Term
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Definition
| placing of another in immediate apprehension for his or her physical safety. Apprehension has a broader meaning than fear; it includes the expectation that one is about to be physically injured. |
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Term
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Definition
| plaintiff's knowing and willing undertaking of an activity made dangerous by the negligence of another |
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Definition
| an illegal touching of another- without justification and with consent of the touchee |
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Term
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Definition
| prove that the defendant actually caused the injury |
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Term
| Comparative responsibility |
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Definition
| voids a portion of damages based on % that was plaintiff's fault |
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Term
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Definition
| loss suffered by defendant due to tort: past and future medical expense, past and future economic loss, past and future pain and suffering |
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Term
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Definition
| permits a plaintiff to sue without first having to pay an attorney |
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Term
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Definition
| a failure to use reasonable care by the plaintiff in a negligence suit |
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Term
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Definition
| wrongful exercise of dominion and control over the personal resources that belong to another. |
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Term
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Definition
| publication of untrue statements about another that hold up that individual's character or reputation to contempt and ridicule. |
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Definition
| designed per standards, but design is unsafe in nature |
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Definition
| tavern owners responsible for injuries caused by their drunk patrons |
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Term
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Definition
| legal responsibility to the plaintiff |
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Term
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Definition
| only remedy against employer for workplace injury or illness is workers comp |
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Term
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Definition
| intentional unjustified confinement of a nonconsenting individual |
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Term
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Definition
| any intentional misrepresentation of a material fact that is justifiably relied upon by someone to his or her injury |
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Term
| Infliction of mental distress |
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Definition
| a battery to the emotions; arises from outrageous, intentional conduct that carries a strong probability of causing mental distress to the person at whom it is directed. Usually must also prove physical symptoms (headaches or sleeplessness) associated with mental distress |
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Term
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Definition
| publication of untrue statements that disparage the business owner's product or its quality. |
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Term
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Definition
| the desire to bring about certain results; or something "substantially likely" to bring about certain results |
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Term
| Intentional interference with contractual relations |
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Definition
| interfering with another's contract- most common type is corporate raiding |
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Term
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Definition
| comprises 3 principal invasions of personal interest. Using someone's likeness without permission for personal gain; intrusion upon one's physical solitude; public disclosure of highly objectionable private information |
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Term
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Definition
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Term
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Definition
| arrested criminally without proper grounds |
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Term
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Definition
| unreasonable behavior that causes injury.one who has a duty to act reasonably acts carelessly and causes injury to another. Duty, unreasonable behavior, willful and wanton negligence,cause in fact, proximate cause |
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Term
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Definition
| not produced to a manufacturer's standards |
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Term
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Definition
| An act from which an injury results as a natural, direct, uninterrupted consequence and without which the injury would not have occurred. |
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Term
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Definition
| if the plaintiff's actions contributed to their injury in any degree, however slight |
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Definition
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Term
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Definition
| a defense that the defendant's product or practice was compatible with the current state of technology available at the time of the event in question |
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Term
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Definition
| statute that applies to product liability cases; prohibits initiation of litigation involving products more than a certain number of years following their manufacture. |
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Term
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Definition
| legal responsibility for injury-causing behavior that is neither intentional nor negligent |
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Term
| Strict Products liability |
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Definition
| strictly liable for any product you produce |
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Term
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Definition
| civil wrong other than a breach of contract |
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Term
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Definition
| enter another's land without consent or remain there after being asked to leave |
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Term
| Willful and wanton negligence |
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Definition
| extreme lack of due care. |
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Term
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Definition
| statutes designed to protect employees and their families from the risks of accidental injury, death, or disease resulting from their employment |
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Term
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Definition
| one method used by courts to pierce the corporate veil when a shareholder fails to treat the organization as a separate legal entity |
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Term
| articles of incorporation |
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Definition
| the legal document that forms the application for a state charter of incorporation |
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Term
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Definition
| the document used to create a limited liability company. its purpose corresponds to the purpose of the articles of partnership and the articles of incorporation |
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Term
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Definition
| another name for a formally drafted partnership agreement |
