TEXAS BAR - MAJOR TOPICS

• (1) Signed writing
• (2) Unconditional promise/order
• (3) To pay fixed amount
• (4) Payable to order/bearer
• (5) On demand
• (6) W/ no undertakings/instructions

• Good faith purchaser of an instrument (like a BFP)
• (1) For value
• (2) In good faith
• (3) W/o notice it's overdue/dishonored
• (4) W/o notice of unauthorized signature/alteration
• (5) W/o notice of any defenses against claim

• (1) Transferor is entitled to enforce instrument
• (2) All sigs are authentic and authorized
• (3) No alterations
• (4) Not subj. to defense
• (5) No knowledge of any insolvency proceeding against maker

• (1) Warrantor could enforce draft at time of transfer
• (2) No alterations
• (3) No knowledge that signature of drawer is unauthorized

• (1) Infancy, lack of legal capacity
• (2) Duress
• (3) Fraud
• (4) Illegality
• (4) Discharge in insolvency

IDFID

• (1) Name of corp. (co.! llc! llp!)
• (2) Purpose
• (3) Duration
• (4) Address of registered office
• (5) Name of registered agent
• (6) Name/address of each organizer
• (7) Stock info (kind, authorized shares)
• (8) # of directors (if managed directors)
• (9) Name/address of directors

• (1) Transfer restrictions on shares
• (2) Allowance of preemptive rights
• (3) Allowance of cumulative voting

• 1. Elect/remove directors
• 2. Amend bylaws
• 3. Approve fundamental changes

• 1. Self-dealing with corp. must be approved
• 2. No usurping corp. opportunities
• 3. No competing w/ corp.

No false/misleading statements in connection w/ purchase/sale of securities

• Elements:
• 1. Misrep. of material fact
• 2. Scienter/reckless as to truth
• 3. Causation
• 4. Reliance
• 5. Damages

• 1. Capacity
• 2. Intent
• 3. Formation

• 18 (unless marries/armed forces);
• Of sound mind

• 1. Persons the subject of his bounty 
• 2. Understands nature/extent of property
• 3. Nature of document (testamentary instrument that distributes property at death)

PUN

• 1. Influence existed
• 2. Subverted Testator's mind
• 3. No will would have been made w/o the influence

• 1. Two competent witnesses
• 2. Signed somewhere on doc by Testator

• 1. Material provisions are handwritten by testator
• 2. Signed somewhere on document

• 1. Specific
• 2. Demonstrative (100,000 from sale of house)
• 3. General (100,000 from estate)
• 4. Residuary
• 5. Intestate

[FOR DEBTS: Go reverse order, personal then real]

• 1. Use will substantially impair Existing surface use
• 2. MIO has ≥1 Reasonable alternative available
• 3. Alternatives are on leased tract

ERA

• 1. Gravel
• 2. Water
• 3. Building stone
• 4. Limestone
• 5. Iron
• 6. Near surface lignite
• 7. Caliche
• 8. Surface shale
• 9. Sand

GW BLINCSS

• - Pre-June 8, 1983:
• - Any method to get minerals that will destroy surface? Belongs to landowner (down to 200 ft.)

- Substance a mineral w/in the ordinary and natural meaning of the word? Yes; goes to MIO (WITH accommodation doctrine AND compensation when getting “other minerals”; only compensate for named minerals if negligent)

• 1. Labor and repair
• 2. Administrative expenses (related to lease at hand)
• 3. Royalty to landowner
• 4. Pumping expenses

LARP

• 1. Protect against drainage
• 2. Reasonably develop
• 3. Manage and administer the lease (get best price)

• 1. Subjective: ∆ shows he expected privacy
• 2. Objective: Society expects privacy for act/place in question

• 1. Signed by neutral/detached magistrate
• 2. Probable cause
• 3. Describe person/thing/place to be searched w/ particularity

• 1. Burglary
• 2. Assault
• 3. False pretenses
• 4. Forgery
• 5. Larceny
• 6. Embezzlement
• 7. Premeditated murder
• 8. Conspiracy/Solicitation
• 9. Kidnapping for Ransom

• (SI)
• 1. Unlawful killing of another w/ malice
• 2. Actus reas
• 3. Kill person other than yourself

