Exam 3 Vocab Flashcards
Goods that conform to contract specifications
Conforming Goods
A seller’s or lessor’s act of placing conforming goods at the disposal of the buyer or lessee and providing whatever notification is reasonably necessary to enable the buyer or lessee to take delivery
Tender of Delivery
A contract that requires or authorizes delivery in two or more separate lots to be accepted and paid for separately
Installment Contract
All costs resulting from a breach of contract, including all reasonable expenses incurred because of the breach
Incidental Damages
A remedy that allows the buyer or lessee, on the seller’s or lessor’s breach, to obtain substitute goods from another seller or lessor
Cover
An action that can be used by a buyer or lessee to recover identified goods from a third party, such as a bailee, who is wrongfully withholding them
Replevin
An encumbrance on a property to satisfy a debt or protect a claim for payment of a debt; no money is owed
Lien
A promise that is included in a contract concerning the quality, condition, description, or performance of the goods being sold or leased
Express Warranty
A warranty that arises by law because of a sale rather than by the seller’s express promise
Implied Warranty
A warranty that goods being sold or leased are reasonably fit for the general purpose for which they are sold or leased, are properly packaged and labeled, and are of proper quality
Implied Warranty of Merchantability
A warranty that goods sold or leased are fit for the particular purpose for which the buyer or lessee will use the goods
Implied Warranty for Fitness for a Particular Purpose
The legal liability of manufacturers, sellers, and lessors or goods for injuries or damage caused by the goods to consumers, users, or bystanders
Product Liability
A product that is so defective that it is dangerous beyond the expectation of an ordinary consumer or a product for which a less dangerous alternative was feasible but the manufacturer failed to produce it
Unreasonably dangerous Product
A theory under which liability is shared among all firms that manufactured and distributed a particular product during a certain period of time. This form of liability sharing is used only when the true source of the harmful product in unidentifiable
Market-Share Liability
A signed writing that contains an unconditional promise or order to pay an exact sum on demand or at a specified future time to a specific person or order, or to bearer
Negotiable Instrument
Any instrument drawn on a drawee that orders the drawee to pay a certain amount of funds, usually to a third party on demand or at a definite future time
Draft
The party that initiates a draft, thereby ordering the drawee to pay
Drawer
The party that is ordered to pay a draft or check. With a check a bank or a financial institution is always this
Drawee
A person to whom an instrument is made payable
Payee
In negotiable instruments law, a drawee’s signed agreement to pay a draft when it is presented
Acceptance
A draft drawn by a drawer ordering the drawee bank or financial institution to pay a certain amount of funds to the payee on demand
Check
A written promise made by one person to pay a fixed amount of funds to another person on demand or on a specified date
Promissory Note
One who promises to pay a fixed amount of funds to the holder of a promissory note or a certificate of deposit
Maker
A note issued by a bank in which the bank acknowledges the receipt of funds from a party and promises to repay that amount, with interest, to the party on a certain date
Certificate of Deposit
A drawee that accepts, or promises to pay, an instrument wen it is presented later for payment
Acceptor
The act of presenting an instrument to the party liable on the instrument in order to collect payment. Also occurs when a person presents an instrument to a drawee for a required acceptance
Presentment
A clause that allows a payee or other holder of a time instrument to demand payment of the entire amount due, with interest, if a certain event occurs, such as a default in the payment of an installment when due
Acceleration Clause
Any person in possession of an instrument drawn, issued, or indorsed to him or her, to his or her order, to bearer, or in blank
Holder
A clause in a time instrument that allows the instrument’s date of maturity to be extended into the future
Extension Clause
A negotiable instrument that is payable to the order of an identified person or to an identified person or order
Order Instrument
Any instrument that is not payable to a specific person, including instruments payable to the bearer or to cash
Bearer Instrument
A person in possession of an instrument payable to bearer or indorsed in blank
Bearer
The transfer of an instrument in such form that the transferee becomes a holder
Negotiation
The person to whom an instrument is transferred
Transferee
A signature placed on an instrument for the purpose of transferring one’s ownership rights in the instrument
Indorsement
An indorsement that specifies no particular indorsee and can consist of a mere signature. An order instrument that is indorsed in blank becomes a bearer instrument
Blank Indorsement
An indorsement on an instrument that identifies the specific person to whom the indorser intends to make the instrument payable
Special Indorsement
An indorsement on a negotiable instrument in which the indorser disclaims any contract liability on the instrument
Qualified Indorsement
This notation is commonly used to create a qualified indorsement
Without Recourse
Any indorsement on a negotiable instrument that requires the indorsee to comply with certain instructions regarding the funds involved. Does not prohibit further negotiation of the instrument
Restrictive Indorsement
An indorsement to a person who is to hold or use funds for the benefit of the indorser or a third person.
