ETS Business Law

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Sources of Law
Statute, constitution, common law case law, administrative laws, executive orders issued by the president, equity-orders for injunctions or for specific performance of duties under a contract, treaties
Criminal
Behaviors outlawed by society
Civil
Regulates the rights and duties of the parties
Methods for Resolving Disputes
Negotiation, Arbitration, Mediation, Litigation
Three Levels of Courts
Trial level, Court of Appeals, Supreme Court
Administrative Agencies
Have the power to create and enforce rules, conduct hearings, and adjudicate complaints. Created by enabling legislation.
Interstate Commerce Clause
Regulates any activity that has a substantial effect on interstate commerce. Primary constitutional law impacting business.
Freedom of Speech
Government may restrict time, place, and manner of speech. May outlaw commercial speech that is false or misleading.
Intentional Tort
Harm caused by a deliberate action
False Imprisonment
Company has the legal right to detain a suspected shoplifter for reasonable manner/time.
Trespass
Intentionally entering land that belongs to someone else or remaining on land after being asked to leave
Conversion
Taking or using someone’s personal property without their consent.
Fraud
Injuring another person by deliberate deception
Compensatory Damages
Money intended to restore a plaintiff to the position he was in before the injury
Punitive Damages
Intended to punish the defendant for conduct that is extreme and outrageous
Tortious Interference with a Contract
The defendant improperly induced a third party to breach a contract with the plaintiff
Tortious Interference with a Prospective Advantage
Malicious interference with a developing economic relationship
Commercial Exploitation
A person’s likeness or voice may not be used for commercial purposes without permission
The Lanham Act
Provides broad protection against false statements intended to hurt another business
5 Proof Elements of Negligence
1. Duty of Due Care
2. Breach of Duty
3. Factual Clause
4. Proximate Cause
5. Damages
Negligence Per Se
Legislature passes a law with a minimum standard of care for a particular activity, in order to protect a certain group of people, and business or person violates that statute, and a member is injured
Contributory Negligence
If plaintiff is even slightly negligent, they will receive no monetary reward
Comparative Negligence
A plaintiff may be awarded some money even if they were partially responsible for the accident and injury
Strict Liability
Stricly liable if defendant is engaged in an ultrahazardous activity or defective product
Beyond a Reasonable Doubt
Standard prosecution held to when defendant committed crime
Larceny
Taking property from another person who had the property originally
Wire and Mail Fraud
Using interstate mail, telegram, phone, radio, or tv to obtain property by receipt
Theft of Honest Services
Prohibits public and private employees from taking bribes or kickbacks
Embezzlement
Fraudulent conversion of property already in the defendant’s possession
RICO
A federal statute that prohibits racketeering acts such as embezzlement, arson, mail fraud, wire fraud, etc.
Money Laundering
Using the proceeds of criminal acts to promote crime or conceal the source of the money
Compliance Program
A company’s plan to prevent and detect criminal conduct at all levels of the company
Elements of a Contract
1. Offer
2. Acceptance
3. Consideration
4. Legality
5. Capacity
Statue of Fraud Circumstances
1. Can’t be performed within a year
2. Over $500 goods
3. Pay debts for another
4. Pay debts of an estate
5. Contemplation of marriage
6. Interest in land
Uniform Commercial Code
Laws that governs many aspects of commerce
Contract Termination
Revocation, Rejection, expiration, or operation of law
Noncompete Agreements
Most often in sale of a business or hired as an employee of a business – must be limited to reasonable time, area, and scope of activity.
Exculpatory Clause
A provision or term in the contract that attempts to release one party from liability in the event that the other party is injured or their property is damaged
Proof of Contract Fraud
1. False statement of face was made intentionally or recklessly
2. Statement was material or important
3. Plaintiff justifiably relied on the statement
Third Party Beneficiaries
Intended beneficiaries and may enforce the contract if the parties intended her to benefit from the agreement and if either enforcing it would satisfy a debt owed to the beneficiary – or it was a gift to the beneficiary
Personal Satisfaction Contracts
Enforceable if the work involves personal judgment and the parties intended a subjective standard
Substantial Performance
Generally sufficient to entitle the party to the contract price minus the costs of failure to perform the work
Time is of the Essence
Strict enforcement of contract deadlines
Direct Damages
Flow directly from the breach of duty under the contract and include any expenses or lost revenue that occurs as a result of the breach
Consequential Damages
Special damages that arise from the unique circumstances of the injured party – must be forseeable consequence of breach
Incidental Damages
Relatively minor costs that the injured party suffers when responding to the breach
Specific Performance
If subject matter is purchase of land or some unique asset – may order breaching party to perform
Injunction
Court requiring the breaching party to do or refrain from doing something
Mitigation
Party injured by a breach of contract may not recover for damages that he could have avoided with reasonable efforts
Liquidated Damages
Clause in contract that states a specific amount of money that the breaching party will pay if breached
Agent
Acts on behalf of a principal
Types of Business Orgnziation
Sole Proprietorships, corporations, LLCs, partnerships
Professional Corporations
Doctors and Lawyers Use This trype to limit their personal liability for malpractice claims
Categories: Business Law