Business law uww

Tort

A civil wrong not arising from a breach of contract; a breach of a legal duty that proximately causes harm or injury to another.

Damages

A monetary award sought as a remedy for a breach of contract or a tortious act.

Compensatory damages (tort)

A money award equivalent to the actual value of injuries or damages sustained by the aggrieved party.

Special damages

An amount awarded to compensate the plaintiff for quantifiable monetary losses, such as medical expenses, property damage, and lost wages and benefits (now and in the future).

General damages

An amount awarded to compensate individuals for the nonmonetary aspects of the harm suffered, such as pain and suffering; not available to companies.

Nominal damages (tort)

A minimal amount that signifies defendant’s behavior was wrongful but caused no harm.

Punitive damages

A money award in tort cases to punish the wrongdoer and deter others from similar wrongdoing. Usually awarded when a defendant’s conduct was particularly egregious or reprehensible.

Intentional tort

A wrongful act knowingly committed.

Tortfeasor

One who commits a tort.

Transferred intent

A legal principle under which a person who intends to harm one individual, but unintentionally harms a different individual, can be liable to the second victim for an intentional tort.

Assault

Any word or action intended to make another person fearful of immediate physical harm; a reasonably believable threat.

Battery

The unprivileged, intentional touching of another.

False imprisonment

The intentional confinement or restraint of another person’s activities without justification.

Intentional Infliction of Emotional Distress

The tort of intentional infliction of emotional distress (IIED) involves an intentional act that amounts to extreme and outrageous conduct resulting in severe emotional distress to another.

Defamation

Any published or publicly spoken false statement that causes injury to another’s good name, reputation, or character.

Libel

Defamation in writing or in some other form (such as a digital recording) having the quality of permanence.

Slander

Defamation in oral form.

Privilege

The ability to act contrary to another person’s right without that person’s having legal redress for such acts.

Public figure

An individual in the public limelight.

Invasion of Privacy

A person has a right to solitude and freedom from prying public eyes—in other words, to privacy.

Fraudulent Misrepresentation (torts)

Any misrepresentation, either by misstatement or omission of a material fact, knowingly made with the intention of deceiving another and on which a reasonable person would and does rely to their detriment.

Puffery

A salesperson’s exaggerated claims concerning the quality of goods offered for sale.

Negligent Misrepresentation

Liability for negligent misrepresentation usually arises when the defendant who made the misrepresentation owed a duty of care to the plaintiff to supply correct information.

Licensee

One who receives a license to use, or enter onto, another’s property.

Trespass to personal property

The unlawful taking or harming of another’s personal property; interference with another’s right to the exclusive possession of their personal property.

Conversion

The wrongful taking, using, or retaining possession of personal property that belongs to another.

Disparagement of property

An economically injurious false statement made about another’s product or property; a general term for torts that are more specifically referred to as slander of quality or slander of title.

Slander of quality (or trade libel)

The publication of false information about another’s product, alleging that it is not what its seller claims.

Slander of title

The publication of a statement that falsely denies or casts doubt on another’s legal ownership of property, causing financial loss to that property’s owner.

Negligence (Ch. 6)

The failure to exercise the standard of care that a reasonable person would exercise in similar circumstances.

Duty of care

The duty of all persons, as established by tort law, to exercise a reasonable amount of care in their dealings with others.

Reasonable person standard

The standard of behavior expected of a hypothetical “reasonable person”; the standard against which negligence is measured and that must be observed to avoid liability for negligence.

Malpractice

Professional misconduct or the failure to exercise the requisite degree of skill as a professional.

Causation in fact

An act or omission without (“but for”) which an event would not have occurred.

Proximate cause

Legal cause; exists when the connection between an act and an injury is strong enough to justify imposing liability.

Good Samaritan statute

A state statute that provides that persons who rescue or provide emergency services to others in peril—unless they do so recklessly, thus causing further harm—cannot be sued for negligence.

Dram shop act

A state statute that imposes liability on the owners of bars and taverns, as well as those who serve alcoholic drinks to the public, for injuries resulting from accidents caused by intoxicated persons when the sellers or servers of alcoholic drinks contributed to the intoxication.

Assumption of risk

A defense against negligence that can be used when the plaintiff was aware of a danger and voluntarily assumed the risk of injury from that danger.

Superseding cause

An intervening force or event that breaks the connection between a wrongful act and an injury to another.

Contributory negligence

A theory in tort law under which a complaining party’s own negligence contributed to or caused their injuries.

Comparative negligence

A theory in tort law under which the liability for injuries resulting from negligent acts is shared by all parties who were negligent (including the injured party) on the basis of each person’s proportionate negligence.

Strict Liability

Liability regardless of fault.

Negligence (Ch. 7)

The failure to exercise the degree of care that a reasonable, prudent person would have exercised under the circumstances.

Privity of contract

The relationship that exists between the promisor and the promisee of a contract.

Misrepresentation

When a user or consumer is injured as a result of a manufacturer’s or seller’s fraudulent misrepresentation, the basis of liability may be the tort of fraud.

Unreasonably dangerous product

A product that is defective to the point of threatening a consumer’s health and safety.

Risk Utility Test

Whether the risk of harm from the product as designed outweighs its utility to the user and the public

Consumer-Expectation Test

A product is unreasonably dangerous when it fails to perform in the manner that would reasonably be expected by an ordinary person.

