Bussiness Law

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leturner2
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81272
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Bussiness Law
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2011-04-24 14:25:10
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Bussiness
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Midterm for Business Law
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  1. BLUE LAWS
    State statutes and local ordinances that regulate the creation and performance of certain types of contracts on Sundays and legal holidays
  2. SUNDAY AGREEMENT
    A contract made on a Sunday; in a small number of jurisdictions, such contracts are invalid unles they are ratified on a weekday.
  3. GAMBLING AGREEMENT
    An agrrement in which performance by one party depends on the occurrence of an uncertain event.
  4. INTEREST
    The charge for using borrowed money, generally expressed as an annual percentage of the amount of the loan.
  5. USURY
    Charging interest higher than the law permits.
  6. UNLICENSED TRANSACTION
    An agreement with a person who does not have a required license.
  7. CHAMPERTY
    an agreement to encourage a lawsuit in which one or more of the parties have no legitimate interest
  8. RESTRAINT OF TRADE
    A limitation on the full exercise of doing business with others
  9. MONOPOLY POWER
    A situation in which one or more peole or firms control the market in a particual area for for a particular product
  10. SHERMAN ANTI TRUST ACT
    A federal statute that forbids certain agreements that tend to unreasonably inhibit competion, fix prices, allocate territories, or limit production.
  11. ROBINSON-PATMAN ACT
    A federal statute thta makes it unlawful to discriminate, directly or indirectly, in matters involving product pricing, advertising, and promotion.
  12. GOV. GRANTED FRANCHISE
    A legal monopoly in which a state or federal gov. grants a person or firm a license to conduct a specific business, usually an essencial service.
  13. FRANCHISOR
    The parent firm in a franchise agreement.
  14. PAROL EVIDENCE RULE
    The rule that any spoken or written words in conflict with what the written contract states cannot be introduced as evidence in a court of law.
  15. STATUTE OF FRAUDS
    A law requiring certain contracts to be in writing to be enforceable.
  16. EXECUTOR
    A personal representative named in a will to handle matters involving the estate of a deceased person.
  17. ADMINISTRATOR
    Personal representative named by the court to perform as the executor would, in instances in which the deceased person has not left a will
  18. GUARANTY
    Promise to pay the debt or settle the wrongdoings of another if he or she does not make settlement personally.
  19. ANTENUPTIAL OR PRENUPTIAL AGREEMENT
    An exchange of promises made by persons planning to marry.
  20. AUCTION SALE
    A sale in which goods are sold to the highest bidder.
  21. MEMORANDUM
    Written contract or agreement
  22. THIRD-PARTY BENEFICIARY
    Person who is not a party to a contract but intended by the contracting parties to benefit as a consequence of a contract.
  23. INCIDENTAL BENEFICIARY
    Person who will benefit as an indirect consequence of a contract, although that was not the intent of the contracting parties.
  24. ASSIGNMENT
    The transer of a contract right to a third party who can receive the benefits of the contract.
  25. ASSIGNOR
    Person who transfers his or her rights in an assignment.
  26. ASSIGNEE
    Third party to whom rights are transferred in an assignment.
  27. GUARANTOR
    Party who guarantees the promises assigned.
  28. PERSONAL-SERVICE CONTRACT
    Contract in which services that require a unique skill, talent, ability, and so forth are provided by a specific person
  29. DELEGATION
    The appointment of a third party by a party to an existing contract to perform contractual duties that do not involve unique skills, talents, abilities, and so on.
  30. BANKRUPTCY
    Condition in which a person or business is legally recognized as unable to pay legitimate debts.
  31. NOVATION
    Situation in which all parties to a contract agree to a significant change to a contract.
  32. SUBSTANTIAL PERFORMANCE
    When a party to a contract, in good faith, executes all of the promised terms and conditions of the contract with the exception of minor details that do not affect the real intent of their agreement.
  33. TENDER OF PERFORMANCE
    An offer to perform that is considered evidence of a party's willingness to fulfill the terms of a contract.
  34. TENDER OF GOODS
    An offer to provide the goods agreed upon that is considered evidence of a party's willingness to fulfill the terms of a contract.
  35. TENDER OF PAYMENTS
    A money offer of payment of an obligation.
