Business Law vocab Flashcards
acceptance
an agreement to an offer resulting in a contract
accord and satisfaction
an agreement made and executed in fulfillment of the rights one has from a previous contract
agent
the party appointed by the principal to enter into a contract with a 3rd party on behalf of the principal
answer
official document responding to the plantiff’s complaint
antitrust law
laws which seek to promote competition among businesses
apparent authority
the rights an agent is believed to have by 3rd parties because of the principals behavior
appeal
request to a higher court to review a lower courts decision
appellate courts
courts that hear cases appealed from a lower court
assignee
a 3rd party to whom rights in a contract are assigned
assignment
a means whereby one party in a contract conveys rights to another, who is not a party to the original contract
assignor
the party assigning rights in a contract to a 3rd party
authority
power to act for someone else
bailee
the party who acquires possession, but not the title, of another’s personal property, under agreement
bailment
the transfer of possession, but not the title, of personal property in a bailment
beneficiary
the recipient of the proceeds of a life insurance policy
bailor
the party who gives up possession, but not the title, of personal property in a bailment
bilateral contract
a legally enforceable agreement which consists of mutual promises to perform future acts
bill of lading
the contract existing between the consignor and the carrier
bill of sale
a document that conveys or evidences title to tangible personal property
board of directors
a body of persons elected by the stockholders to define and establish corporate policy
breach of contract
failure or refusal to perform contractual obligations
business law
rules of conduct for the performance of business transactions
cashier’s check
1 - a check drawn on a banks own funds and signed by a responsible bank official
2 - a check for which the bank assures that the drawer has sufficient funds to make payment
check
an order by a depositer to the bank to pay a sum of money to a payee
civil law
the body of law concerned with private or personal rights
close (closely held) corporation
a corporation in which outstanding shares of stock and managerial control are held by a limited number of stockholders and is not publicly traded
common law
the body of law derived from judicial decisions, rather than from statutes or constitutions
compensatory damages
an award paid to the injured party to cover the exact amount of their loss, but no more
complaint
the document which initiates a civil lawsuit
consideration
the bargained for exchange in a contract
consignee
one who receives goods shipped by common carrier
consignor
one who ships goods by common carrier
contract
a legally enforceable agreement
contract to sell
an agreement to sell goods at a future time
contractual capacity
the legal ability to enter into a contract
corporation
a business entity created by statue and owned by stockholders
counteroffer
a change to an original offer that rejects that offer and becomes a new offer
creditor beneficiary
a 3rd party beneficiary owed a debt by a party to a contract
crime
an offense which is injurious to society as a whole
criminal law
laws dealing with crimes and the punishment of wrongdoers
damages
money that a wrongdoer must pay as the result of a legal action
deed
document conveying title to real property
defendant
the party against whom legal action is brought
delegation
transfer of contractual duties to a 3rd party
disaffirmance
election to avoid a voidable contract
discharge
any method by which a legal duty is extinguished
discovery
the formal and informal exchange of information between sides in a lawsuit
domestic corporation
a business organization that operates in the state that granted the charter
donee beneficiary
a 3rd party beneficiary to whom no legal duty is owed and performance is a gift
drawee
the person, company, of financial institution ordered to pay a check
drawer
the person who executes any check
duress
removing ones free will and obtaining consent by means of a threat
employee
a person hired to perform work that is directed and controlled by the employer
employer
the party who hires employees to do certain work
executed contract
a legally enforceable agreement in which the terms have not been completely executed or fulfilled
existing goods
goods which are, at the time of the contact, in existence and owned by the seller
express authority
rights of an agent stated in agreement creating the agency
express contract
an agreement in which the parties communicate their intentions either verbally or in writing
express warranty
the actual and definite statement of a seller, either verbally or in writing, at the time of the sale
federal trade commission (FTC)
an agency of federal government to promote free and fair competition by prevention of trade restraints, price fixing, false advertising and other unfair methods of competition
felony
serious criminal offense punishable by imprisonment for more than on year or death
fiduciary
a person in relationship of trust and confidence
fixture
objects permanently attached to real property
FOB destination
a sales contract term where title and risk of loss passes to the buyer when the goods are delivered to the buyer
FOB shipment
a sales contract term where risk of loss passes to buyer when the goods are delivered to the shipper and transportation arrangements are made
foreign corporation
a corporation that operates in a state other than where it is chartered
fraud
inducing another to contract as a result of an intentionally or recklessly false statement of a material fact
future goods
goods not in existence or not yet owned by the seller at the time the contract was created
general agent
one who is given broad authority to conduct the principals business
general partner
individual actively and openly engaged in the business and held to everyone as a partner
goods
movable tangible personal property
identified goods
the goods specified by the buyer and seller
implied authority
an agents authority to do things in order to carry out express authority
implied contract
a legally enforceable agreement in which the terms are set by acts or conduct of the parties rather than expressed verbally or in writing
