Assignment: Contract Formation -What are the required elements of a contract? Why do you suppose these elements are required? Post your response.
Background: The two fundamental concepts considered the twin cornerstones of business relationships are contract and tort. Although both involve the concept of duty, creation of the duty differs in a manner that is important to business. The parties create contract duties through a bargaining process. The key element in the process is control; individuals are in control of a situation because they have the freedom to decide whether to enter into a contractual relationship.Tort duties, in contrast, are obligations the law imposes. Despite the obvious difficulty in controlling tort liability, an understanding of tort theory is important because it is a critical factor in strategic planning and risk management.
Assignment: Warranties -1. What are the two main types of warranties and the important subtypes? Are warranties a necessary device in our modern society? Post your response.
Assignment: Duties between Agent and Principal -Judge Learned Hand, a famous early-twentieth-century jurist (1872–1961), said, “The fiduciary duty is not the ordinary morals of the marketplace.”
Question: How does the fiduciary duty differ from “the ordinary morals of the marketplace”? Why does the law impose a fiduciary duty on the agent? Post your response.
Liability of Principal and Agent; Termination of Agency
After reading this chapter, you should understand the following:
1. The principal’s liability in contract
2. The principal’s liability in tort
3. The principal’s criminal liability
4. The agent’s personal liability in tort and contract
5. How agency relationships are terminated
Assignment: Principal’s Contract Liability - 1.Could express authority be established by silence on the part of the principal?
2. Why is the concept of implied authority very important in business situations? Post your response.
In Chapter 14 "Relationships between Principal and Agent" we considered the relationships between agent and principal. Now we turn to relationships between third parties and the principal or agent. When the agent makes a contract for his principal or commits a tort in the course of his work, is the principal liable? What is the responsibility of the agent for torts committed and contracts entered into on behalf of his principal? How may the relationship be terminated so that the principal or agent will no longer have responsibility toward or liability for the acts of the other? These are the questions addressed in this chapter.
Assignment: What Is Ethics?Think of a person who did something morally wrong, at least to your way of thinking. What was it? Explain to a classmate—why you think it was wrong. What is the basic principle that forms the basis for your judgment that it was wrong? Post your response.
Background: Few subjects are more contentious or important as the role of business in society, particularly, whether corporations have social responsibilities that are distinct from maximizing shareholder value. While the phrase “business ethics” is not oxymoronic (i.e., a contradiction in terms), there is plenty of evidence that businesspeople and firms seek to look out primarily for themselves. However, business organizations ignore the ethical and social expectations of consumers, employees, the media, nongovernment organizations (NGOs), government officials, and socially responsible investors at their peril. Legal compliance alone no longer serves the long-term interests of many companies, who find that sustainable profitability requires thinking about people and the planet as well as profits.
This chapter has a fairly modest aim: to introduce potential businesspeople to the differences between legal compliance and ethical excellence by reviewing some of the philosophical perspectives that apply to business, businesspeople, and the role of business organizations in society.
Assignment: Introduction to Partnerships -Why or why aren't Partnerships an important part of the development of small business in the United States? Post your response.
Assignment: Partnership Responsibility and Liability -What is the “fiduciary duty,” and why is it imposed on some partners’ actions with the partnership? What is the partnership’s liability for contracts entered into by its partners? Post your response.
Assignment: Limited Partnerships - 1.Why does the fact that the limited liability company provides limited liability for some of its members mean that a state certificate must be filed? 2. What liability has the general partner? The limited partner? Post your response.
Overview: This chapter provides a bridge between the partnership and the corporate form. It explores several types of associations that are hybrid forms—that is, they share some aspects of partnerships and some of corporations. Corporations afford the inestimable benefit of limited liability, partnerships the inestimable benefit of limited taxation. Businesspeople always seek to limit their risk and their taxation.
At core, whether to allow businesspeople and investors to grasp the holy grail of limited liability is a political issue. When we say a person is “irresponsible,” it means he (or she, or it) does not take responsibility for his harmful actions; the loss is borne by others. Politically speaking, there is an incentive to allow businesspeople insulation from liability: it encourages them to take risks and invest, thus stimulating economic activity and forestalling unemployment. So the political trade-off with allowing various inventive forms of business organization is between providing business actors with the security that they will lose only their calculable investment, thus stimulating the economy, versus the “moral hazard” of allowing them to emerge mostly unscathed from their own harmful or foolish activities, thus externalizing resulting losses upon others. Some people feel that during the run-up to the “Great Recession” of 2007–09, the economic system allowed too much risk taking. When the risky investments collapsed, though, instead of forcing the risk takers to suffer loss, the government intervened—it “bailed them out,” as they say, putting the consequences of the failed risks on the taxpayer.
