Test 4 Study Guide: Legal Environment of Business

Vocabulary terms covering contract discharge and remedies, agency law, business organizations, and employment and discrimination law for Test $$4$$.

Condition precedent

An event that must occur before a party's duty to perform arises.

Condition subsequent

A future event that terminates an existing duty to perform.

Concurrent conditions

Conditions that must occur or be performed at the same time.

Implied condition

A condition that is not explicitly stated but is inferred from the nature of the transaction or the conduct of the parties.

Tender

An unconditional offer by a party to perform their contractual obligations.

Substantial performance

Performance that is slightly less than complete but satisfies the essential purpose of the contract, judged by objective or subjective standards.

Material breach

A failure to perform a contractual obligation that is significant enough to excuse the non-breaching party from their own performance.

Anticipatory repudiation

A statement or action by a party indicating they will not perform their contractual duties before the performance is due.

Mutual recission

An agreement between parties to cancel an existing contract and return to their original positions.

Substituted contract

A new agreement that replaces the original contract, immediately discharging the prior obligations.

Accord and satisfaction

An agreement (accord) to accept different performance to satisfy an existing debt, which is discharged once the new performance (satisfaction) is completed.

Novation

The substitution of a new party into an existing contract, discharging one of the original parties.

Impossibility

A doctrine that discharges performance when an unforeseen event makes carrying out the contract physically or legally impossible.

Commercial impracticability

Discharge of performance when an extreme and unforeseen difficulty makes performance much more burdensome than anticipated.

Compensatory damages

Money awarded to a plaintiff to compensate for actual losses caused by a breach of contract.

Consequential damages

Foreseeable losses that result from a party's breach but are caused by special circumstances beyond the contract itself.

Duty to mitigate damages

The obligation of the non-breaching party to take reasonable steps to minimize the losses resulting from a breach.

Specific performance

An equitable remedy where a court orders the breaching party to perform the specific act promised in the contract.

Reformation

An equitable remedy where the court rewrites a contract to reflect the parties' true intentions.

Quasi-contract

An obligation imposed by law to prevent unjust enrichment when no formal contract exists.

Agent

A party who agrees to act on behalf of and represent another person.

Principal

The person who authorizes an agent to act on their behalf.

Fiduciary

A person who has a duty to act primarily for another's benefit in matters connected with the undertaking.

Agency by estoppel

An agency relationship created when the principal's actions lead a third party to reasonably believe an agency relationship exists.

Agency by ratification

An agency created when a principal approves an unauthorized act after it has been performed.

Duty of reimbursement and indemnification

The principal's duty to pay back the agent for expenses incurred and protect them against claims while acting for the principal.

Respondeat superior

A doctrine holding an employer liable for the torts committed by an employee acting within the scope of employment.

Frolic and detour

Determinations of whether an employee's physical departure from business duties is significant enough to relieve the employer of liability.

Sole Proprietorship

A business owned and managed by a single individual who has total control and unlimited personal liability.

General Partnership

A business where owners share management, profits, and joint and several liability for debts.

Limited Liability Company

A business form that offers limited liability to its owners and the tax advantages of a partnership.

Employment "at will"

A legal doctrine where either the employer or employee can terminate the employment relationship at any time for any legal reason.

Title VII of the Civil Rights Act of $1964$

Federal law prohibiting employment discrimination based on race, color, religion, sex, or national origin.

Disparate treatment

Intentional discrimination against a member of a protected class.

Disparate impact

A type of discrimination where facially neutral employment practices have an unintended negative effect on a protected class.

EEOC right to sue letter

A document issued by the Equal Employment Opportunity Commission giving a claimant permission to file a private lawsuit.

Age Discrimination in Employment Act

Federal law protecting workers aged $40$ or older from discrimination.

Americans with Disabilities Act

Law requiring employers to provide reasonable accommodations to qualified individuals with disabilities.

Fair Labor Standards Act

Federal law establishing minimum wage, overtime pay, and child labor standards.

Family and Medical Leave Act

Law requiring employers to provide unpaid leave for certain medical or family reasons.

COBRA

Law that allows workers to continue their health insurance coverage after leaving a job at their own expense.

OSHA

Federal law requiring employers to maintain safe and healthy working conditions.

Electronic Communications Privacy Act (E C P A) of $1986$

Federal law regulating the monitoring of electronic communications in the workplace.