  36. IMPOSSIBILITY OF PERFORMANCE
    When unforeseen circumstances make it impossible to fulfill the terms of a contract; in these cases, the contract is considered void.
  37. FRUSTRATION OF PURPOSE
    Doctrine that states that where both parties know the purpose of a contract and, through no fault of either party, the reason for the contract no longer exists, the contrct is terminated.
  38. MATERIAL ALTERATION
    A deliberate change or alteration of an important element in a written contract that affects the rights or obligations of the parties.
  39. BREACH OF CONTRACT
    When a party to a contract refuses to perform as required by the contract or performs in an unsatisfactory manner.
  40. ANTICIPATORY BREACH
    When a party to a contract announces his or her intention to break the contract in the future.
  41. MITIGATE
    The obligation of the injured party to protect the other party from any unnecessary damages.
  42. PROMISSORY NOTE
    Written promise to pay a specified sum of money.
  43. LIQUIDATED DAMAGES CLAUSE
    Statement wherein damages are explicitly set in the event one of the parties breaches an agreement.
  44. SPECIFIC PERFORMANCE
    A court order directing a person to perform-or not perform-as he or she agreed to do in a contract.
  45. RESTRAINING ORDER
    Court order prohibiting the performance of a certain act. In some states, a restraining order is temporary.
  46. INJUNCTION
    A permanent court order prohibiting the performance of a certain act.
  47. TITLE
    Ownership and the right to possess something.
  48. BILL OF SALE
    A written statement that the sealer is passing ownership to the buyer.
  49. BILL OF LADING
    receipt for goods to be shipped, acknowledging that such goods have been received and indicating agreement that the goods will be transported to the destination specified.
  50. STRAIGHT BILL OF LADING
    Nonnegotiable receipt for goods to be shipped, acknowldedging that such goods have been received and indicating agreement that the goods will be transported to the destination specified.
  51. ORDER BILL OF LADING
    A receipt for goods to be shipped that is negotiable and is proof of title that can be used to transfer title from one person to another.
  52. WAREHOUSE RECEIPT
    Much like a bill of lading except that the goods are not being shipped but merely stored.
  53. NONNEGOTIABLE WAREHOUSE RECEIPT
    A receipt for the goods to be stored
  54. NEGOTIABLE WAREHOUSE RECEIPT
    Proof of ownership that can be used to transfer title from one person to another.
  55. CONDITIONAL SALE
    A sale with contract provisions that specify conditions that must be met by one of the parties.
  56. CONDITIONS PRECEDENT
    Conditions in a sales contract that must be met before title passes.
  57. CONDITIONS SUBSEQUENT
    Condition in a sales contract that must be met after title has pased.
  58. ESTOPPEL
    A legal bar to the use of contradictory words or acts in asserting a claim against another.
  59. REMOTE PARTY
    Person with the right to make legitimate sales as a representative of the owner of the goods, although he or she is not a titleholder.
  60. WRONGFUL POSSESSION
    When property, such as stolen goods, is transferred without permission of the owner.
  61. FUNGIBLE GOODS
    Goods that are generally sold by weight or measure
  62. CONTRACT FOR SALE
    A legally enforceable agreement that has as its purpose the immediate transfer of title to personal property in return for consideration.
  63. EXISTING GOODS
    Goods that physically exist and are owned by the seller at the time of sale
  64. FUTURE GOODS
    Goods that do not exist at the time of the sales transaction but are expected to come into the possession of the seller.
  65. CONTRACT TO SELL
    An agreement to sell future goods.
  66. CONTRACT FOR LABOR AND MATERIALS
    A sales contract for goods of special design, construction, or manufacture
  67. CONTRACT FOR SALE WITH THE RIGHT OF RETURN
    A contract for the sale of goods that gives the buyer both title to the goods and the opportunity to return them to the seller at a later time.
  68. SALE ON APPROVAL
    A contract for the sale of goods subject to the buyer's approval
  69. SALE OR RETURN
    Agreement wherby the seller will accept the return of goods at the request of the buyer to maintain goodwill, rather than because the seller is legally obliged to accept the returned goods.
  70. AUCTION WITHOUT RESERVE
    One at which the goods must be sold to the highest bidder and may not be withdrawn after bidding has begun.