• 1. Purpose/intent
• 2. Knowledge conduct would cause death
• 3. Intent to inflict grievous harm w/o intent to kill

• 1. D causes death of another
• 2. As result of extreme risk
• 3. That manifests wanton disregard for human life (reckless/gross neg. conduct creating extreme risk)

• 1. Unintentional killing
• 2. Proximately caused (must be foreseeable)
• 3. During commission/attempt
• 4. Of a serious/inherently dangerous felony

• 1. Burglary
• 2. Arson
• 3. Rape
• 4. Robbery
• 5. Kidnapping

BARRK

• 1. Intentional killing
• 2. w/ adequate provocation
• 3. Lacking justification

• 1. Unintentional killing
• 2. Unjustifiable risk not extreme enough to rise to implied malice

• (GI)
• 1. Intentional/reckless/criminally negligent
• 2. Unlawful application of force to victim

Incomplete battery

• 1. Intent to maim or do bodily injury
• 2. Act that dismembered/disabled bodypart useful for fighting

• 1. Force; to achieve
• 2. Unlawful Restraint; that makes victim
• 3. Leave the area (moving victim)

FURL

• 1. Carnal knowledge (pentration)
• 2. Of a woman (not needed)
• 3. Not the wife of the accused (not needed)
• 4. Against her will (his will, too)

Force: Look to objective ev. of lack of consent

• (GI)
• Marry more than one person; strict liability

• (SI)
• 1. Trespassory taking
• 2. Carrying away property of another
• 3. With intent to permanently deprive

• (SI)
• 1. Unlawful conversion; of the
• 2. Personal property of another; 
• 3. Already in lawful possession

• (SI)
• 1. Larceny
• 2. From person/presence of victim
• 3. With force (needs actual fear)

• (SI)
• 1. ∆ gets possession but not title
• 2. By means of misrepresentation
• 3. He knows is false

• (SI)
• 1. False representation;
• 2. ∆ knows is false;
• 3. Causes victim to pass title to ∆;
• 4. ∆ Intends to defraud

• (SI)
• [Blackmail]
• 1. Obtaining property of another
• 2. By use of threat of future harm to victim or his property

• (SI)
• 1. Receiving stolen property
• 2. W/ knowledge it's stolen
• 3. W/ intent to permanently deprive

• (SI)
• 1. Fraudulent making of false writing
• 2. W/ apparent legal significance; and
• 3. Intent to make wrongful use of document

• (SI)
• 1. Breaking and entering (including by fraud/deception)
• 2. Dwelling house (modern: any structure) of another; with
• 3. Intent to commit a felony therein

• (GI)
• 1. Malicious act
• 2. That creates considerable risk; of
• 3. The burning of the dwelling of another (modern: doesn't have to be dwelling)

• (GI)
• 1. Encouraging another to commit an offense
• [Completed when solicitation is made; cannot w/draw]

• (GI)
• 1. Agreement between ≥2 persons; with
• 2. Intent to agree to commit the unlawful act;
• 3. Modern: Overt act toward the end of the conspiracy

• (SI)
• 1. Intent to bring about a criminal result
• 2. Significant overt act in furtherance thereof

• 1. Ascertainable beneficiaries
• 2. Mechanics
• 3. Proper purpose
• 4. Intent
• 5. IDable corpus

AMP II (Amp 2)

• [Look to instrument first]
• 1. Resignation (w/ ct. permission)
• 2. Co-trustees (majority acts)
• 3. Delegation (nope)
• 4. Sell
• 5. Invest
• 6. Apportionment
• 7. Invade principal

• 1. Make property productive (reasonably prudent investor)
• 2. Account
• 3. Defend
• 4. Collect/preserve/segregate trust property
• 5. Reasonably care and skill
• 6. Loyalty and good faith

MAD CaRL

• 1. Adult
• 2. Competent
• 3. Good character
• 4. Not indebted or in lawsuit w/ ward

• 1. Parents living together: Both natural guardiance: agree who is guardian of estate (if can't agree, ct. chooses)
• 2. One deceased parent: Survivor is natural and estate guardian (if incapacitated, ct. must appoint person in will unless not in ward's interest)

• 1. Designee
• 2. Spouse
• 3. Nearest relative in best interest of guardian

• 1. Fiduciary
• 2. Of the person: Duty of care: Must provide food, shelter, and medical needs
• 3. Of the estate: Duty to manage estate as a reasonable person and prudent person would