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Term
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Definition
| a state law that requires partners to make a public filing of their identities if their partnership operates under a name that does not reveal the partners identities. |
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Term
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Definition
| a contract usually among partners, but perhaps shareholders, wherein one party agrees to buy the ownership interest held by another party |
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Term
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Definition
| the legal document issued by a state when creating a new corporation |
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Term
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Definition
| Organizations owned by only a few people |
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Term
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Definition
| an artificial but legal person created by state law |
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Term
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Definition
| a lawsuit filed by one or more shareholders of a corporation against that organization's management |
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Term
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Definition
| those individuals who are elected by the shareholders to decide the goals and objectives for the corporate organization. |
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Term
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Definition
| any change in the ownership organization that changes the legal existence of the organization |
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Term
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Definition
| a business organization created by the issuance of a state charter that operates in the state that issued the charter |
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Term
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Definition
| disadvantage of corporate form of organization- corporation pays tax on profits and shareholders pay tax on dividends |
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Term
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Definition
| a business organization, created by the issuance of a state charter, that operates in states other than the one issuing the charter |
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Term
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Definition
| business organization wherein all owners share profits and losses and all are jointly liable for debts |
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Term
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Definition
| those individuals who are responsible for bringing a corporation into being |
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Term
| jointly and severally liable |
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Definition
| legal principle making 2 or more people, usually partners liable for an enttire debt as individuals or in any proportional combination |
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Term
| limited liability corporation |
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Definition
| type of business that has characteristics of both a partnership and a corporation. liability is limited to contributions. not a taxable entity. |
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Term
| limited liability partnership |
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Definition
| partnership in which one or more individuals are general partners and one or more individuals are limited partners. limited are only liable to their contributions and do not manage business |
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Term
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Definition
| owners of a limited partnership who forgo control of the organization's operation in return for liability being limited to contributions |
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Term
| limited personal liability |
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Definition
| liability to debts is dependent upon investment |
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Term
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Definition
| person designated and charged with day to do operations of an LLC |
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Term
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Definition
| individuals or business entities that belong to an LLC |
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Term
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Definition
| Individuals appointed by directors of a corporation to conduct the daily operations of the corporate organization. |
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Term
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Definition
| parties responsible for bringing a limited liability to existence. |
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Term
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Definition
| an agreement between 2 or more persons to share a common interest in a commercial endeavor and to share profits and losses. |
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Term
| piercing the corporate veil |
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Definition
| legal doctrine used by courts to disregard the existence of a corporation, thereby holding the shareholders personally liable for the org's debts. |
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Term
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Definition
| legal document whereby a shareholder appoints an agent to vote the stock at shareholder's meetings |
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Term
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Definition
| organizations owned by hundreds or thousands of people- traded on public stock exchange |
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Term
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Definition
| a business organization that is formed as a corporation, but, by a shareholder's election, is treated as a partnership for taxation purposes |
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Term
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Definition
| a policy of companies that allow the compensation of executives to be reviewed by shareholders. |
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Term
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Definition
| owners of corporations. vote o major decisions involving corporation, like the election of board of directors. |
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Term
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Definition
| simplest form of business; created and controlled by one person |
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Term
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Definition
| state regulations regarding securities laws. |
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Term
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Definition
| the person who has the control of, or is controlled by, the issuer of securities |
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Term
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Definition
| defense that, any reasonable expert in that field would have come to the same conclusion (i.e. party is not guilty of fraud or negligence) |
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Term
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Definition
owns more than 10% of any security
direct or officer of the issuer of security |
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Term
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Definition
| individual or business organization offering a security for sale to the public. |
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Term
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Definition
| one is treated as an insider when they release info that was to have been kept confidential |
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Term
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Definition
| end of waiting period- contracts to buy and sell are finalized. |
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Term
| private securities litigation reform act |
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Definition
| 1995 statute limiting the recovery for securities violations against third parties who are not directly responsible for the violation |
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Term