  71. AUCTION WITH RESERVE
    One that gives the auctioneer the right to withdraw the goods at any time before announcing completion of the sale if reasonable bids are not made.
  72. CONDITIONAL SALES CONTRACT
    A sales contract that includes conditions that must be met either before or after the sale is completed.
  73. F.O.B. SHIPPING POINT
    Title of goods passes from the seller to the buyer when the carrier receives the shipment and it is understood that the buyer will pay the tranportaion charges.
  74. F.O.B. DESTINATION
    Title passes from the seller to the buyer when the goods are delivered to the buyer.
  75. STOPPAGE IN TRANSIT
    When the buyer is insolvent, the right of an unpaid seller to stop goods in transit and order the carrier to hold them for the seller.
  76. SPECIFIC PERFORMANCE
    An order tht requires the seller to deliver the goods specified in the contract or face being held in contempt of court.
  77. REPLEVIN
    An action to recover possession of specific goods wrongfully taken or detained by another.
  78. COVER
    When the seller fails to deliver the goods, the right of a buyer to buy similar goods elsewhere to substitute for those not delivered by the seller.
  79. WARRANTY
    A guarantee or promise made by the manufacture or seller that the goods or services offered really are what they claim to be, or that goods or services are what a reasonable person has a right to expect.
  80. EXPRESS WARRANTY
    An explicit, specifically stated promise
  81. IMPLIED WARRANTY
    A guarantee suggested or infered from known facts and circumstances
  82. Custom of the marketplace
    What a warranty usually means in similar transactions
  83. DISCLAIMER
    A denial or repudiation in an express warranty that places specific limitations in the warranty.
  84. IMPLIED WARRANTY OF MERCHANTABILITY
    The law's assumption that goods sold by a merchant/seller are fit to be sold and are adequate for the ordinary purposes for which such goods are sold
  85. MERCHANT
    An individual who deals in goods of the kind being sold in the ordinary course of business, or who presents himself or herself as having the skills or knowledge relating to the goods.
  86. IMPLIED WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE
    The law's assumption that goods are fit for their intended use
  87. MAGNUSON-MOSS WARRANTY ACT
    A federal statute that addresses many different kinds of abuses to consumers relating to warranties.
  88. INTERSTATE COMMERCE
    Trade between two or more states
  89. FULL WARRANTY
    The promise that a defective product will be repaired without charge and within a reasonable time after a complaint has been made.
  90. LIMITED WARRANTY
    A written warranty that does not meet the minimum requirements of a full warranty.
  91. LEMON LAWS
    Statutes that provide remedies to consumers for products such as automobiles that repeatedly fail to meet certain standards of quality and performance.
  92. AGENT
    Person authorized to act on behalf of another and subject to the others control in dealing with third parties.
  93. PRINCIPAL
    Person who authorizes an agent to act on his or her behalf and subject to his or her control.
  94. CONTRACT OF AGENCY
    An agreement between a principal and an agent by which the agent is vested with authority to represent the principal.
  95. GENERAL AGENT
    Person authorized to assume complete charge of his or her principal's busssiness or who is entrusted with general authority to act for the principal in all bussiness-related matters.
  96. SPECIAL AGENT
    A person delegated to act only in a particular transaction, under definite instructions, and with specific limits on the scope of his or her authority.
  97. POWER OF ATTORNEY
    An instrument in writing by which one person, as principal, appoints another person as agent and confers the authority to perform certain specified acts on befalf of the principal.
  98. ATTORNEY IN FACT
    The person appointed as agent when the power of attorney is exercised.
  99. AGENCY BY RATIFICATION
    An agency that results when a principal approves an unauthorized act performed by an agent or approves an act done in the principal's name by an unauthorized person.
  100. AGENCY BY NECESSITY
    An agency that is created when circumstances make such an agency necessary
  101. AGENCY BY OPERATION OF LAW
    An agency that is created when a court finds the need for an agency to achieve a desired social policy.
