Business Law and the Legal Environment
v. 1.0
Table of Contents
Licensing Information
Preface
Chapter 1: Introduction to Law and Legal Systems
Chapter Introduction
What Is Law?
Schools of Legal Thought
Basic Concepts and Categories of US Positive Law
Sources of Law and Their Priority
Legal and Political Systems of the World
A Sample Case
Summary and Exercises
Chapter 2: Corporate Social Responsibility and Business Ethics
Chapter Introduction
What Is Ethics?
Major Ethical Perspectives
An Ethical Decision Model
Corporations and Corporate Governance
Summary and Exercises
Chapter 3: Courts and the Legal Process
Chapter Introduction
The Relationship between State and Federal Court Systems in the United States
The Problem of Jurisdiction
Motions and Discovery
The Pretrial and Trial Phase
Judgment, Appeal, and Execution
When Can Someone Bring a Lawsuit?
Relations with Lawyers
Alternative Means of Resolving Disputes
Cases
Chapter 4: Constitutional Law and US Commerce
Chapter Introduction
Basic Aspects of the US Constitution
The Commerce Clause
Dormant Commerce Clause
Preemption: The Supremacy Clause
Business and the Bill of Rights
Cases
Summary and Exercises
Chapter 5: Administrative Law
Chapter Introduction
Administrative Agencies: Their Structure and Powers
Controlling Administrative Agencies
The Administrative Procedure Act
Administrative Burdens on Business Operations
The Scope of Judicial Review
Cases
Summary and Exercises
Chapter 6: Criminal Law
Chapter Introduction
The Nature of Criminal Law
Types of Crimes
The Nature of a Criminal Act
Responsibility
Procedure
Constitutional Rights of the Accused
Cases
Summary and Exercises
Chapter 7: Introduction to Tort Law
Chapter Introduction
Purpose of Tort Laws
Intentional Torts
Negligence
Strict Liability
Cases
Summary and Exercises
Chapter 8: Introduction to Contract Law
Chapter Introduction
General Perspectives on Contracts
Sources of Contract Law
Basic Taxonomy of Contracts
Cases
Summary and Exercises
Chapter 9: The Agreement
Chapter Introduction
The Agreement in General
The Offer
The Acceptance
Cases
Summary and Exercises
Chapter 10: Real Assent
Chapter Introduction
Duress and Undue Influence
Misrepresentation
Mistake
Capacity
Cases
Summary and Exercises
Chapter 11: Consideration
Chapter Introduction
General Perspectives on Consideration
Legal Sufficiency
Promises Enforceable without Consideration
Cases
Summary and Exercises
Chapter 12: Legality
Chapter Introduction
General Perspectives on Illegality
Agreements in Violation of Statute
Bargains Made Illegal by Common Law
Effect of Illegality and Exceptions
Cases
Summary and Exercises
Chapter 13: Form and Meaning
Chapter Introduction
The Statute of Frauds
The Parol Evidence Rule
Interpretation of Agreements: Practicalities versus Legalities
Cases
Summary and Exercises
Chapter 14: Third-Party Rights
Chapter Introduction
Assignment of Contract Rights
Delegation of Duties
Third-Party Beneficiaries
Cases
Summary and Exercises
Chapter 15: Discharge of Obligations
Chapter Introduction
Discharge of Contract Duties
Cases
Summary and Exercises
Chapter 16: Remedies
Chapter Introduction
Theory of Contract Remedies
Promisee’s Interests Protected by Contract
Legal Remedies: Damages
Equitable Remedies
Limitations on Contract Remedies
Cases
Summary and Exercises
Chapter 17: Introduction to Sales and Leases
Chapter Introduction
Commercial Transactions: the Uniform Commercial Code
Introduction to Sales and Lease Law, and the Convention on Contracts for the International Sale of Goods
Sales Law Compared with Common-Law Contracts and the CISG
General Obligations under UCC Article 2
Cases
Summary and Exercises
Chapter 18: Title and Risk of Loss
Chapter Introduction
Transfer of Title
Title from Nonowners
