BLAW E-II

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Author:
mgreyes
ID:
13824
Filename:
BLAW E-II
Updated:
2010-04-10 17:19:25
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Business Law
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Description:
CH 7,8,9,11,12
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  1. acceptance
    A voluntary act by the offeree that shows assent, or agreement, to the terms of an offer; may consist of words or conduct.
  2. accord and satisfaction
    A common means of settling a disputed claim, whereby a debtor offers to pay a lesser amount than the creditor purports is owed. The creditor’s acceptance of the offer creates an accord (agreement), and when the accord is executed, satisfaction occurs.
  3. Agreement
    A meeting of two or more minds in regard to the terms of a contract; usually broken down into two events--an offer by one party to form a contract and an acceptance of the offer by the person to whom the offer is made
  4. bilateral contract
    • A type of contract that arises when a promise is given in exchange for a return promise.
    • each party is both a promisor and a promisee.
  5. consideration
    Generally, the value given in return for a promise; involves two elements--the giving of something of legally sufficient value and a bargained-for exchange. The consideration must result in a detriment to the promisee or a benefit to the promisor
  6. contract
    An agreement that can be enforced in court; formed by two or more competent parties who agree, for consideration, to perform or to refrain from performing some legal act now or in the future
  7. counteroffer
    An offeree’s response to an offer in which the offeree rejects the original offer and at the same time makes a new offer
  8. covenant not to sue
    An agreement to substitute a contractual obligation for some other type of legal action based on a valid claim
  9. estopped
    Barred, impeded, or precluded
  10. executed contract
    A contract that has been fully performed by both parties
  11. executory contract
    A contract that has not as yet been fully performed
  12. express contract
    A contract in which the terms of the agreement are stated in words, oral or written.
  13. forbearance
    The act of refraining from an action that one has a legal right to undertake
  14. formal contract
    A contract that by law requires a specific form, such as being executed under seal, for its validity
  15. implied-in-fact contract
    A contract formed in whole or in part from the conduct of the parties (as opposed to an express contract).
  16. informal contract
    A contract that does not require a specified form or formality to be valid
  17. liquidated debt
    A debt for which the amount has been ascertained, fixed, agreed on, settled, or exactly determined. If the amount of the debt is in dispute, the debt is considered unliquidated.
  18. mailbox rule
    A rule providing that an acceptance of an offer becomes effective on dispatch (on being placed in an official mailbox), if mail is, expressly or impliedly, an authorized means of communication of acceptance to the offeror
  19. mirror image rule
    A common law rule that requires that the terms of the offeree’s acceptance adhere exactly to the terms of the offeror’s offer for a valid contract to be formed.
  20. offer
    A promise or commitment to perform or refrain from performing some specified act in the future.
  21. offeree
    A person to whom an offer is made
  22. option contract
    A contract under which the offeror cannot revoke the offer for a stipulated time period. During this period, the offeree can accept or reject the offer without fear that the offer will be made to another person. The offeree must give consideration for the option (the irrevocable offer) to be enforceable.
  23. past consideration
    An act that takes place before the contract is made and that ordinarily, by itself, cannot be consideration for a later promise to pay for the act.
  24. promise
    An assertion that something either will or will not happen in the future
  25. promissory estoppel
    A doctrine that applies when a promisor makes a clear and definite promise on which the promisee justifiably relies. Such a promise is binding if justice will be better served by the enforcement of the promise
  26. quasi contract
    A fictional contract imposed on the parties by a court in the interests of fairness and justice; usually imposed to avoid the unjust enrichment of one party at the expense of another
  27. release
    A contract in which one party forfeits the right to pursue a legal claim against the other party.
  28. rescission
    A remedy whereby a contract is canceled and the parties are returned to the positions they occupied before the contract was made; may be effected through the mutual consent of the parties, by the parties’ conduct, or by court decree.
  29. revocation
    In contract law, the withdrawal of an offer by an offeror. Unless the offer is irrevocable, it can be revoked at any time prior to acceptance without liability.
  30. unenforceable contract
    A valid contract rendered unenforceable by some statute or law.
  31. unilateral contract
    A contract that results when an offer can be accepted only by the offeree’s performance
  32. Valid contract
    A contract that results when the elements necessary for contract formation (agreement, consideration, legal purpose, and contractual capacity) are present
  33. void contract
    A contract having no legal force or binding effect.
