

The articles of incorporation must include information such as the name, number of shares, and the name of its ___________ , or person designated to receive legal documents on its behalf.

registered agent

Quinn is an employee of Regional Industries, Inc. Quinn is threatened with a discharge when he refuses a transfer to a Regional department in which several employees suffered serious injuries from exposure to hazardous chemicals. Quinn may be entitled to protection from discharge under

the Occupational Safety and Health Act

Metallic Metals, Inc., a U.S. firm, files a suit against a Venezuela government agency. The agency has committed a tort in the United States. Under the Foreign Sovereign Immunities Act

the Venezuelan government agency is not immune from the jurisdiction of the U.S. courts.

The United States and other members of a certain organization agree to grant normal trade relations status to each other with regard to imports and exports. This organization is

the World Trade Organization

U.S. Cars, a U.S. firm, owns property in Argentina. The government of Argentina seizes the property. U.S. Cars claims that this is confiscation. The government of Argentina claims that it is expropriation. The burden of proof lies with

the government of Argentina.

Jacob owns five acres of land in northern California. On his land Jacob has a house and a toolshed. There are ten large maple trees around the house that were there when Jacob bought the land. Since buying the land, Jacob has planted an apple tree. Jacob's real property includes

the house, toolshed, maple trees and apple tree

Generally, an incorporated cooperative distributes dividends, or profits, to its owners on the basis of __________ .

the owner's transactions with the cooperative

National Grocers, Inc., enters into a contract with Overland Shipping Company for the delivery of a shipment of fresh produce. If ambiguities appear in the contract, they will be construed against

the party who drafted the contract

Agent

the person who is acting on behalf of a principal

To establish consent

the principal must ask the agent to do something and the agent must agree

Michael, a citizen of Ireland, and Nina, a citizen of the United States, enter into a contract. When Nina breaches the contract, Michael obtains an award of damages in an Irish court. He asks a U.S. court to enforce the award. The U.S. court defers to and enforces the Irish court's decree. This is

the principle of comity.

Scope of Employment

the realm of activities engaged in by an agent when acting on behalf of a principal

Ruth, a minor, charges groceries at Sam's Mini-Mart. Two days later, Ruth disaffirms the purchase. Ruth owes Sam's

the reasonable value of the groceries.

Affirmative action programs

these programs remedy the effects of past discrimination

Consent

to establish consent, the principal must ask the agent to do something, and the agent must agree

Requirements for a Patent

to obtain a patent, the new invention must be: -novel, not known or used in the country and not published anywhere -non-obvious, cannot be an obvious way to do something -useful, must have some application, even if not commercially practical

Trademark Infringement

to win an infringement suit, the trademark owner must show that the defendant's trademark is likely to deceive customers about who made the product or provided the service

Michelle gives out a business card with an e-mail address on it. According to the comments that accompany the UETA, it may be reasonable to infer that Michelle has consented to

transact business electronically.

Bret obtains a fire insurance policy on his rental house with Continental Insurance Company. Like all insurance, this policy is an arrangement for

transferring and allocating risk.

Under a contract with Bucolic Farms, Agro Excavation, Inc., begins digging an agricultural pond. In mid-project, Agro asks for $15,000 over the contract price, claiming an increase in the "cost of doing business." Bucolic agrees but later refuses to pay. Their agreement is

unenforceable because Agro's performance was a preexisting duty.

unilateral contract as soon as Outdoor began to perform

Domain Names

unique names which identify Internet sites and businesses

Implied Authority

unless otherwise agreed, authority to conduct a transaction includes authority to do acts that are reasonably necessary to accomplish it

Real World Sports Corporation (RWSC) is a U.S. firm with a workplace in Switzerland. Generally, RWSC must abide by U.S. anti-discrimination laws in Switzerland

unless to do so would violate the law of Switzerland

Jody owns KuppaJava Kiosks, a sole proprietorship. Jody's liability is

unlimited

Servant vs. Independent Contractor

yes indicates a servant or employee relationship -does the principal control details of the work? -does the principal supply tools and place of work? -does the agent work full-time for the principal? -is the agent paid by time, rather than by the job? -is the work part of the regular business of the principal? -do the parties believe they have an employee-employer relationship?

Infringement

~the prove a violation, the plaintiff must present evidence that the work was original and that either: -the infringer actually copied the work -that the infringer had access to the original and the two works are substantially similar ~a court may: -prohibit the infringer from further violations -destroy infringing material -require the infringer to pay damages

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