Business Law

Acceptance

an agreement to an offer resulting in a contract.

Accord and satisfaction

an agreement made and executed in satisfaction of the rights one has from a previous contract.

Agent

the party appointed by the principal to enter into a contract with a third party on behalf of the principal.

Alien corporation

one that is incorporated in a foreign country.

Answer

official document detailing a defendant's defense.

Antitrust

laws which seek to promote competition among businesses.

Apparent authority

the authority an agent is believed by third parties to have because of the behavior of the principal.

Appeal

request to a higher court to review a lower court's decision.

Appellate courts

courts hearing cases appealed from a lower court.

Arraignment

charging a person with a crime and asking for that person's plea.

Arrest

to take into police custody.

Assignee

the party to whom the assignment is made.

Assignment

a means whereby one party in a contract conveys rights to another person, who is not a party to the original contract.

Assignor

the party making the assignment.

Authority

power to act for someone else.

Bailee

the party who acquires possession, but not the title, of personal property by one party to another, under agreement.

Bailment

the transfer of possession, but not the title of personal property by one party to another, under agreement.

Bailor

the party who gives up possession, but not the title, of personal property in a bailment.

Bearer

a person in possession of an instrument.

Bearer paper

commercial paper payable to bearer; i.e. to the person having possession of such.

Beneficiary

recipient of the proceeds of a life insurance policy: one who inherits property as specified in a will.

Bilateral contract

a contract which consists of mutual promises to perform some future acts.

Bill of lading

the contract existing between the consignor and the carrier.

Bill of sale

a document of conveyance which provides written evidence of one's title to tangible personal property.

Blank endorsement

having no words other than the signature of the endorser.

Board of directors

a body of persons elected by the stockholders to define and establish corporate policy.

Booking administrative step taken after an arrested person is brought to police station, which involves entry of the person's name, the crime for which the arrest was made, and other relevant facts on the police "blotter," and which may also include photographing, fingerprinting and the like.

Breach of contract

a situation in which one of the parties to a contract fails or otherwise refuses to perform the obligations established in that contract.

Business law

those rules of conduct prescribed by government and its agencies in regulating business transactions.

Cashier's check

a check drawn on a bank's own funds and signed by a responsible bank official.

Certificate of deposit

the acknowledgment by a bank of a receipt of money with an agreement of repayment.

Certified check

a check for which the bank assures that the drawer has sufficient funds to make payment.

Check

an order by a depositor on the bank to pay a sum of money to a payee.

Civil law

the body of law concerned with private or purely personal rights.

Close (closely held) corporation

a designation which applies to a corporation in which outstanding share of stock and managerial control are held by a limited number of people (often members of the same family).

Commercial paper (negotiable instrument)

a writing drawn in a special form which can be transferred from person to person as a substitute for money or as an instrument of credit.

Common law

customs which have become recognized by the courts as binding on the community.

Compensatory damages

an award paid to the injured party to cover the exact amount of their loss, but no more.

Complaint (petition)

the written request which initiates a civil law suit.

Consideration

that which the promisor demands and receives as the price for a promise.

Consignee

one to whom goods are shipped by common carrier.

Consignor

one who ships goods by common carrier.

Contract

an agreement between two or more competent persons which is enforceable by law.

Contract to sell

a seller agrees to transfer title to goods for a consideration (price) at a future time.

Contractual capacity

the necessity that the parties desiring to enter into contracts meet all requirements.

Corporation

a business entity created by statutory law and owned by individuals known as stockholders.

Counteroffer

an intended acceptance which changes or qualifies an original offer and in effect, rejects that offer and becomes a new offer.

Creditor beneficiary

a person who is not a party to a contract to whom the promisor of a contract owes an obligation or duty.

Crime

an offense which is injurious to society as a whole.

Criminal law

laws dealing with crimes and the punishment of wrongdoers.

Deed

writing conveying title to real property.