Risk of Loss
Cases
Summary and Exercises
Chapter 19: Performance and Remedies
Chapter Introduction
Performance by the Seller
Performance by Buyer
Remedies
Excuses for Nonperformance
Cases
Summary and Exercises
Chapter 20: Products Liability
Chapter Introduction
Introduction: Why Products-Liability Law Is Important
Warranties
Negligence
Strict Liability in Tort
Tort Reform
Cases
Summary and Exercises
Chapter 21: Bailments and the Storage, Shipment, and Leasing of Goods
Chapter Introduction
Introduction to Bailment Law
Liability of the Parties to a Bailment
The Storage and Shipping of Goods
Negotiation and Transfer of Documents of Title (or Commodity Paper)
Cases
Summary and Exercises
Chapter 22: Nature and Form of Commercial Paper
Chapter Introduction
Introduction to Commercial Paper
Scope of Article 3 and Types of Commercial Paper and Parties
Requirements for Negotiability
Cases
Summary and Exercises
Chapter 23: Negotiation of Commercial Paper
Chapter Introduction
Transfer and Negotiation of Commercial Paper
Indorsements
Problems and Issues in Negotiation
Cases
Summary and Exercises
Chapter 24: Holder in Due Course and Defenses
Chapter Introduction
Holder in Due Course
Defenses and Role in Consumer Transactions
Cases
Summary and Exercises
Chapter 25: Liability and Discharge
Chapter Introduction
Liability Imposed by Signature: Agents, Authorized and Unauthorized
Contract Liability of Parties
Warranty Liability of Parties
Discharge
Cases
Summary and Exercises
Chapter 26: Legal Aspects of Banking
Chapter Introduction
Banks and Their Customers
Electronic Funds Transfers
Wholesale Transactions and Letters of Credit
Cases
Summary and Exercises
Chapter 27: Consumer Credit Transactions
Chapter Introduction
Entering into a Credit Transaction
Consumer Protection Laws and Debt Collection Practices
Cases
Summary and Exercises
Chapter 28: Secured Transactions and Suretyship
Chapter Introduction
Introduction to Secured Transactions
Priorities
Rights of Creditor on Default and Disposition after Repossession
Suretyship
Cases
Summary and Exercises
Chapter 29: Mortgages and Nonconsensual Liens
Chapter Introduction
Uses, History, and Creation of Mortgages
Priority, Termination of the Mortgage, and Other Methods of Using Real Estate as Security
Nonconsensual Lien
Cases
Summary and Exercises
Chapter 30: Bankruptcy
Chapter Introduction
Introduction to Bankruptcy and Overview of the 2005 Bankruptcy Act
Case Administration; Creditors’ Claims; Debtors’ Exemptions and Dischargeable Debts; Debtor’s Estate
Chapter 7 Liquidation
Chapter 11 and Chapter 13 Bankruptcies
Alternatives to Bankruptcy
Cases
Summary and Exercises
Chapter 31: Introduction to Property: Personal Property and Fixtures
Chapter Introduction
The General Nature of Property Rights
Personal Property
Fixtures
Case
Summary and Exercises
Chapter 32: Intellectual Property
Chapter Introduction
Patents
Trade Secrets
Copyright
Trademarks
Cases
Summary and Exercises
Chapter 33: The Nature and Regulation of Real Estate and the Environment
Chapter Introduction
Estates
Rights Incident to Possession and Ownership of Real Estate
Easements: Rights in the Lands of Others
Regulation of Land Use
Environmental Law
Cases
Summary and Exercises
Chapter 34: The Transfer of Real Estate by Sale
Chapter Introduction
Forms of Ownership
Brokers, Contracts, Proof of Title, and Closing
Adverse Possession
Cases
Summary and Exercises
Chapter 35: Landlord and Tenant Law
Chapter Introduction
Types and Creation of Leasehold Estates
Rights and Duties of Landlords and Tenants
Transfer of Landlord’s or Tenant’s Interest
Landlord’s Tort Liability
Cases
Summary and Exercises
Chapter 36: Estate Planning: Wills, Estates, and Trusts
Chapter Introduction
Wills and Estate Administration
