BUS Laws Flashcards
(52 cards)
Definition of:
Novation:
Release:
Rescission:
Revocation:
Definition of:
Novation: new contract & change parties
Release: discharge a party
Rescission: undoes a contract and restore to original positions
Revocation: withdrawal of an offer
“As is” & “with all fault” will disclaim which ones of following implied warranties?
Title, merchantability, fitness for particular purpose
Title can be disclaimed specifically- “I do not warrant title” or by judicial sale.
For merchantability, u have to state “disclaim merchantability”, “sold as is”, “sold with all faults”
For fitness for particular putpose, u have to “sold as is”, “sold with all faults”
But never use “disclaim any and all warranties”
Firm offer rule– irrevocable even w/o consideration
3 rules
Seller- must be merchant
Offer- must be in Writing and signed
Offer - must give assurances to open offer for a certain time (if no stated, Max 3 mths)
Winning a law suit under strict liability. What I need to focus?
The product was defective, dangerous, you are the merchant and it cause my injury.
Express warranty:
Any affirmation of FACT or promise from the seller to buyer(oral or written) that become part of the basis of bargain creates Express Warranty.
The Status of Frauds requires contracts sales of goods to be in Writing if they exceed $500 (myleGs). But there are 4 exceptions: SWAP
Specially manufactured goods
Written confirmation btw MERCHANTS
Admitted
Performed and accepted
Status of Frauds – six contracts requiring a Writing: MYLEGS
Marriage-
Year - can’t be performed within 1 yr
Land-
Executor - pay estate debs out of personal funds
Goods for $500 or more
Surety – to pay debt of another
Oral guarantee legal?
No. And not forceable without writing
Check/notes/cd/drafts which of these are 3p which are 2p
Only draft is 3p. (Order to pay). The rest of are 2p.
Check/notes/cd/drafts which of these are required of the magic word “pay to the order” or “to the order of bearer”, which are not required.
Only check is not required the magic word. Can simply say “pay james li”. It will be fine.
Check/notes/cd/drafts which of these are requires a specific time?
Except check is payable on dement only. The rest of required specific time.
What Real defenses are available against a holder in due course?
Forgery, fraud execution Altered, adjudicated insane Infant, illegal Discharge, duress Surety,statute
PMSI in consumer goods – when perfected?
GR - perfected as the attached date
Exception-2nd hand/garage sale rule.
You need to file to be perfected.
PMSI in non-inventory (equipment) - perfection rule
GR: PMSI in non-inventory (equipment) - has priority over all other security interests if u file perfection within 20 days.
Consumer who purchases goods in ordinary course of business – perfection needed?
No perfection needed. And the purchasers will own the consumer goods FREE of perfected security interests = other creditors has can’t get a hand on the consumer good
Definition of the following rights of surety
Exoneration:
Contribution:
Subrogation:
Reimbursement:
Exoneration: The only one here is prior to payment. Get a Court order demanding that the debtor pay.
Contribution: after payment. Right of co-surety only. To demand a pro-rata payment from other co-sureties
Subrogation: after payment. Surety 變債主
Reimbursement: recover from the debtor payments to creditor.
Composition of creditors:
Composition of creditors: is agreement btw a debtor and at least 2 creditors that the creditors will take less than full payment to discharge their debts.
For Bankruptcy:
Non-dischargeable debts includes ?
Willful and malicious injury Alimony Fraud Taxes Educational loans Debts undisclosed in the bankruptcy
Priority of Distribution of priority claims:
Secured interest
SAG WEG CTI
Filed in timely fashion
Not filed in timely fashion
Support spouse and child
Administrative expense
Gap claims
Wage
Employee benefits
Grain farmers and fishermen
Consumer deposits
Tax claims
Injury claim
Not every sale of securities is covered by1933 Act, there are Exemptions:
Securities of BRINGS:
Banks Railroads securities Insurance policies (not stock and bond) Non profit Government Short-term commercial paper 9mth
Any time you want to sue for FRAUD, what do you look for?
MAIDS:
Material fact Actual and justifiable reliance Inducement Damage Scienter (故意)
Crop. Under Security exchange act of 1934 must file:
10k, 10q, 8k
5% owner inf
TIP:
Tender offers
Insiders
Proxy solicitation
What is a tombstone ad?
It is used before a registration statement is effective. Included inf such as nature of securities, price, who is selling it and the availability of a prospectus.
Wages and employee benefits earned within how many days are qualified for priority claim?
180 days