  102. EXPRESS AUTHORITY
    An agent's authority that the principal voluntarily and specifically sets forth as oral or written instructions in an agency agreement
  103. IMPLIED AUTHORITY
    The authority an agent reasonably assumes he or she has that related to the express authority granted by the principal
  104. APPARENT AUTHORITY
    The authority that a third party may reasonably assume an agent possesses, despite the fact that the agent does not actually possess such authority
  105. IRREVOCABLE AGENCY
    An agency contract that cannot be terminated by a principal in which the agent has an interest in the subject mater of the agency in addition to the remuneration that he or she receives for services
  106. SOLE PROPRIETORSHIP
    A business owned and operated by one person
  107. UNLIMITED LIABILITY
    Legal exposure in which an owner of a business is personally liable for all of the debts and obligations of the business
  108. PARTNERSHIP
    A business owned and operatd by two or more persons.
  109. WINDING-UP-PERIOD
    the time after dissolution of a partnership during which there is an orderly liquidation of the partnership's assets.
  110. JOINT VENTURE
    An activity in which individuals become partners for only a short period of time, or for only a single project
  111. JOINT AND SEVERAL LIABILITY
    Legal exposure such that a person with a claim against a general parthership can elect to sue either all of the partners together or any individual partner whonm he or she chooses.
  112. LIMITED PARTNERSHIP
    Business in which there are one or more general partners and one or more limited partners
  113. LIMITED LIABILITY
    Legal exposure in which an owner of a business is not personally liable for all of the debts and obligations of the business
  114. CORPORATION
    Business formed as a separtate legal entity
  115. ARTICLES OF INCORPORATION
    Document that lists the general powers of a corporation
  116. BYLAWS
    Documents that provides rules for the meetings of a corporation
  117. QUORUM
    Minimum number of shares necessary to be present at a corporate meeting in order for action to be taken.
  118. SUBCHAPTER S CORPORATION
    Corporation that is taxed as a partnership
  119. PROXY
    Legal document that transfers the right to vote in a corporate election to another person
  120. FIDUCIARY RESPONSIBILITY
    Legal requirement that a person will exercise his or her authority while working under a duty of loyalty and a duty of care.
  121. DUTY OF LOYALTY
    Legal and ethical obligation placed upon a director to administer to the affairs of the corporation with personal integrity, honesty, and candor.
  122. DUTY OF CARE
    A legal and ethical obligation placed upon a director to act diligently and prudently in conducting the affairs of the corp.
  123. LIMITED LIABILITY COMPANY
    Relatively new org. form available in most states that provides all of the owners with limited liability.
  124. COMMERCIAL PAPER
    Number of legally binding and commercially acceptable documents that are used to transfer money from one person to another.
  125. NEGOTIABLE INSTRUMENT
    Unconditional written promise to pay, or pay to the order of another party a certain sum of money on demand or at a definite time
  126. CHECK
    Written order drawn on a bank by a depositor that requests the bank to pay, on demand and unconditioanally, a definite sum of money to the bearere of the check or to the order of a specified person.
  127. DRAFT
    Unconditional written order to a person instructing him to pay money to another, third person.
  128. NEGOTIABILITY
    Ability to be transferred freely from one person to another and be accepted as readily as cash.(MONEY, CHECKS)
  129. ORDER INSTRUMENT
    An item of commercial paper that contains the key words of negotiability, "pay to the order of," or their equivalent.
  130. STALE CHECK
    Check presented more than six months after its date
  131. CERTIFIED CHECK
    Check that the bank has promised to pay when it is presented for payment
  132. CASHIER'S CHECK
    Check issued by a cashier or other designated officer of a bank and drawn against bank funds.
  133. TRAVELER'S CHECK
    Certified check, useful when traveling in foreign countries, that is issued in denominations of $10 or more by certain banks, travel agencies, and financial service companies.
  134. BAD CHECK
    Check against a bank in which the drawers has insufficient funds on deposit to cover the check or no funds at all.
  135. FORGERY
    Act of fraudulently making or altering a note, check, draft, or some other document causing financial loss.
  136. FORGED CHECK
    Check that is signed by a person other than the drawer
  137. RAISED CHECK
    Check on which the amount has been raised by the payee or bearer
  138. POSTDATED CHECK
    One that is dated later than the date the check is written
  139. STOP- PAYMENT ORDER
    An instruction a depositor gives to his bank not to pay a particular check.
