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'What is the definition of a issue? An agreement between 2 or more than(prenominal) parties for the doing or non doing of something specified. Describe the various types of blesss. 1) bilateral and Unilateral 2) Express and Implied 3) Executory and Executed What elements does a adopt need to be enforceable? 1) Agreement 2) integrity 3) Con berthration 4) Capacity What elements would constitute a poke of a remove? 1) natural give 2) tike breach 3) Anticipatory breach 4) Mutual rescission 5) Accord/Satisf routineion What is a bilateral covenant? both(prenominal) parties stain a promise. What is a slanted contract?One caller make a promise that the former(a) ships comp each offer let in only by doing something. ex. Ill give you $10 to haymow my impartialityn. If not mowed no $10. What is an render contract? dickens parties state all important terms of their agreement. ex. Where, when, how much, spoken or written. What is an implied contract? Words and conduct o f the parties tell that they intended an agreement. What is an executory contract? When wiz or more parties bedevil not fulfilled its obligations. What is an executed contract? When all parties hand fulfilled their obligations? If there is a breech of contact, what remedies ar operable?Injuction †An order forcing mortal to do something or refrain from doing something. Expectation redress / Restitution †$ required to put on party in the position she would have been had the other look performed the contract. Specific Performance †In cases of r be dimension court ordered to complete the deal. Reformation †coquet will rewrite contract. Describe types of acceptable performace of a contract. Strict Performance Substantial Performance What ar the Sherman and Clayton Antitrust numerals? Sherman represent of 1890 †premier(prenominal) national fair play to regulate competition.Clayton stand for of 1914 clarified the Sherman typify. What ar the samara preparednesss of the Sherman and Clayton Antitrust spiels? *Prohibits all agreements that will â€Å" adjudge trade” (Sherman) *Bans â€Å"monopolies” (Sherman) *Prohibits anticompetitive mergers (Clayton) *Tying arrangements (Clayton) *Exclusive dealings (Clayton) *Bans equipment casualty inconsistency †illegal to charge variant prices to dispa rove purchasers. (Robinson-Pattman move 1936 an amendment to Clayton -) Describe the variety of aggressive furrow motions that are illegal and misdemeanors of antitrust regulations.Monopolization -possessing a monopoly is not illegal; using bad acts to acquire or maintain one is. Predatory Pricing †ponderous prices below cost to drive competitors out. Tying Arrangements †exchange products on the condition the buyer purchases a different (or tied) product. Contolling distri butors or retailers (Retail price maintenance) How is consumer credit regulated? finished the Truth in Lending ferment What j udicature regulations apply to consumer product safety? *Federal food, drug, cosmetic act *Food quality aegis act What is the role of the Environmental Protection come onncy? observe and protect the air, water and land polution. . . What requirements were specified by the Federal Trade way routine of 1914? dirty or deceptive acts or readings. What is the point at which a legal agreement is said to have occured? intend to contract List the types of breech of contracts. Material pl downstairs Minor Breach Anticipatory Breach Mutual Rescission Accord/Satisfaction What is an express warranty? Seller farms with words or actions that goods see to it original standards. Created three ways: Affirmation of a fact or promise, Description of the goods, or precedent or model. What is an implied warranty?Created by UCC code itself, not by an act or statement of the seller. What is a disclaimer? A statement that a grouchy warranty does not apply. What are the limitations on remedies f or breach of warranty and product liability? Limitation of restitution Clause †Parties may limit or blockade normal remedies permitted. What is neglectfulness? Sellers conduct unreasonable. Violation of a standard of care set by statute. How does negligence apply to a manufacturer? Negligent protrude Negligent Manufacturing Failure to Warn What are the types of warranties? Implied, Express, Implied endorsement of Fitness, Warranty of Merchantiability.What is strict liability? A tort doctrine holding to a very in high spirits standard all those who eng board in ultrahazardous activities. (ie explosives) OR who manufacture certain products. What are the defenses available to an action for negligence? Contributory Negligence †If the plantiff is even reasonably negligent she recovers nothing. Comparative Negligence †Plantiff may generally recover even if she was partially liable. What are the defenses available or an action for strict liability? none †a def endant engaging in an ultrahazardous act is virtually always liable for any injure that results.List the remedies available. Compensatory indemnification †flow directly