Trust Indorsement aka Agency Indorsement
A holder who acquires a negotiable instrument for value, in good faith, and without notice that the instrument is defective
Holder In Due Course
To refuse to pay or accept a negotiable instrument, whichever is required, eben though the instrument is presented in a timely and proper manner
Dishonor
The principle that the holder of a negotiable instrument who cannot qualify as a holder in due course, by who erives his or her title through an HDC, acquires the rights of an HDC
Shelter Principle
One who, by use of the mails, internet, telephone, or personal appearance, induces a maker or drawer to issue an instrument in the name of an impersonate payee
Imposter
A payee on a negotiable instrument whom the maker or drawer did not intend to have an interest in the instrument
Fictitious Payee
Five implied warranties made by any person who transfers an instrument for consideration to the transferee and, if the transfer is by indorsement, to all susbsequent transferees and holders who take the instrument in good faith
Transfer Warranties
Implied warranties, made by any person who presents an instrument for payment or acceptance that 1) the person is entitled to enforce the instrument or is authorized to act on behalf of a person who is so entitled, 2) the instrument has not been altered and 3) the person has no knowledge that the drawer’s signature is unauthorized
Presentment Warranties
Defenses that are valid against all holder of a negotiable instrument, including holders in due course and holders with the rights of HDCs
Universal Defenses
A defense that can be used to avoid payment to an ordinary holder of a negotiable instrument but not a holder in due course or a holder with the rights of an HDC
Personal Defense
A check drawn by a bank on itself
Cashier’s Check
A check that is payable on demand, drawn on or payable through a financial institution, and designated as this
Traveler’s Check
A check that has been accepted in writing by the bank on which it is drawn. By certifying the check, the bank promises to pay the check at the time it is presented
Certified Check
A check that is paid by the bank when the checking account on which the check is written contains insufficient funds to cover the check
Overdraft
A check, other than a certified check, that is presented for payment more than six months after its date
Stale Check
An order by a bank customer to his or her bank not to pay or certify a certain check
Stop-Payment Order
A network of twelve district banks and related branches located around the country and headed by the Federal Reserve Board of Governors. Most banks in the US have Federal Reserve Accounts
Federal Reserve System
A system or place where banks exchange checks and drafts drawn on each other and settle daily balances
Clearinghouse
A transfer of funds through the use of an electronic terminal, a telephone, a computer, or magnetic tape
Electronic Fund Transfer
A set of rules issued by the Federal Reserve System’s Board of Governors to protect users of electronic fund transfer systems
Regulation E
Funds contained on computer software, in the form of secure programs stored on microchips and on other computer devices
Digital Cash
Prepaid funds recorded on a computer or a card
E-Money
A card bearing a magnetic strip that holds magnetically encoded data, providing access to stored funds
Stored-Value Card
A card containing a microprocessor that permits storage of funds via security programming, can communicate with other computers, and does not require online authorization for fund transfers
Smart Card
Any transaction in which the payment of a debt is guaranteed, or secured, by personal property owned by the debtor or in which the debtor has a legal interest
Secured Transaction
A creditor who has a security interest in the debtor’s collateral, including a seller, lender, cosigner, or buyer of accounts or chattel paper
Secured Party
Under Article 9 of the UCC, any party who owes payment or performance of a secured obligation
Debtor
Any interest in personal property or fixtures that secures payment or performance of an obligation
Security Interest
An agreement that creates or provides for a security interest between the debtor and a secured party
Security Agreement
Under Article 9 of the UCC, the property subject to a security interest
Collateral
A document filed by a secured creditor with the appropriate official to give notice to the public of the creditor’s security interest in collateral belonging to the debtor named in the statement
Financing Statement
Failure to pay a debt when it is due
Default
In a secured transaction, the process by which a secured creditor’s interest “attaches” to the collateral and the creditor’s security interest becomes enforceable
Attachment
The legal process by which secured parties protect themselves against the claims of third parties who may wish to have their debts satisfied out of the same collateral. Usually accomplished by filing a financing statement with the appropriate government official
Perfection
A security interest that arises when a seller or lender extends credit for part of all of the purchase price of goods purchased by a buyer
Purchase-Money Security Interest
One whose debts result primarily from the purchases of goods for personal, family, or household use
Consumer-Debtor
The sale of the nonexempt assets of a debtor and the distribution of the funds received to creditors
Liquidation
The termination of a bankruptcy debtor’s obligation to pay debts
Discharge
The document that is filed with a bankruptcy court to initiate bankruptcy proceedings
Petition in Bankruptcy
In bankruptcy proceedings, the suspension of almost all litigation and other action by creditors against the debtor or the debtor’s property. This is effective the moment the debtor files a petition in bankruptcy
Automatic Stay
An out of court agreement between a debtor and creditors that establishes a payment plan for discharging the debtor’s debts
Workout