Market-share liability

A theory under which liability is shared among all firms that manufactured and distributed a particular product during a certain period of time.

Product misuse

A defense against product liability that may be raised when the plaintiff used a product in a manner not intended by the manufacturer.

Commonly Known Dangers

The dangers associated with certain products (such as matches and sharp knives) are so commonly known that manufacturers need not warn users of those dangers.

Knowledgeable User

If a particular danger (such as electrical shock) is or should be commonly known by particular users of a product (such as electricians), the manufacturer need not warn these knowledgeable users of the danger.

Tolling

Temporary suspension of the running of a prescribed period (such as a statute of limitations).

Statutes of repose

Basically, statutes of limitations that are not dependent on the happening of a cause of action.

Contract

An agreement that can be enforced in court; formed by two parties, each of whom agrees to perform or to refrain from performing some act now or in the future.

Contract as defined by the Restatement (Second) of Contracts

“A promise or a set of promises for the breach of which the law gives a remedy, or the performance of which the law in some way recognizes as a duty.”

Objective theory of contracts

A theory under which the intent to form a contract will be judged by outward, objective facts as interpreted by a reasonable person, rather than by the party’s own secret, subjective intentions.

Promise

A person’s assurance that they will or will not do something.

Promisor

A person who makes a promise.

Promisee

A person to whom a promise is made.

Offeror

A person who makes an offer.

Offeree

A person to whom an offer is made.

Bilateral Contract

A promise seeking a promise to create a contract.

Unilateral Contract

A promise seeking performance to create a contract.

Formal contracts

Contracts that require a special form or method of creation (formation) to be enforceable.

Informal contracts (also called simple contracts)

All other contracts.

Express contract

A contract where the terms of the agreement are fully and explicitly stated in words, oral or written.

Implied contract (sometimes called an implied-in-fact contract)

A contract that is implied from the conduct of the parties.

Quasi Contract (sometimes called an implied-in-law contract)

A court-imposed agreement to prevent the unjust enrichment of one party when the parties have not previously agreed to an enforceable contract

Executed contract

A contract that has been completely performed by both parties.

Executory contract

A contract that has not yet been fully performed.

Valid

A valid contract has the elements necessary to entitle at least one of the parties to enforce it in court.

Unenforceable contract

A contract cannot be enforced because of certain legal defenses against it.

Voidable contract

A valid contract but one that can be avoided at the option of one or both of the parties.

Void

A void contract is no contract at all.

Agreement

A meeting of two or more minds in regard to the terms of a contract.

Offer

A promise or commitment to perform or refrain from performing some specified act in the future.

Revocation

The withdrawal of an offer by an offeror.

Option contract

A contract under which the offeror cannot revoke their offer for a stipulated time period and the offeree can accept or reject the offer at any time during this period.

Counteroffer

An offeree’s response to an offer in which the offeree rejects the original offer and at the same time makes a new offer.

Mirror image rule

A common law rule that requires, for a valid contractual agreement, that the terms of the offeree’s acceptance adhere exactly to the terms of the offeror’s offer.

Acceptance

The offeree’s notification to the offeror that the offeree agrees to be bound by the terms of the offeror’s proposal.

The Mailbox Rule

Acceptance takes effect, thus completing the formation of the contract, at the time the offeree sends or delivers the communication via the mode expressly or impliedly authorized by the offeror.

E-contract

A contract that is entered into in cyberspace and is evidenced only by electronic impulses (such as those that make up a computer’s memory), rather than, for example, a typewritten form.

Click-on agreement

An agreement that arises when a buyer, engaging in a transaction on a computer, indicates their assent to be bound by the terms of an offer by clicking on a button that says, for example, “I agree.”

Shrink-wrap agreement

An agreement whose terms are expressed in a document located inside a box in which goods (usually software) are packaged; sometimes called a shrink-wrap license.

Browse-wrap terms

Terms and conditions of use that are presented to an internet user at the time a product, such as software, is downloaded but that need not be agreed to before the product is installed or used.

Consideration

Generally, the value given in return for a promise or a performance.

Rescission

A remedy whereby a contract is canceled and the parties are returned to the positions they occupied before the contract was made.

Past consideration

Something given or some act done in the past, which cannot ordinarily be consideration for a later bargain.

Illusory Promises

If the terms of the contract express such uncertainty of performance that the promisor has not definitely promised to do anything, the promise is said to be illusory—without consideration and unenforceable.

Accord and satisfaction

An agreement for payment (or other performance) between two parties, one of whom has a right of action against the other.

Liquidated debt

A debt that is due and certain in amount.

Unliquidated debt

A debt that is uncertain in amount.

Release

A contract in which one party forfeits the right to pursue a legal claim against the other party.

Covenant Not to Sue

An agreement to substitute a contractual obligation for some other type of legal action based on a valid claim.

Promissory estoppel

A doctrine that applies when a promisor makes a clear and definite promise on which the promisee justifiably relies.

Contractual capacity

The legal ability to enter into contracts.

Age of majority

The age at which one is no longer an infant and can no longer disaffirm a contract.

Exculpatory clause

A clause that releases a contractual party from liability in the event of monetary or physical injury, no matter who is at fault.