from contract. Consequential restitution †result from the unique circumstances of the occurrence wound party. (Recoverable only if breaching party should have foreseen them). Incidental Damages †Minor costs an injured party incurs responding to a breach. What are the basic provisions of the Sarbanes †Oxley morsel? *Created a public company accounting oversight card *Revising auditor independence rules *Revising integrated governance standards *Increasing criminal penalties for violations What are the rights of the partingowners? rightfield to entropyrmation †including minute book, accounting records, and shareholder lists. * right hand to vote *Right to Dissent *Right to protection from other shareholders. What recourse do sharholders have against corporations if shareholder righ ts are violated? Derivative Lawsuits †Shareholders sue corporation, but damages go to corporation. *Direct lawsuits *Class achieve What are the key provisions of the Securities Act of 1933? onwards offering or selling securities, the issuer must file the securities with the SEC, unless the securities qualify for an exemption. What are the disclosure requirements of the Securities Act of 1933? sign detailed information statement when the company first registers. How did Sarbanes †Oxley change the disclosure requirements of the Securities Act of 1933? Added to the 1934 Securities Act by requiring CEO and CFO to certify that: *The information in the quarterly and annual reports are true. *The company has sound internal tempers. *The officers have informed the companys audit charge and it auditors of any concerns that they have about the internal control system. What year did the Sarbanes †Oxley Act pass? 2002 How would you define care ethics? The issue of how peo ple ought to act.What is involved in developing an ethical culture in an boldness? Managers setting the example and training. What year was the sluttish advertise Act passed? 1963 What year was the houseclean irrigate Act passed? 1977 What are the alternative dispute resolution techniques? * arbitration †3rd neutral party hears both sides and makes a binding decision, possible award, no discovery, no home action, no pulic info of outcome. *Mediation †Neutral party coaxed deuce disputing parties toward volunatry settlement. No decision do by mediator. *Negotiation †List the types of courts. State Courts = exertion CourtsFederal Courts = Trial Courts and Specialty courts (bankruptcy, tax, etc) Appelate Courts = Describe the National prod relations Act of 1935. Also known as Wagner Act. 1) Created NLR placard to enforce labor laws. 2) Prohibits employers from penalizing naturalizeers who engage in wedding activity. 3) Requires employers to bargain â€Å"in g ood faith” with coalescencys. Descirbe what COBRA is, and when was it passed? consolidate Omnibus Budget Reconciliation Act passed in 1985. Statute provides that motive employees be allowed to continue wellness insurance for 18 months after leaving their job.Describe what the c deadeninging Labor Standards Act is and when it passed? Regulates wages and limits child labor. Passed in 1938. 1. 5 time paid for overtime. Children under 14 may only work in farming(a) and entertainment. 14-15 limited hours after school. 16-17 unlimited hours in non-hazardous. Descirbe what constitutes illicit discharge under the law. Wrongful discharge prohibits an employer from shoot a worker for a bad reason. They hap into three categories. 1) public policy †prohibits employer from firing person for a reason that violates basic social rights, duties, and responsibilities. ) contract law-written or oral promises made during the hiring process can be enforceable. Employee handbook creat es a contract. 3) tort law †defamation; giving a false or unfavorable reference about a former employee, or â€Å"Intentional Infliction of Emotion harm †employers who condone cruel treatment of their employees face liability under tort of intentional infliction of frantic distress. Explain the responsibilities of OSHA. Holds employers to a workplace â€Å" apologize from recognise hazards that are causing or likely to ground death or serious injury to employees.Inspects workplaces to go out that they are safe. Describe the main points of the Americans with Disabilites Act of 1990. The adenosine deaminase prohibits employers from discriminating on the basis of disability as long as she can, with reasonable accomodation, perform the requisite functions of the job. An accomodation is not reasonable if it would create undue harm on the employer. What is liquidated damages clause? A provision in the contract that declares in advance what one party will receive if the other side breaches. What is needful to prove negligence? Duty of due Care Breach (defendant breached duty)Factual Cause Forseeable Harm injury What does the Family and Medical Leave Act indorsement? Both men and women up to 12 weeks unpaid forget each year for childbirth, adoption, or medical emergencies for themselves or a family member. When was Social Security