• (IT)
• 1. Intend;
• 2. To cause harmful/offensive contact

• (IT)
• 1. Intent
• 2. To put π in reasonable apprehension (must be aware)
• 3. Of an imminent battery

• (IT)
• 1. Intent/recklessness
• 2. To confine π to a bounded area
• 3. Against π's will
• 4. π knows of confinement/injured thereby (regardless of knowledge)

• (IT)
• 1. Intent/recklessness
• 2. Extreme/outrageous conduct
• 3. Causation
• 4. Severe emotional distress

For 3d parties: Must have close relation to victim and ∆ must know you're watching

• (IT)
• 1. Intent
• 2. Enter/cause something to enter
• 3. π's land

• (IT)
• 1. Intent (to do the act, not necessarily to steal)
• 2. Interfere's w/ π's enjoyment
• 3. Of π's chattel
• 4. Harm to chattel

• (IT)
• 1. Intent
• 2. Dominion and Control
• 3. Substantial interference

POPCANS

• 1. Defense of Property
• 2. Defense of Others
• 3. Privilege
• 4. Consent
• 5. Assumption of risk
• 6. Necessity
• 7. Self-defense

• 1. Duty
• 2. Breach
• 3. Causation (but-for and proximate)

• 1. ∆ engaged in negligent conduct
• 2. π suffers physical manifestations of ED
• 3. [Was in zone of danger]

Healthy but unwanted child due to ∆'s negligence

• 1. Birth of child who isn't healthy
• 2. Doc. didn't diagnose kid w/ disorder so parents couldn't abort

Injury is being born; courts don't really allow this

• 1. Invitee: Open to public; gaining economic benefit
• 2. Licensee: Consent to be on land; no economic benefit
• 3. Known trespasser
• 4. Unknown trespasser

Seek out dangers; warn of known dangers

Warn of known, concealed dangers

Warn of known artificial conditions on land

None

• 1. Thing doesn't happen w/o neg.
• 2. ∆ has control over harm-causing instrumentality
• 3. π didn't contribute to occurrence

• 1. π in class statute was designed to protect
• 2. Statute designed to protect against harm suffered by π

• 1. Mutual consent
• 2. That one acts for the benefit of another
• 3. Subject to the other's control

• 1. Actor is Servant
• 2. Act occurred in scope of employment

• 1. Act of general nature as that authorized
• 2. Conduct subject to employer's control
• 3. W/in range of normal or expected risks of business

• 1. Actual
•     - Implied actual
• 2. Apparent (look to principal's representations to 3d party)
• 3. Estoppel

• 1. Care
• 2. Loyalty
• 3. Good faith and fair dealing

• 1. Creditors (look for Deep Rock)
• 2. Partners/s'holders

• 1. Term over
• 2. Undertaking complete
• 3. Unanimous consent by all partners if during term
• 4. Majority consent if at will p'ship
• 5. P'ship purpose becomes illegal

• 1. Consumer
• 2. Inventory
• 3. Farm products
• 4. Equipment
• 5. Fixtures
• 6. Accessions
• 7. Commingled

• 1. Tangible intangibles (reduced to paper, the transfer of which results in transfer of intangible)
• 2. Intangible intangibles

• 1. "Granting" language
• 2. Description of collateral
• 3. Authentication

• 1. Rights to collateral
• 2. Agreement
• 3. Value given
• 4. Evidence of agreement

RAVE

• 1. Attachment; and
• 2. Filing/possession/control

• 1. Debtor/SP names
• 2. Collateral description (supergeneric OK)
• (Requires authorization, too, but the security agreement is usually the authorization for the financing statement, too)

• 1. Proper financing statement
• 2. Indication it covers fixtures
• 3. Filed in real property records of country
• 4. Further describes real property

• 1. 2 unperf: first to attach
• 2. Perf v. Unperf: Perfected
• 3. Perf v. Perf: First to file or perfect
• 4. PMSIs prime all
• 5. Perf v. Lien creditor: Lien creditor primes if it has lien first; loses to PMSI

• 1. BIOCOB
• 2. Garage sale rule

• SP no longer has SI in inventory (buyer takes free) when:
• 1. Buyer purchases in good faith
• 2. W/o knowledge of violating the rights of another
• 3. In the OCoB of selling goods of that kind

