Fundamentals Of Business Law And Ethics

Front 1

Inside Director

Back 1

Person who has the right to manage a company and is also an officer within the company.

Front 2

Outside/Independant Director

Back 2

Person who does not work for the company and plays a lesser role in managing the company.

Front 3

Securities and Exchange commissions

Back 3

Regulates publicly held corporations and requires them to provide shareholders with extensive financial data.

Front 4

Quorum

Back 4

The number of voters that must be present for a meeting to count.

Front 5

Proxy Statement

Back 5

When a public company seeks proxy votes from its shareholders, it must include a proxy statement. This statement contains information about the company, such as a detailed description of management compensation.

Front 6

Annual Report

Back 6

Each year, public companies must send their shareholders an annual report that contains detailed financial data.

Front 7

Record Date

Back 7

The date by which shareholders must own stock to vote on an issue.

Front 8

Strike Suit

Back 8

A lawsuit without merit that defendants sometimes settle simply to avoid the nuisance of litigation.

Front 9

Judicial Restraint

Back 9

The court taking a passive position and requiring parties to agree to whatever obligation they agreed to.

Front 10

Judicial Activism

Back 10

The court will ignore certain provisions or agreements if it feels enforcing them would be unjust.

Front 11

Contract

Back 11

A promise that the law will enforce

Front 12

lassiz-faire

Back 12

Letting things take their own course without intrferring.

Front 13

bilateral contract

Back 13

A contract in which both parties make a promise. For example Actor paid to star in a movie.

Front 14

Unilateral Contract

Back 14

One party makes a promise that the other party can only accept by doing something. For example I will pay you $100 if you mow my yard, and the mower can accept by mowing or not mowing.

Front 15

Express Contract

Back 15

The majority of contracts are this type. They are contracts that which explicitly state exactly what each party should do.

Front 16

Implied Contract

Back 16

The words and conduct of parties that indicate they had an agreement.

Front 17

Executed

Back 17

A contract is executed when all parties fulfill their obligations.

Front 18

Valid contract

Back 18

A contract that satisfies all of the law requirements.

Front 19

Unenforceable Agreement

Back 19

A contract or agreement that is unenforcable because of some rule or law that prevents it from being enforced.

Front 20

voidable contract

Back 20

Occurs when the law permits when party to terminate the contract.

Front 21

Void agreement

Back 21

A contract in which neither party can enforce because the contract is illegal from the start. For example the agent who was not licensed agreeing to represent Domino.

Front 22

Promissory Estoppel

Back 22

The defendant made a promise and the plaintiff relied on it.

Front 23

Quasi-Contract

Back 23

When a court compensates a party who was entitled to compensation when a contract did not exist.

Front 24

UCC Uniform Commercial Code

Back 24

A code written to govern contracts across states.

Front 25

Discharged

Back 25

When a party has no more duties under a contract.

Front 26

Condition

Back 26

An event that must occur before a party becomes obligated under a contract.

Front 27

Condition Precedent

Back 27

The plaintiff has the burden to prove the condition happened. Baseball player needs to hit 50 homeruns.

Front 28

Condition Subsequent

Back 28

The defendant normally has the burden to prove the condition happened. Victims have 60 days to provide insurance an itemized list before receiving a settlement.

Front 29

Strict Performance

Back 29

A party is not generally required to meet strict guidelines unless the contract expressly states the requirements.

Front 30

Substantial Performance

Back 30

When a party is still compensated for not completing all the requirements of a contract. Usually their compensation is deducted based off of missed performance.

Front 31

Personal Satisfaction Contract

Back 31

A contract which has subjectivity and requires one party to be satisfied with the other parties performance.

Front 32

Good Faith

Back 32

A provision that companies must act with honesty and not maliciously try to defraud another party.

Front 33

Breach

Back 33

When one party does not complete their portion of a contract.

Front 34

Material Breach

Back 34

A breach that substantially harms one party.

Front 35

Trivial breach

Back 35

A breach that only is a minor inconvenience to one party.

Front 36

Anticipatory Breach

Back 36

A promise of a party that he or she does not intend to live up to.

Front 37

Commercial Impracticability

Back 37

Some event has happened that would make fulfilling the contract nearly impossible.

Front 38

Frustration of purpose

Back 38

An event has occurred which now means a contract has no value for one party.

Front 39

Remedy

Back 39

A method the court uses to compensate an injured party.

Front 40

Expectation damages

Back 40

The money required to put one party in position they should be in if the other party had not failed.

Front 41

Liquidated damages clause

Back 41

A provision that places in advance the amount one party will receive if the other party breaches.