Trusts
Factors Affecting Estates and Trusts
Cases
Summary and Exercises
Chapter 37: Insurance
Chapter Introduction
Definitions and Types of Insurance
Property Insurance, Liability Insurance, and Life Insurance
Insurer’s Defenses
Case
Summary and Exercises
Chapter 38: Relationships between Principal and Agent
Chapter Introduction
Introduction to Agency and the Types of Agents
Duties between Agent and Principal
Cases
Summary and Exercises
Chapter 39: Liability of Principal and Agent; Termination of Agency
Chapter Introduction
Principal’s Contract Liability
Principal’s Tort and Criminal Liability
Agent’s Personal Liability for Torts and Contracts; Termination of Agency
Cases
Summary and Exercises
Chapter 40: Partnerships: General Characteristics and Formation
Chapter Introduction
Introduction to Partnerships and Entity Theory
Partnership Formation
Cases
Summary and Exercises
Chapter 41: Partnership Operation and Termination
Chapter Introduction
Operation: Relations among Partners
Operation: The Partnership and Third Parties
Dissolution and Winding Up
Cases
Summary and Exercises
Chapter 42: Hybrid Business Forms
Chapter Introduction
Limited Partnerships
Limited Liability Companies
Other Forms
Cases
Summary and Exercises
Chapter 43: Corporation: General Characteristics and Formation
Chapter Introduction
Historical Background
Partnerships versus Corporations
The Corporate Veil: The Corporation as a Legal Entity
Classifications of Corporations
Corporate Organization
Effect of Organization
Cases
Summary and Exercises
Chapter 44: Legal Aspects of Corporate Finance
Chapter Introduction
General Sources of Corporate Funds
Bonds
Types of Stock
Initial Public Offerings and Consideration for Stock
Dividends
The Winds of Change
Cases
Summary and Exercises
Chapter 45: Corporate Powers and Management
Chapter Introduction
Powers of a Corporation
Rights of Shareholders
Duties and Powers of Directors and Officers
Liability of Directors and Officers
Cases
Summary and Exercises
Chapter 46: Securities Regulation
Chapter Introduction
The Nature of Securities Regulation
Liability under Securities Law
Cases
Summary and Exercises
Chapter 47: Corporate Expansion, State and Federal Regulation of Foreign Corporations, and Corporate Dissolution
Chapter Introduction
Corporate Expansion
Foreign Corporations
Dissolution
Cases
Summary and Exercises
Chapter 48: Antitrust Law
Chapter Introduction
History and Basic Framework of Antitrust Laws in the United States
Horizontal Restraints of Trade
Vertical Restraints of Trade
Price Discrimination: The Robinson-Patman Act
Exemptions
Sherman Act, Section 2: Concentrations of Market Power
Acquisitions and Mergers under Section 7 of the Clayton Act
Cases
Summary and Exercises
Chapter 49: Unfair Trade Practices and the Federal Trade Commission
Chapter Introduction
The Federal Trade Commission: Powers and Law Governing Deceptive Acts
Deceptive Acts and Practices
Unfair Trade Practices
Remedies
Cases
Summary and Exercises
Chapter 50: Employment Law
Chapter Introduction
Federal Employment Discrimination Laws
Employment at Will
Other Employment-Related Laws
Cases
Summary and Exercises
Chapter 51: Labor-Management Relations
Chapter Introduction
A Brief History of Labor Legislation
The National Labor Relations Board: Organization and Functions
Labor and Management Rights under the Federal Labor Laws
Case
Summary and Exercises
Chapter 52: International Law
Chapter Introduction
Introduction to International Law
Sources and Practice of International Law
Important Doctrines of Nation-State Judicial Decisions
Regulating Trade
Cases
Summary and Exercises
Chapter 53: Contracts
Chapter Introduction
General Perspectives on Contracts
Contract Formation
Remedies
Cases
Summary and Exercises