• 1. Seller used good as consumer good
• 2. Buyer will use good as consumer good
• 3. Buyer pays value
• 4. W/o knowledge of SI
• 5. Before FS is filed

• 1. Debtor/SP description
• 2. Collateral description
• 3. Method of disposition
• 4. Statement debtor can get accounting
• 5. Time/place of disposition
• 6. Time after which collateral will be sold
• [For consumer goods]
• 7. Description of liability for deficiency; and
• 8. Phone number debtor can call to get amt. reqiured to redeem

• 1. Lawsuits
• 2. Enforcement of jgmts by seizing assets
• 3. Acts to obtain prop. of estate
• 4. Acts to create, perfect, or make liens against prop. of estate or debtor
• 5. Acts to recover claim (no calls, letters, etc.)
• [Exceptions]
• 1. Criminal and domestic actions are allowed
• 2. Gov't acts to enforce police/reg powers
• 3. Acts done to perfect prop. w/in applicable grace period (e.g., 20 days) or maintain perfection

• 1. Back taxes
• 2. Debt of obtained by fraud (imputed if bought luxury good >$550 and files w/in 90 days)
• 3. Extension of consumer credit w/in 70 days of bankruptchy if >$825
• 4. Debts incurred while acting as a fiduciary
• 5. Not listing debts in time to allow creditors to make claim
• 6. Debts for domestic support
• 7. Debts from tort commission
• 8. Student loans

• 1. Urban: ≤10 acres
• 2. Rural: [Single] ≤100 acres; [Family] ≤200 acres
• 3. Personal property (like home furnishings, two guns, farming vehicles, etc.) worth up to $30K [single]/$60K [family]

• 1. Voluntary
• 2. Permissive
• 3. Ameliorative

• 1. Total (Fee: Not valid; <Fee: Okay if reasonable)
• 2. Partial (Valid if reasonable)

• 1. Marriage
• 2. Year (one)
• 3. Land
• 4. Executor (Dead Man's statute)
• 5. Guarantor/Surety
• 6. Sale of Goods >$500

• 1. Contingent remainder/Class gifts
• 2. Offers to purchase (fee options)
• 3. Powers of Appointment
• 4. Executory interests
• 5. Right of first refusal

• 1. RAP applies? COPER
• 2. Some way someone can claim interest >21 years after everyone currently alive is dead?
• Yes: Strike future interest
• No: Interest will stand

• 1. No special words needed
• 2. One unity: Possession

• 1. Time
• 2. Title
• 3. Interest
• 4. Possession

TTIP

[Gives survivorship rights; title theory of mortgages and inter vivos transfers severs to TiC]

• TTIP
• (5) Unity of Person (spouse can unilaterally do something w/o consent of spouse)

• 1. Profits produced by one co-T's efforts: No sharing needed unless ousted
• 2. Profits produced by 3d party on prop: All co-T's entitled to equal shares
• 3. Taxes: Each co-T must pay his proportionate share
• 4. Repair [Maj.]: NONE, but can get set off from 3d party rents
• 5. Repair [TEX]: Co-T can get contribution jointly-owned property
• 6. Improvements: No duty; if prop. sold, improving co-T gets amt. attributed to how muc improvement increased value

• 1. Adverse
• 2. Hostile
• 3. Open and Notorious
• 4. Exclusive
• 5. Continuously for the statutory period

AHONEC

• 1. 3: Color of title
• 2. 5: Cultivating/using/enjoying property under deed and pays taxes
• 3. 10: Cultivates/uses/enjoys prop.
• 4. 25: De facto AP, even if tolled because of infancy or disability

• 1. Payment of all/part of purchase price
• 2. In possession
• 3. Made substantial improvements to land

• 1. Mortgage
• 2. Easement/Covenant
• 3. Title of AP until quieted title
• 4. Existing conditions that violate zoning

METEs and bounds

• [Present; don't run with land; SoL tolls at closing]
• 1. Seisin: Grantor promises he owns prop.
• 2. Right to Convey: Grantor promises he can convey
• 3. Against encumbrances: No undisclosed encumbrances
• [Future; run w/ land; SoL tolls after being evicted by 3d party]
• 4. Quiet enjoyment: No 3d party will assert valid superior claim
• 5. Warranty: Grantor will defend against valid 3d party claim
• 6. Further assurances: Grantor will do what's needed to perfect title