instituted and what does it do? Passed during the huge Depression in 1935. Benefits to workers who are retired, disabled, or temporarilly idle and to spouses and children of disabled or deceased workers. What is the FUTA? Federal Unemployment levy Act and is part of the Social Security system. What is the partake Pay Act and when was it instituted?An employee may not be paid at a lesser rate than an employee of the opposite sex for equal work. Passed in 1963. What is patronage septenary and what does it prohibit? Passed in 1964. It prohibits employers from discriminating on the basis of race, color, religion, sex , or national origin. More specifically, 1) secernment in the workplace 2) versed harassment 3) discrimination because of pregnancy. What does sexual harassment entail? unwelcome sexual advances, requests for sexual favors, and other verbal or natural conduct of a sexual nature with deuce major categories. 1) Quid pro quo (this for that) 2) Hostile work environmentWhat is the EEOC? Equal Employment Opportunity Commission is a federal agency to oversee Title VII cases. They may sue or issue a â€Å"Right to Sue” letter. They also oversee age discrimination cases. What are the remedies to Title VII violations? Hiring, reinstatement, ex post facto seniority, back pay, reasonable attorneys fees and damages up to $300,000. What does the Age Discrimination Act prohibit? When was it passed? Prohibits ago discrimination against employees or job applicants who are 40 old age or older. Cannot fire, pooh-pooh to hire, fail to promote or force to employee to retire. Passed in 1967. What is the Norris-LaGuardia Act? declared that federal courts could not issue an injuction for non-violent labor disputes. What rights does character 7 of the National Labor dealings Act (NLRA) guarantee? the right to organize and join pairings, bargain jointly through representatives of their own choosing, and egage in other conjunctive efforts. What does Section 8 of the NLRA guarantee against? Unfair Labor Practices †the employer cannot: * intervene with union organizing efforts. *dominate or interfere with any union. *discriminate against any union member. *refuse to bargain collectively with any union.What are the two main functions of the NLRA Board appointed by the chairman? *Representation †the board decided whether a particular union is entitled to represent a congregation of employees. *Unfair Labor Practices †adjudicates claim by both the employer or workers the the other side has committed a ULP. What is the Taft-Hartley Act? Also called the Labor Management Relations Act. A statue that ammended section 8 of the NLRA to outlaw certain ULP by unions. *interfer with employees who are exercising their right under 7. * to encourage an employer to discriminate against a particular employee because of a union dispute. refuse to bargain collectively. * to engage in an illegal strike or boycott, especially substitute(prenominal) boycotts. (secondary boycott is picketting innocent companies to coherce them to stop doing product line with an employer) What is the Landrum-Griffin Act? Also called the Labor-Management Reporting and Disclosure Act (LMRDA) requires union leadership to make certain financial disclosures and guarantees free speech and fair elections within a union. What does Section 9 of the NLRA offer? Exclusivity †a valid accepted union is the EXCLUSIVE representative of the employees. What steps are needed to organize a union? go †rally employees to form a union. Authorization cards †signed card by empl oyee giving union exclusity. Recognition †union asks employer to recognize it as the negotiate unit. Petition †union petitions NLRB for an election if 30% of workers are unified. Election †NLRB supervises election. What is a CBA? Collective Bargaining Agreement. What is UPA analogous Partnership Act passed 1914. At what point is a quislingship formed? The association of two or more person to carry on as co-owners a business for profit forms a fusion, whether or not the persons intend to form a partnership.What factors create â€Å"co-owners of a business for profit”? *Must share profits *Share in management of business *(optional) Share in losses *(optional) referring to yourselves as partners * kind business are not partnerships When does Partnership by Estoppel apply? *they allow others to call them partners * a threesome party relies on assertion * a deuce-ace party suffers harm What agency does a â€Å"partner” in a partnership hold? * factual authority †authorized acts * Implied authority †act resonably necessary *Apparent authority †unauthorized acts Which partner is responsible for paying the debt of the partnership?ALL †all partners are PERSONALLY liable for all debts of the partnership. (Yes, that means the rest home is at risk. ) What is the liability of an incoming partner? A partner is personally liable only for obligations the partnership incurred while he was a partner. His liability for debts incurred in front he became a partner is limited to his investment