The risk-averseness and inventiveness of businesspeople is seemingly unlimited, as is investors’ urge to make profits through others’ efforts with as little risk as possible. The rationale for the invention of these hybrid business forms, then, is (1) risk reduction and (2) tax reduction. Here we take up the most common hybrid types first: limited partnerships and limited liability companies. Then we cover them in the approximate chronological order of their invention: sub-S corporations, limited liability partnerships, and limited liability limited partnerships. All these forms are entities.
Assignment: The corporate veil: The Corporation as a Legal Entity -Do you think that corporations should have rights similar to those of natural persons? Should any of these rights be curtailed? Post your response.
Assignment: Powers of a Corporation -What is an ultra vires act? Research on the internet – the case: Cross v. The Midtown Club – and explain how this case affects your understanding of the ultra vires doctrine. Post your response.
Chapter 26 - Antitrust Law
Assignment: Antitrust Laws in the United States -Consider whether the US government should break up the biggest US banks. Why or why not? If the United States does so, and other nations have very large government banks, or have very large private banks, can US banks remain competitive? Post your response.
This chapter will describe the history and current status of federal laws to safeguard the US market from anticompetitive practices, especially those of very large companies that may have a monopoly. Companies that have a monopoly in any market segment have the potential to exercise monopoly power in ways that are harmful to consumers and competitors. Economic theory assures us that for the most part, competition is good: that sound markets will offer buyers lots of choices and good information about products and services being sold and will present few barriers to entry for buyers and sellers. By encouraging more, rather than fewer, competitors in a given segment of the market, US antitrust law attempts to preserve consumer choice and to limit barriers to entry, yet it does allow some businesses to achieve considerable size and market share on the belief that size can create efficiencies and pass along the benefits to consumers.
Assignment: The Federal Trade Commission: Powers and Law Governing Deceptive Acts
Go to the FTC website and look at its most recent annual report. Find a description of a loan modification scam. Ask yourself whether leaving it up to individual consumers to sue the scammers, using common law, would create greater good for society. Post your response.
Assignment: Entering Into A Credit Transaction -Describe what the Fair Credit Reporting Act is and what its impact is for the consumer in general? Post your response.
Overview: This chapter and the two that follow are devoted to debtor-creditor relations. In this chapter, we focus on the consumer credit transaction.Chapter 11 "Secured Transactions and Suretyship" andChapter 12 "Mortgages and Nonconsensual Liens" explore different types of security that a creditor might require.
The amount of consumer debt, or household debt, owed by Americans to mortgage lenders, stores, automobile dealers, and other merchants who sell on credit is difficult to ascertain. One reads that the average household credit carddebt (not including mortgages, auto loans, and student loans) in 2009 was almost $16,000.  Or maybe it was $10,000.  Or maybe it was $7,300. But probably focusing on the average household debt is not very helpful: 55 percent of households have no credit card debt at all, and the median debt is $1,900. 
In 2007, the total household debt owed by Americans was $13.3 trillion, according to the Federal Reserve Board. That is really an incomprehensible number: suffice it to say, then, that the availability of credit is an important factor in the US economy, and not surprisingly, a number of statutes have been enacted over the years to protect consumers both before and after signing credit agreements.
The statutes tend to fall within three broad categories. First, several statutes are especially important when a consumer enters into a credit transaction. These include laws that regulate credit costs, the credit application, and the applicant’s right to check a credit record. Second, after a consumer has contracted for credit, certain statutes give a consumer the right to cancel the contract and correct billing mistakes. Third, if the consumer fails to pay a debt, the creditor has several traditional debt collection remedies that today are tightly regulated by the government.
 Ben Woolsey and Matt Schulz, Credit Card Statistics, Industry Statistics, Debt Statistics,August 24, 2010,http://www.creditcards.com/credit-card-news/credit-card-industry-facts-personal-debt-statistics-1276.php. This is “calculated by dividing the total revolving debt in the U.S. ($852.6 billion as of March 2010 data, as listed in the Federal Reserve’s May 2010 report on consumer credit) by the estimated number of households carrying credit card debt (54 million).”
