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Anti-Trust Laws
Statute that seeks to promote competition among businesses.
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A Common Carriers Liability
Common carriers of goods are insurers of the safety of the transported goods and are liable for loss or damage regardless of fault, unless the carrier can prove the loss arises from: 1.) Acts of God 2.) Acts of a public authority 3.) Inherent nature of the goods.4.) Acts of the shipper.5.) Acts of a public enemy.
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These do not excuse the carrier if the carrier failed to safeguard the goods from harm.
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Acceptance of goods.
Assent of the buyer to become the owner of specific goods.
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Administrative Agencies
Governmental board or commission whith authority to regulate matters or implement laws.
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Agency of Estoppel
Agency arising when person leads another to believe third party is agent.
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Agent
Person appointed to contract on behalf of another.
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Allonge
Paper so firmly attached to instrument as to be part of it.
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Alteration
Unauthorized change or completion of negotiable instrument to modify obligation of a party.
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Assignment
Conveyance of rights in a contract to a person not a party.
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Attorney in Fact
General agent appointed by written authorization.
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Bearer
Payee of instrument made payable to whomever is in possession.
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Bill of Sale
Written eidence of title to tangible personal property.
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Boardinghouse Keeper
Person in business to supply accomodations to permanent lodgers.
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Capacity to Contract
- Parties must have the ability to understand that a contract is being made, have the ability to understand its general nature, and have the legal competence
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Caveat Emptor
Let the buyer beware.
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Collateral Note
Note secured by personal property.
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Collective Bargaining
Process by which emplyer and union negotiate and agre on terms of employment.
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Common Stock
Stock that entitles owner to vote.
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Comparitive Negligence
Contributory negligence that reduces but does not bar recovery.
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Complaint or Petition
Written request to a court to settle a dispute.
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Consideration
What promisor requires as the price for a promise.
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Constructive Bailment
Bailment imposed when a person controls lost property
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Constructive Notice
Information or knowledge imputed by law.
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Contracts contrary to public policy
Most common types of contracts:1.) Contracts limiting the freedom of marriage.2.) Contracts obstructing the administration of justice.3.) Contracts injuring the public service.
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Conversion of bailed property
Unauthorized exercise of ownership rights.Not being the owner of the property, a bailee normally has no right to convert the property. However when the purpose of the bailment is to have the property sold and the proceeds remitted to teh bailor, the bailee has the power to sell all goods, the proceeds remitted to the bailor, the bailee has the power to sell all goods regardless of any restriction on the right to sell, unless the buyer knows of the restriction.
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Crimes
Offense against society.
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Debenture
Unsecured bond issued by a business.
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Default
Breach of contractual obligation other than money.
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Delegation
Transfer of duties.
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Disaffirmance
Repudiation of a voidable contract.
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Disparate treatment
Intentional discrimination against a particular individual.
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Dissolution
Termination of corporation's operation except activities needed for liquidation.
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Dissolution of a Corporation
A corporation my terminate its existence by paying all its debts, distributing all remaining assets to teh stockholders, and surrendering its articles of corporation. The corporation then ceases to exist and completes its disolution.
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Duress
Obtaining consent by means of a threat.
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Embezzlement
Fraudulent conversion of property lawfully possessed.
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Express Contract
Contract with the terms of the agreement specified in words.
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Fiduciary
A person in relationship of trust and confidence.
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Firm Offer
A merchant's signed, written offer to sell or purchase goods saying it will be held open.
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Forbearance
Refraining from doing something.
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Fraud in the Inducement
Defrauded party intended to make a contract.
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Fungible Goods
Goods of homogeneous nature sold by weight or measure.
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Holder in Due Course
Person who acquirs rights superior to original owner.
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Identified goods
Goods picked to be delivered to the buyer.
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Implied Warranty
Warranty imposed by law.
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Intangible Personal Property
Evidences of ownership of rights or value.
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Joint Venture
Business relationship similar to partnership, except existing only for single transaction.
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Joint and Several Contract
Two or more people bound jointly and individually.
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Judicial Admission
Fact acknowledged in the course of legal proceeding.
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Legal Interest Rate
Interest rate applied when no rate specified.
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Liquidated damages
Sum fixed by contract for breach where actual damages are difficult to measure.
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Merger
One corporation absorbed by another.
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Nominal damages
Small amount is awarded when there is technical breach but no injury.
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Novation
Termination of a contract and sustitution of a new one with same terms but new party.
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Offer
A proposal to make a contract.
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Option
Binding promoise to hold an offer open
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Order Bill of Lading
Contract allowing deliver of shipped goods to bearer.
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Parol Evidence Rule
Complete, written contract may not be modified by oral testimony unless evidence of fraud, accident, or mistake exists.
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Per se Violation
Activity illegal illegal regardless of its effect.
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Precedent
Court decision that determines the decision in a subsquent, similar case.
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Preemptive Rights
Right to purchase new shares in proportion to shares owned.
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Price
Consideration in a sales contract.
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Privity of Contract
Relationship between contracting parties.
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Procedural Law
Law specifying how actions are filed and what trial procedure to follow.
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Profit Corporation
One organized to run a business and earn money.
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Promissory Estoppel
Substitute for consideration when another acts in reliance on promisor's promise.
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Prospectus
Document giving specified information about a corporation.
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Proxy
Person authorized to vote for another; written authorization to vote for another.
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Proxy War
Attempt by competing sides to secure majority of stockholders' votes.
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Public Corporation
One formed for governmental function.
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Qualified Indorsement
Indorsement that limits liability of indorser.
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Quasi-Contract
Implied in Law Contract, Impostion of rights and obligations by law without a contract.
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Quorum
Minumum number of shares required to be represented to transact corporate business.
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Reformation
Judicial correction of a contract.
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Respondeat Superior
Theory imposing liability on employers for torts of employees.
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Sale or Return
Completed sale with right to return goods.
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Shop Rights
Employer's right to use employee's invention without payment of royalty.
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Silent Partner
Partner who takes no part in firm.
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Specific Performance
Carrying out terms of contract.
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Statute of Frauds
Law requiring certain contracts to be in writing.
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Subscriber
One who agrees to buy stock in proposed corporation.
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Tender of Performance
Offer to perform in satisfaction of terms of contract.
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Torts
Private wrong for which damages may be recovered.
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Trade Acceptance
Draft drawn by seller on purchaser of goods.
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Treasury Stock
Stock reacquired by a corporation.
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Ultra Vires Contract
Contract exceeding corporation's powers.
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Undue Influence
Person in special relationship causing another's action contrary to free will.
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Unfair Competition
Total Impression of product results in confusion as to its orgin.
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Unilateral Contract
Contract calling for an act in considerationfor a promise.
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Unjust Enrichment
One benefitingunfairly at another's expense.
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Unlimited Liability
Business debts payable from personal assets.
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Usury
Charging higher rate of interst than law allows.
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Void Contract
Of no legal affect.
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Voting Trust
Device wherby stock is transferred to trustee to vote it.
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Warehouse Receipt
Document of title issued by storage company for goods stored.
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Water Stock
Sock paid for with property of inflated value.
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Winding Up
Taking care of outstanding obligations and distributing remaining assets of partnership.
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Writ of Certiorari
Order to produce record of a case.
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