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25 Cards in this Set
- Front
- Back
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criminal and civil law |
Criminal Law: law that prohibits certain behaviors; involves the possibility of prison and having liberty taken away from you Civil Law: all other law (outside of criminal law). regulates the rights and duties between parties |
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Arbitration |
an alternate dispute resolution. both parties agree on bringing in a neutral 3rd party that can act like a judge in trying to settle the dispute without litigation. Has the power to impose an award. Can be binding, some non-binding. |
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Discovery |
the pre-trial opportunity for both parties to learn the strengths and weaknesses of the opponent's case |
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Ratification by a principal |
if a person accepts the benefit from an unauthorized transaction, or fails to repudiate it, he is as bound by the acts as if he had originally authorized them |
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Indemnity |
the duty of a principal to indemnify (reimburse) the agent for any expenses/damages reasonably incurred in carrying out his agency responsibilities |
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Fiduciary Duty |
the legal obligation of one party to act in the best interests of another; the fiduciary is held to the highest standards of loyalty |
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Respondeat Superior |
an employer is liable for a tort committed by an employee acting within the scope of employment or acting with authority |
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Common Law |
judge-made decisions; the body of all decisions made by appellate courts over the years; the law brought over from England that served as precedent when there was gaps in the Constitution |
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Novation |
if a contract exists between A & B, a novation occurs when A agrees to release B from all liability on the contract in return for C's willingness to accept B's liability |
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Corporate Opportunity |
the legal principle saying that directors, officers, and controlling shareholders must not take for themselves any business opportunity that could benefit the corporation. |
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Pierce the Corporate Veil |
a court holds shareholders personally liable for the debts of a corporation (happens if they treated it as an extension of themselves) |
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LLC |
Limited Liability Company. A hybrid legal structure that has the limited liability features of a corporation and the tax status and operational flexibility of a partnership. |
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When did the Constitution go into effect? |
March 4, 1789 |
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Why was the constitution drafted? |
to create a system to fund an army. Granted power for taxation and regulation of commerce between states. Avoiding individual states becoming several different countries. |
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Locke's ideas about human society in the absence of gov't & how his views played a role in setting the stage for the Constitution |
Locke part of the shift from the idea that power to rule came from God/the Church to idea that power to rule came from the people. Believed that human society in the absence of gov't could be at war at times, but that it wasn't our natural state. Believed in social contract: set stage for Constitution because said that power to rule comes from the consent of the people (which was included, to an extent, in the Constitution) |
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Function of Trial Court |
trial courts are charged with determining facts of a particular dispute and apply to those facts the law based on precedents from appellate courts. |
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Function of Appellate Court |
purpose is to review how the trial courts applied the principles of law. generally accept the facts given by trial courts because trial courts judges and juries see all the evidence as it is presented and they are in the best position to evaluate it. |
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3 types of authority an agent may have relative to a principal and the effect has on the principal's liability to a 3rd party on a contract signed by an agent |
1) Express Authority: principal grants authority |
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Express Authority (& principal's liability to 3rd party on contract signed by an agent) |
Express Authority: principal grants authority by words or conduct that, reasonably interpreted, cause the agent to believe the principal desires her to act on the principal's account (principal asks agent to do something & they do it) -principal is fully liable to contract signed by agent with 3rd party |
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Implied Authority (& principal's liability to 3rd party on contract signed by an agent) |
Implied Authority: unless otherwise agreed, authority to conduct a transaction includes authority to do acts that are reasonably necessary to accomplish it. -principal is liable |
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Apparent Authority (& principal's liability to 3rd party on contract signed by an agent) |
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 3rd party to reasonably believe that the agent is acting with authority |
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WHAT A CORPORATION'S ELECTION OF "S"STATUS ACCOMPLISHES. |
- S Status: encourages entrepreneurship through tax breaks -have both limited liability of corporation and tax status of a partnership: not a taxable entity! -all profits & losses get passed through to the shareholders, who then pay tax at their individual rates -<100 shareholders |
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THE MEANING OF THE TERM"LIMITED LIABILITY ENTITY" AND WHETHER THE EXISTENCE OF SUCH ANENTITY EVER PROTECTS A PERSON ASSOCIATED WITH SUCH ENTITY FROM LIABILITY FORWRONGS IN WHICH SUCH PERSON HAS DIRECTLYPARTICIPATED. |
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Limited Liability Entity |
a legal structure that protects members from personal liability of the debts of the entity and the actions of others. However, this does not protect members from their own wrongdoings. Individuals are always responsible for their own acts. |
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THREE SIGNIFICANT ISSUESTHAT SHOULD BE DISCUSSED- AND THE DECISIONS REGARDING THEM PUT INTO WRITING -WHEN A BUSINESS ENTITY OF ANY KIND IS FORMED. |
1)Expressed authorizations of individuals on behalf of the company regarding potential sources of conflict in partnership 2) contract regarding death/disability and what will happen to the in those events. Also possibility of buy out and those things 3) Expectations of employment: employment terms/expectation (hours worked per week, when you expect to get paid, etc.) compensation of founders & how employment will be structured in new company 4) financial funding and sources/ procedures for financing the business. What happens if don't have enough capital? |