  140. ELECTRONIC FUNDS TRANSFER
    Variety of electronic applications for handling money
  141. ELECTRONIC FUNDS TRANSFER ACT OF 1979
    Federal statute that established the rights responsibilities, and iabilities of consumers in dealings with financial institutions
  142. INDORSEMENT
    When holder of commercial paper signs his name with or without words on the back of an instrument to transfer ownership to another.
  143. INDORSER
    Person who signs his name to a negotiable instrument
  144. INDORSEE
    Person to whom instrument is transferred
  145. BLANK INDORSEMENT
    Indrsmnt. in which name of the payee is written by the payeee on back of negotiable instrument
  146. BEARER INSTRUMENT
    Instrument that is payable to anyone who is in possession of it
  147. SPECIAL INDORSEMENT
    Indorsement in which the payee specifies the person to whom, or to whose order, it is to be paid
  148. RESTRICTIVE INDORSEMENT
    Indorsement in which words have been aded restricting further indorsement of the instrument
  149. QUALIFIED INDORSEMENT
    Indorsement in which the indorser avoids liability fo payment even if the maker of draer defaults on the instrument
  150. WITHOUT RECOURSE
    Phrase used to indicate a qualified indorsement
  151. HOLDER IN DUE COURSE
    Holder who has taken a negotiable instrument in good faith and for value, before maturiey, and without actual or constructive notice of any defects in the instrument.
  152. PERSONAL DEFENSE
    Defense against payment of commercial paper that may be used against any party except a holder in due course
  153. REAL DEFENSE
    Defense against payment of commercial paper that claims the instrument was void from the beginning
  154. COUNTERCLAIM
    When the maker of a note or other drawer or acceptor of a bill exchange may deduct from the amount demanded by an immediate party any amounts owed him by the payee
  155. MATERIAL ALTERATION
    Deliberate change or alteration of an important element in a written contract that affects the rights or obligations of the parties.
  156. MATERIAL ALTERATION
    Deliberate change or alteration of an imortant element in a written contract that affects the rights or obligations of the parties.
  157. PRESENTMENT
    When holder of a note tenders it to the maker and demands payment , or shows drafts to the drawer and requests its acceptance or payment, on or after the maturity date at the place stated in the instrument
  158. DISHONORED
    When instru. is not accepted when presented for acceptance, presentment is excused or waived, or the instrument is past due and unpaid.
  159. REAL PROPERTY
    Ground and everything attached to it, including buildings, trees and shrubs. airspace also
  160. PERSONAL PROPERTY
    Tangible and intangible property that is not real property
  161. INTER VIVOS GIFT
    Gift between the living that meets all of the legal requirements for a gift
  162. GIFT IN CAUSA MORTIS
    Gift given by a living person who ezpects to die from a known cause, that meets legal requirements for a gift
  163. ACCESION
    Right of an owner of property to any increase in the property
  164. SEVERALTY
    Ownership of a particulat piece of property that is held by one person
  165. JOINT TENANCY
    When two or more persons own equal shares of personal property with right of survivorship
  166. TENENCY BY THE ENTIRETY
    Form of joint ownership of property by husband and wife in which both have a right to the entire property and the right of survivorship
  167. TENANCY IN COMMON
    Form of joint ownership of property by two or more persons in which any owner's interest can be sold, transfered, or inherited
  168. COMMUNITY PROPERTY
    Property acquired during mariage that, in some states, belongs to both husband and wife
  169. EASEMENT
    Right or interest in land granted to a party to make beneficial use of the land owned by another.
  170. FREEHOLD ESTATE
    Estate in which a person owns the land ofr life or forever.
  171. LEASEHOLD ESTATE
    Estate in which a person has an interest in real property tht comes from a lease
  172. FEE SIMPLE
    When an owner of a freehold estate holds it absolutely.
  173. LIFE ESTATE
    Freehold estate in which a person has an ownership interest only for his lifetime
  174. DEED
    Instrument or document, that conveys an interest in real property between parties.
  175. EMINENT DOMAIN
    When ownership of real property is taken by the government and the previous owner is compensated at the fair market value of the property.
  176. ADVERSE POSSESSION
    When title to land is acquired by a person's exclusive continuous, open, known, and hostile use of the property over a period of time

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