  34. voidable contract
    A contract that may be legally avoided (canceled, or annulled) at the option of one or both of the parties.
  35. adhesion contract
    A "standard-form" contract, such as that between a large retailer and a consumer, in which the stronger party dictates the terms.
  36. blue laws
    State or local laws that prohibit the performance of certain types of commercial activities on a Sunday
  37. blue sky laws
    State laws that regulate the offering and sale of securities for the protection of the public.
  38. collateral promise
    A secondary promise that is ancillary (subsidiary) to a principal transaction or primary contractual relationship, such as a promise made by one person to pay the debts of another if the latter fails to perform. A collateral promise normally must be in writing to be enforceable.
  39. contractual capacity
    The threshold mental capacity required by law for a party who enters into a contract to be bound by that contract.
  40. covenant not to compete
    A contractual promise of one party to refrain from conducting business similar to that of another party for a certain period of time and within a specified geographic area. Courts commonly enforce such covenants if they are reasonable in terms of time and geographic area and are part of, or supplemental to, a contract for the sale of a business or an employment contract.
  41. disaffirmance
    The legal avoidance, or setting aside, of a contractual obligation
  42. emancipation
    In regard to minors, the act of being freed from parental control; occurs when a child’s parent or legal guardian relinquishes the legal right to exercise control over the child. Normally, a minor who leaves home to support himself or herself is considered emancipated
  43. exculpatory clause
    A clause that releases a contractual party from liability in the event of monetary or physical injury, no matter who is at fault.
  44. necessaries
    Necessities required for life, such as food, shelter, clothing, and medical attention; may include whatever is believed to be necessary to maintain a person’s standard of living or financial and social status
  45. ratification
    The act of accepting and giving legal force to an obligation that previously was not enforceable
  46. reformation
    A court-ordered correction of a written contract so that it reflects the true intentions of the parties
  47. scienter
    Knowledge by the misrepresenting party that material facts have been falsely represented or omitted with an intent to deceive
  48. Statute of Frauds
    A state statute under which certain types of contracts must be in writing to be enforceable
  49. unconscionable contract or clause
    A contract or clause that is void on the basis of public policy because one party, as a result of disproportionate bargaining power, is forced to accept terms that are unfairly burdensome and that unfairly benefit the dominating party
  50. usury
    Charging an illegal rate of interest.
  51. browse-wrap terms
    Terms and conditions of use that are presented to an Internet user at the time certain products, such as software, are being downloaded but that need not be agreed to (by clicking "I agree," for example) before the user is able to install or use the product.
  52. click-on agreement
    An agreement that arises when a buyer, engaging in a transaction on a computer, indicates assent to be bound by the terms of an offer by clicking on a button that says, for example, "I agree"; sometimes referred to as a click-on license or a click-wrap agreement
  53. cybernotary
    A legally recognized authority that can certify the validity of digital signatures.
  54. e-signature
    As defined by the Uniform Electronic Transactions Act, "an electronic sound, symbol, or process attached to or logically associated with a record and executed or adopted by a person with the intent to sign the record."
  55. forum-selection clause
    A provision in a contract designating the court, jurisdiction, or tribunal that will decide any disputes arising under the contract.
  56. partnering agreement
    An agreement between a seller and a buyer who frequently do business with each other concerning the terms and conditions that will apply to all subsequently formed electronic contracts
  57. record
    According to the Uniform Electronic Transactions Act, information that is either inscribed on a tangible medium or stored in an electronic or other medium and is retrievable.
  58. shrink-wrap agreement
    An agreement whose terms are expressed in a document located inside a box in which goods (usually software) are packaged; sometimes called a shrink-wrap license.
  59. cover
    Under the UCC, a remedy that allows the buyer or lessee, on the seller’s or lessor’s breach, to purchase the goods, in good faith and within a reasonable time, from another seller or lessor and substitute them for the goods due under the contract. If the cost of cover exceeds the cost of the contract goods, the breaching seller or lessor will be liable to the buyer or lessee for the difference, plus incidental and consequential damages
  60. incidental damages
    All costs resulting from a breach of contract, including all reasonable expenses incurred because of the breach
  61. installment contract
    Under the UCC, a contract that requires or authorizes delivery in two or more separate lots to be accepted and paid for separately.
  62. replevin
    An action to recover identified goods in the hands of a party who is wrongfully withholding them from the other party. Under the UCC, this remedy is usually available only if the buyer or lessee is unable to cover

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