in the partnership. What are the two categories antitrust is split up into? per se †violations are automatic (no on was cut is not a defense criminal and polite damages) rule of reason †only if anticompetitive impactName the three types of potentially illegal cooperative business strategies. Horizontal Agreements among competitors. (Levis and Wranglers) vertical Agreements between participates of different stages of prod uction (Levis and Macys) Mergers and Joint Ventures among competitors. What is food market division? An effort by a meeting of competitors to divide it market is a per se violation of the Sherman Act. What is the FTC? Federal Trade Commission created in 1915. What options does the FTC have to enforce the law? Voluntary Compliance administrative Hearing and Appeals PenaltiesWhat bargains practices does the FTC oversee? Bait & teddy Mail/Phone Order Merchandise telecommerce Unordered Merchandise Door to Door gross sales Consumer Credit What is the â€Å"Truth in Lending Act”? Requires lenders to disclose the terms of the add in an perceivable and complete manner. Truth in Lending Act (TILA) applies only if . . . *It is a consumer loan *The loan has a finance charge or will be paid in more than four installments. *The loan is for less than $25,000, or to secure a owe on real estate *The loan is made by someone in the business of offering credit What is the Magnuso n-Moss Warranty Act?The act requires any supplier that offers a written warranty on a consumer product that cost more than $15 to disclose the terms of the warranty in simple, understandable language before the sale. What does the Consumer Product Safety Act of 1972 protect? Created to prevent injuries from consumer products. Instituted the Consumer Product Safety Commission to evaluate consumer products and develop safety standards. The FTC deems a practice unfair if it meets three tests. What are these tests? 1) It causes substantial consumer injury. 2) The harm of the injury outweights any countervailing benefit. ) The consumer could not reasonably nullify the injury. What is the EPA? What is the EPAs primary function? Evironmental Protection Agency. Created in 1970. When congress passes a new environmental law, the EPA issues regulations to implement it. What is the unmortgaged aura Act? When was it passed? The alter Air Act of 1970 has four provisions: 1) Primary Standards (National Ambient Air property Standards, NAAQS) †pollution that harms public health. 2) Secondary Standards †pollution that may not threaten health however has unpleasant effects, low visibility, harmful to plants or other materials. ) State Implimentation Plans (SIPs) States offered plans for bringing areas into compliance within a reasonable amount of time. 4) Citizen Suits †citizens can file against a polluter or the EPA for failing to enforce statute. What is the Clean water Act? When was it passed? Passed in 1972 with two goals: 1) to make all passable water suitable for smooth and fishing by 1983 2) to eliminate the discharge of pollutants into navigable waters by 1985. What does the Safe Drinking Water Act require? When was it passed? Passed 1974. Requires: 1) EPA to set national standards ) enforcement leftfield to states with provisions for EPA to enforce if needed. 3) Prohibits use of lead in any water pipes. 4) Requires community water systems to level annual water report to every customer. What two statutes regulate harry? The Resource Conservation and convalescence Act (RCRA) †regulates the production and disposal of solid waste. The large Environmental Response, Compensation, and Liability Act (CERCLA or Superfund) †focuses on cleaning up existing hazardous waste sites. What does EPA oversee? Air Water Waste Chemicals †share with other agencies (FDA, OSHA, and NRC)Natural Resources What act was passed to regulate the air? Clean Air Act What acts were passed to regulate water? *Clean Water Act *Safe Drinking Water Act *Ocean Dumping Act * oil colour Pollution Act What acts were passed to regulate chemicals? *Federal Insecticide, Fungicide, and Rodenticide Act *Federal Food, Drug, Cosmetic Act *Food Quality Protection Act *Toxic Substances Control Act What acts were passed to regulate natural resources? *National Environmental indemnity Act *Endangered Species Act What are commonalty types of antitrust violations? Cooperative Strategies Aggressive Strategies Define ethics. The study and philosophy of human conduct, with an emphasis on find right and wrong. *Moral philosophy *The principles, values, and standards that guide demeanour in the world of business. What are the changes made to the 1933 Securities Act in 1934? *still must file sign info statement (like 1933) *Annual reports with audited financials, analysis of companys performance, info about officers and directors. *Unaudited quarterly reports *Report any world-shaking developments, bankruptcy, change in control, purchase or sale of significant assets, resignation of a director as a result of policy dispute, change in auditing firms.\r\n'