Business Law Exam 2

Battery

Intentional harmful or offensive bodily contact with another person

Assault

Intentional act causing apprehension of imminent harmful or offensive contact

False Imprisonment

Intentional and unlawful confinement of a person against their will with no reasonable escape

Shopkeeper Rule

Merchant may detain if reasonable cause reasonable manner and reasonable time

IIED

Extreme and outrageous conduct intentionally or recklessly causing severe emotional distress

Defamation

False statement of fact published to a third party causing harm to reputation

Defamation Opinion Rule

Opinions are not defamatory because they are not statements of fact

Public Figure Defamation

Must prove recklessness or knowledge of falsity

Private Figure Defamation

Only needs to prove negligence

Interference with Contract

Intentional and improper inducement of a party to breach a contract

Negligence

Failure to act with reasonable care resulting in harm to another

Negligence Duty

Legal obligation to act or not act in a certain way

Negligence Breach

Failure to act as a reasonable person would under the circumstances

Factual Cause

But-for test asking if harm would occur without defendant's actions

Proximate Cause

Foreseeability of harm and whether liability should extend to consequences

Duty to Act Rule

No duty to help others unless special circumstances apply

Duty Exception Special Relationship

Business to customer employer to employee etc creates duty to act

Duty Exception Created Risk

If you create harm you must act to prevent further harm

Duty Exception Voluntary Aid

If you begin helping you must do so reasonably

Comparative Negligence

Reduces plaintiff recovery based on percentage of fault

Modified Comparative Negligence

No recovery if plaintiff is 50 percent or more at fault

Contract

A promise or set of promises the law enforces

Mutual Assent

Agreement between parties through offer and acceptance

Consideration

Bargained-for exchange of legal value between parties

Offer

Expression of willingness to enter a contract with definite terms

Offer Requirements

Must include communication intent and definiteness

Advertisement Rule

Advertisements are generally invitations to negotiate not offers

Revocation

Withdrawal of an offer before acceptance

Rejection

Refusal of an offer terminating it

Counteroffer

Rejection of original offer and creation of a new offer

Mailbox Rule

Acceptance effective when sent not when received

Mailbox Rule Exception

Does not apply if offer states otherwise or rejection sent first

Mirror Image Rule

Acceptance must exactly match offer under common law

Battle of the Forms

UCC allows contract even with differing terms

UCC Applies To

Sale of goods tangible personal property

Common Law Applies To

Services real estate and intangible contracts

Consideration Requirement

Must involve legal value and bargained-for exchange

Illusory Promise

Promise that imposes no real obligation and is not valid consideration

Past Consideration

Something already done cannot count as consideration

Preexisting Duty Rule

Doing what you already must do is not valid consideration

Preexisting Duty Exception

Unforeseen circumstances can make modification valid

UCC Modification Rule

No consideration needed but must be in good faith

Accord and Satisfaction

Agreement to settle disputed debt with different performance

Undisputed Debt Rule

Must provide new consideration to modify obligation

Duress

Wrongful threat leaving no reasonable alternative

Duress Effect

Contract is voidable by coerced party

Undue Influence

Unfair persuasion by dominant party over vulnerable party

Fraud

Intentional misrepresentation of material fact causing reliance and injury

Fraud Elements

False fact material intent reliance injury

Fraud vs Opinion

Statements of opinion or puffery are not fraud

Fraud vs Prediction

Future predictions are not fraud unless known false when made

Nonfraudulent Misrepresentation

False material statement without intent to deceive

Statute of Frauds Rule

Certain contracts must be in writing to be enforceable

MY LEGS Rule

Marriage Year Land Executor Goods over 500 Surety

UCC Statute of Frauds

Sale of goods 500 dollars or more must be in writing

Material Breach

Substantial failure allowing other party to cancel contract

UCC Breach Rule

Any breach allows rejection of goods

Expectation Damages

Benefit of the bargain what was promised

Reliance Damages

Out of pocket losses from reliance

Employee

Worker whose employer controls how work is performed

Independent Contractor

Worker who controls their own work methods

Respondeat Superior

Employer liable for employee acts within scope of employment

Scope of Employment

Acts performed in furtherance of employer's business

Personal Deviation Rule

Employer not liable for purely personal acts

Apparent Authority

Principal creates appearance of authority and third party relies

Negligent Hiring

Employer liable if knew or should have known employee was dangerous

Partnership

Association of two or more persons carrying on business for profit

Fiduciary Duty

Obligation to act with loyalty and care toward partners

Limited Partner

Investor with limited liability who does not control business

Limited Partner Liability

Becomes liable if exercises control over business

Promoter

Person who forms a corporation and enters contracts before formation

Promoter Liability

Personally liable unless released by agreement

Hostile Work Environment

Severe and pervasive harassment altering work conditions

Protected Classes

Race gender religion and other protected characteristics

Federal Question Jurisdiction

Case involving federal law can be heard in federal court

Diversity Jurisdiction

Parties from different states and amount exceeds 75000

Void Contract

No contract exists due to missing element

Voidable Contract

Valid contract that one party can cancel

Unenforceable Contract

Valid contract but cannot be enforced due to defense

Intent in Torts

Intent means purpose or substantial certainty of result

Transferred Intent

Intent transfers from intended victim to actual victim

Reasonable Person Standard

Objective standard for determining negligence

Duty of Care Standard

Act as a reasonable careful person under circumstances

Proximate Cause Rule

Liability limited to foreseeable harms

Eggshell Plaintiff Rule

Defendant liable for full extent of injury even if unusually severe