• 1. Description of property
• 2. Intent to make present transfer
• 3. Party identification
• 4. Signature of grantor

DIPS

• 1. Grantor has intent to transfer prop.
• 2. Either:
• - Gives deed to grantee (rebut. presump. of delivery
• - Retains it (rebut. presump. of non-delivery)
• - Gives to agent (3d party) in escrow; agent gives deed to grantee eventually

• 1. Race: First to record
• 2. Notice: TEXAS: BFP w/o notice of prior interest (actual, constructive, or inquiry notice)
• 3. Race-Notice: BFP recording before prior interest

• 1. Lien theory
• 2. Title theory (severs JTs)

• 1. Subject to 
• 2. Assumption

• 1. Express
• 2. Prescriptive (TEXAS: 10 years of AP)
• 3. Implied (land came from common ownership)
• 4. Necessity (land came from common ownership)
• 5. Estoppel
• 6. Public use

• 1. Privity
• 2. Intent
• 3. Notice
• 4. Touches and concerns land

PINT

• 1. Touches and concerns land
• 2. Intent
• 3. Notice

• 1. Negative restriction
• 2. Part of common plan or scheme
• 3. Current servient estate owner must take estate w/o some notice of restriction

Unreasonable interference w/ someone else's enjoyment of their land (modern: coming to nuisance is only factor in whether nuisance is actionable)

• 1. Lateral: Absolute right to support unimproved land; if land would have subsided w/o developments, strict liability; if not, negligence)
• 2. Subjacent: Absolute; strict liability

REMEMBER: Mineral estate is dominant

• 1. Years (definite beginning and end)
• 2. Periodic (set beginning; continues till termination; notice = 1 rental period of time, not to exceed 6 mos)
• 3. At will (over when either party decides; no notice)
• 4. Sufferance (doesn't move out at end)

• 1. American: Just access; new tenant in charge of evicting holdovers
• 2. English: Must deliver possession (TEXAS)

• 1. Substantial interference w/ use and enjoyment of prop.
• 2. Tenant actually leaves
• 3. W/in reasonable time

[Results in defense of payment of all rent or abatement (for interfering w/ only a part of the land]

1. Habitability: LL must keep premises habitable

1. Avoid waste

• 1. Assignment: Tenant gives all his rights; creates privity of estate w/ LL
• 2. Sublease: Tenant gives some rights; no privity of estate w/ LL

[Restrictions are allowed, but narrowly construed; Dumpor's Case says that if LL impliedly/explicitly waives restriction, it's waived until LL resurrects]

C&C

• Split:
• MPC: Preponderance;
• State must prove sanity beyond a reasonable doubt

• Attached to real estate;
• Adapted to the use of the real estate; and
• Intended to be a permanent attachment to the real estate

Yes. The TX UCC states that the date for calculating the demand period is the handwritten date.

• Tort theory;
• Taking all reasonable steps to limit the adverse consequences of an accident;
• Must occur after the tort, failure to do so before the tort = comparative negligence

The goods have been received and accepted.

the seller has made a substantial beginning in their manufacture

Yes, but the *responsibility* for the IC's negligence in upkeep cannot be delegated.

E.g., Mall gets IC to upkeep carousel. IC doesn't put a cover back in place. Girl falls and her arm enters gearbox that should have been covered. Mall is responsible for IC's negligence.

Yes, against sellers of mass-manufactured new homes (but there's a split as to whether the entity to which they convey the home, who then conveys to a consumer, is liable, too).

• A form of invasion of privacy that occurs when: ∆ unreasonably intrudes into a
• π's right to physical solitude; or
• to the π privacy of personal affairs or concerns.

• Deposit acct (control)
• Letter-of-credit right (control)
• Money (possession only)

No.

Nope.

• Reasonable expenses of collection and enforcement;
• Satisfaction of SP;
• Satisfaction of subordinate SPs;
• Surplus to debtor––deficiency against debtor

• indicates a contract for the sale of goods has been formed,
• identifies the parties, and
• indicates the quantity of goods involved.

• Members of association would have standing;
• The suit is germane to the purpose of the association; and
• The participation of members in the suit is not required

Yep.