 Deborah Fowles, “Your Monthly Credit Card Minimum Payments May Double,” About.com Financial Planning,http://financialplan.about.com/od/creditcarddebt/a/CCMinimums.htm.
 Index Credit Cards, Credit Card Debt, February 9, 2010,http://www.indexcreditcards.com/creditcarddebt.
 Liz Pulliam Weston, “The Big Lie about Credit Card Debt,” MSN Money, July 30, 2007,http://articles.moneycentral.msn.com/Banking/CreditCardSmarts/TheBigLieAboutCreditCardDebt.aspx.
Assignment: Priorities -What is the general rule regarding priorities for the right to repossess goods encumbered by a security interest when there are competing creditors clamoring for that right? Does this make sense to you? Post your response.
Assignment: Uses, History, and Creation of Mortgages -What role did the right of redemption play in courts of equity changing the substance of a mortgage from an actual transfer of title to the mortgagee to a mere lien on the property? Post your response.
The various ways in which environmental laws affect the ownership and use of real property
Assignment: Estates -Identify the types of estates being discussed in the following situations:
a. Lady Gaga grants her five-thousand-acre ranch “to my screen idol, Tilda Swinton.”
b. Mr. Warbucks conveys a tract of land “to Miss Florence Nightingale, for the purpose of operating her hospital and for no other purpose. Conveyance to be good as long as hospital remains on the property.”
Post your response.
Overview: Real property is an important part of corporate as well as individual wealth. As a consequence, the role of the corporate real estate manager has become critically important within the corporation. The real estate manager must be aware not only of the value of land for purchase and sale but also of proper lease negotiation, tax policies and assessments, zoning and land development, and environmental laws.
In this chapter we focus on regulation of land use and the environment. We divide our discussion of the nature of real estate into three major categories: (1) estates; (2) rights that are incidental to the possession and ownership of land—for example, the right to air, water, and minerals; and (3) easements—the rights in lands of others.
Introduction to Property: Personal Property and Fixtures
Assignment: The General Nature of Personal Property -Harriet finds a wallet in the college library, among the stacks of books. The wallet has $140 in it, but no credit cards or identification. The library has a lost and found at the circulation desk, and the people at the circulation desk are honest and reliable. The wallet itself is unique enough to be identified by its owner. (a) Who owns the wallet and its contents? (b) As a matter of ethics, should Harriet keep the money if the wallet is “legally” hers? Post your response.
In this chapter, we examine the general nature of property rights and the law relating to personal property—with special emphasis on acquisition and fixtures.
In Chapter 28 "The Nature and Regulation of Real Estate and the Environment" through Chapter 32 "Landlord and Tenant Law", we focus on real property, including its nature and regulation, its acquisition by purchase (and some other methods), and its acquisition by lease (landlord and tenant law).
The Transfer of Real Estate by Sale
Assignment: Brokers, Contracts, Proof of Title, and Closing -Kitty Korniotis is a licensed real estate broker. Barney Woodard and his wife, Carol, sign an exclusive agency listing with Kitty to sell their house on Woodvale Avenue. At a social gathering, Carol mentions to a friend, Helen Nearing, that the house on Woodvale is for sale. The next day, Helen drives by the property and calls the number on Kitty’s sign. Helen and Scott Nearing sign a contract to buy the house from the Woodards. Is Kitty entitled to the commission? Post your response.
Overview: This chapter follows the steps taken when real estate is transferred by sale.
1. The buyer selects a form of ownership.
2. The buyer searches for the real estate to be purchased. In doing so, the buyer will usually deal with real estate brokers.
3. After a parcel is selected, the seller and buyer will negotiate and sign a sales agreement.
4. The seller will normally be required to provide proof of title.
5. The buyer will acquire property insurance.
6. The buyer will arrange financing.
7. The sale and purchase will be completed at a closing.
During this process, the buyer and seller enter into a series of contracts with each other and with third parties such as brokers, lenders, and insurance companies. In this chapter, we focus on the unique features of these contracts, with the exception of mortgages (Chapter 12 "Mortgages and Nonconsensual Liens") and property insurance. We conclude by briefly examining adverse possession—a method of acquiring property for free.
Assignment: Types and Creation of Leasehold Estates
1. What is the difference between a periodic tenancy and a tenancy at will?
2. What are the essential terms that must be in a written lease?
Post your response.
|Due By (Pacific Time)||07/23/2015 12:00 am|
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