implied warranties
protections imposed by law, arising automatically because the sale has been made
independent contractor
one who contracts to jobs and is controlled only by the contract as to how performance is to be rendered
injunction
a judicial order or decree forbidding certain conduct
intangible personal property
personal property that lacks a physical presence
judgement
a decision of a court
law
governmental rule prescribing conduct and carrying a penalty for violation
limited liability company (LLC)
a business organization that features liability protection and pass through taxation
limited partner
partner whose liability for the firms debts is limited to the amount of their investments
liquidated damages
reasonable damages stipulated in a contract to be paid in the event of a breach
mailbox rule
a mailed acceptance to an offer is effective when posted
merchant
a person who deals in goods of the kind or otherwise by occupation purports to have knowledge or skill peculiar to the practices or goods involved in the transaction
minor
those persons under legal age; for most states, the standard is under the age of 18
misdemeanor
a less serious crime punishable by fine and/or imprisonment of less than 1 year
misrepresentation
false statement of a material fact
necessaries
items required for living at a reasonable standard (ex. food, clothing, and shelter)
negligence
failure to exercise reasonable care
negotiable instrument
a writing drawn in a special form which can be transferred as a substitute for money or as an instrument to another party
negotiation
the act of transferring ownership of a negotiable instrument to another party
nominal damages
small amount awarded when there is a technical breach but no injury
offer
a proposal to make a contract
offeree
the party to whom an offer is made
offeror
the party who initiates or makes an offer
ordinance
law enacted by a local unit of government
partnership
the voluntary association of 2 or more people as co owners of a business
payee
the party to whom a negotiable instrument is made payable
personal property
the movable and tangible property
plaintiff
the party who initiates a civil action
pre existing duty rule
no consideration is given for a contract modification if a party is under a pre existing duty to perform
price
the consideration stipulated by contract, generally expressed in money
principal
a party who appoints another to serve as an agent
private corporation
a corporation formed to carry out some non governmental function
promissory estoppel
an equitable doctrine and substitute for consideration that prevents the promiser from revoking the promise when the promisee justifiably relies to their detriment
promissory note
a negotiable instrument containing a promise to pay
public corporation
a corporation formed to carry out government functions
punitive damages
an award paid to the plaintiff in order to punish the defendant
quasi contract
a contract created or implied by law to prevent unjust enrichment
ratification
approving an act which was executed without authority; electing to be bound by a voidable contract
real property
land and those objects permanently attached to land
rescission
to set aside or cancel a contract
rejection
refusal to accept
revocation
cancellation of an instrument by the maker or drawer; rescinding an offer
sale
the transfer of title to goods from the seller to the buyer for consideration
secret partner
a partner who is active but known to the public
service contract
a contract whose subject matter predominately involves services
shareholders / stockholders
those having title to one or more shares of stock in a corporation; combined, they represent ownership of the corporation
silent partner
an individual who takes on active part in the management of a partnership, but has capital invested in the business
sole proprietorship
a business owned by one person, whois personally subject to claims of creditors
special agent
one authorized by the principal to execute specific acts
specific performance
a remedy by which the court requires the breaching party to perform the contract
stare decisis
the principle that the decision of a higher court should serve as a guide or precedent and control the decision of a similar case in the future
statute of frauds
law requiring certain contracts be in writing to be enforceable
statute of limitations
a law that restricts the period of time within which an action may be brought to court
statutes
laws which are enacted by legislative bodies
subchapter S corporation
business organization in which shareholders are taxed as a partnership (no double taxation) without losing corporation status
summons
a notice given to a defendant, attaching the complaint and stating a time frame in which to respond
term life policy
contract whereby insurer assumes risk of death of insured for a specific time with no cash surrender value
3rd party beneficiary
person not party to a contract, but whom parties intended to benefit
title
ownership; evidence of ownership of property
tort
a private or civil wrong against a person or their property, other than by breach of contract, for which there may be action for damages
trial court
court which conducts the original trial of a case
undue influence
improper influence that is asserted by one dominant person over another, without the threat of harm
unenforceable contract
an agreement which at the current time is not enforceable by law
uniform commercial code (UCC)
model act that includes provisions concerning certain sales of goods and negotiable instruments
unilateral contract
a contract formed when an act is done in consideration for a promise
universal life policy
an insurance product combining features of both whole life and term life policies
usurious
exceeding the maximum rate of interest which may be charged on loans
valid contract
a contract which is legally enforceable
void contract
an agreement of no legal effect
voidable contract
a contract which would be an enforceable agreement, but due to circumstances may be set aside by one of the parties
warranties
guarantees made by a seller that an article, good or service will conform to a certain standard or will operate in a certain manner
whole life policy
insurance that covers an insured for life and accumulates cash surrender value