Deed of trust

deed that transfers property to trustee for benefit of creditor.

Defendant

the person against whom legal action is brought.

Disaffirmance

the repudiation of, or election to avoid, a voidable contract.

Discharge

termination of a contract by performance, agreement, impossibility, acceptance of breach, or operation of law.

Dscovery

pretrial steps taken to learn the details of the case.

Domestic corporation

operates in the state that granted the charter.

Donee beneficiary

a third party beneficiary to whom no legal duty is owed and performance is a gift.

Draft

a written order signed by one person requiring the person to whom addressed to pay a particular sum of money, to order or to bearer, on demand or at a certain time.

Drawee

the person, company or financial institution ordered to pay a draft.

Drawer

the person who executes any draft.

Duress

a means ofremoving one's free will, obtaining consent by means of a threat to do harm to the person, his family, his property, or his earning power.

Employee

the person hired to perform work and who is obligated both as to the work to be done and as to the manner in which it is to be done.

Employer

the party who employs employees to do certain work.

Executed contract

those contracts in which the terms have been fulfilled.

Execution

the carrying out or completion of some task.

Executory contract

those contracts in which the terms have not been completely executed or fulfilled by the parties.

Existing goods

those goods which are, at the time of the contract, in existence and owned by the seller.

Express authority

the authority of an agent, stated in the document or agreement creating the agency.

Express contract

a contract in which the parties express their intentions, either orally or in writing, at the time of the agreement.

Express warranties

the actual and definite statement of a seller, either orally or in writing, at the time of the sale.

Fee simple estate

largest, most complete right in property.

Felony

a more serious criminal offense that is punishable by death or by imprisonment in a penitentiary for more than one year.

Fiduciary

a relationship of trust and confidence, such as that which exists between partners in a partnership.

Foreign corporation designation that applies when a corporation operates in any state other than where it is chartered.

Formal contract

those contracts which must be in special form or produced in a certain way, such as under seal.

Fraud

the intentional or reckless false statement of a material fact, upon which the injured party relied, which induced the injured party to enter into a contract, to his or her detriment.

Future goods

those goods selected which are not in existence at the time in which the contract was created.

General agent

one who is authorized to execute the principal' s business of a particular kind, or all the principals business at a particular place, if not all of one kind.

General partner

those individuals actively and openly engaged in the business and held to everyone as a partner.

Goods

movable tangible personal property.

Holder

one in possession of commercial paper.

Identified goods

the goods specified by the buyer and seller.

Implied authority

an agent's authority to do things not specifically authorized in order to carry out express authority.

Implied contract

one in which the terms of the contract are implied by acts or conduct of the parties.

Implied warranties

warranties imposed by law, arising automatically because the sale has been made.

Independent contractor

one who contracts to perform certain tasks for a set fee, but who is independent of the control of the contracting party as to a means by which the contract is executed, except for specifications established in the contract.

Endorsee

a person who becomes the holder of a negotiable instrument by endorsement which names him or her as the person to whom the instrument is negotiated.

Endorsement

the signature or statement of purpose by the owner on the back of negotiable instrument, which indicates the future control of the instrument.

Endorser

person who writes his or her name on back of an instrument.

Injunction

a permanent judicial order or decree forbidding the performance of a certain act

Intangible personal property

evidences of ownership of personal property, such as stock of corporations, checks and copyrights.

Judgment

a decision of a court of law.

Law

those rules of conduct commanding what is right and prohibiting what is wrong.

Life estate

estate for duration of a person's life.

Limited liability company

newest from of business ownership recognized in the U.S.; combines features of both the corporation and partnership.

Limited partner

partners who have their liability for the firm's debts limited to the amount of their investment.

Liquidated damages

the amount of the damages stipulated in a contract to be paid in the event one party breaches the contract.

Maker

the person who executes a promissory note.

Malpractice

a breach of contract by a professional person; failure to perform a professional service with the ability and care generally exercised by others in the profession.