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Definition
| contains financial info related to issuer and controlling persons supplied to potential investors. |
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Term
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Definition
| document containing certain financial info about issuer and controlling individuals offering sale of securities to public-must be filed with the sec and approved before securities sold |
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Term
| sarbanes-oxley act of 2002 |
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Definition
| law enacted to correct inadequacies in the law that existed and allowed numerous examples of corporate fraud. thru increased penalties makes ceos more responsible |
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Term
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Definition
| intent or knowledge of wrongdoing |
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Term
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Definition
| law regarding initial sale of securities making it illegal to use interstate communication to sell securities without disclosing certain info |
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Term
| securities exchange act of 1934 |
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Definition
| regulates transfer of securities after initial sale. broker or seller of securities must be registered with sec in order to resell or trade stocks |
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Term
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Definition
| investment in common business activity. based on reasonable expectation of profits. earned thru efforts of someone else. |
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Term
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Definition
| anyone who contracts with a purchaser or is a motivating influence that causes transaction to occur |
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Term
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Definition
| any profit made within a 6 month period by an insider- illegal |
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Term
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Definition
| one who gains knowledge from insider- subject to insider trading laws |
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Term
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Definition
| ads sent during waiting period to solicit potential buyers |
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Term
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Definition
| anyone who participates in the original distribution of securities by selling such securities for the issuer or by guaranteeing their sale. |
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Term
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Definition
| time after filing but before acceptance- lasts 20 days- cannot sell or buy, but can solicit offers for later acceptance. |
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Term
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Definition
| illegal to sell or offer to buy and sell securities, but ok to negotiate with underwriters |
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Term
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Definition
| fiduciary relationship concerning property in which one person holds legal title to property for the benefit of another |
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Term
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Definition
| one with legal title to anothers property for their benefit |
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Term
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Definition
| one who grants another right to their property for their benefit |
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Term
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Definition
| act in 1890 to break monopolies and restore healthy competition to business |
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Term
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Definition
| act by congress to clear up and define the vague areas of sherman act. states certain enumerated acts in interstate commerce are illegal |
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Term
| federal trade commission act |
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Definition
| created the ftc- independent administrative agency charged with keeping competition free and fair |
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Term
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Definition
| monopolies, contracts, and combinations that impede free trade |
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Term
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Definition
| agreement among competitors to charge same price for their product |
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Term
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Definition
| exclusive control of a market |
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Term
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Definition
| seeking to advance market share by injuring actual or potential competitors by means other than improved performance |
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Term
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Definition
| rule stating that act is only illegal if it constitutes an unreasonable restraint of trade. if it adversely affects competition |
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Term
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Definition
| certain acts deemed unreasonable in and of themselves. no investigation beyond proof of act is needed to deem behavior illegal. |
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Term
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Definition
| state is exempt from sherman act if it actively supervises the anticompetitive conduct. |
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Term
| noerr pennington doctrine |
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Definition
| right to lobby gov officials regardless of anti competitive nature |
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Term
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Definition
| price fixing by competitors in a market |
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Term
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Definition
| price fixing between buyer and seller |
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Term
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Definition
| manufacturer can name price, but doesnt enforce it |
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Term
| horizontal territorial agreement |
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Definition
| agreement between competitors with respect to geographical areas in which each will conduct its biz to the exclusion of others. per se illegal |
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Term
| vertical territorial agreement |
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Definition
| between a supplier and customers w/ respect to geographical area in which each customer can sell supplier's products. |
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Term
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Definition
| activities involving agreement, contract, or conspiracy to restrain trade that may be illegal |
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Term
| robinson patman amendment |
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Definition
| attempted to eliminate advantage that a large buyer could secure over a small buyer due to large buyer's quantity-purchasing ability |
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Term
| code justification defense |
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Definition
| defense to a price discrimination case wherein the defendant seeks to justify charging different customers different prices due to that defendant's costs varying due to differing quantities purchased by consumers |
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Term
| good faith meeting of competition defense |
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Definition
| seller is allowed to match price of another to facilitate competition |
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Term
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Definition
| buyer must buy purchase another (undesired) product from seller in order to buy favored |
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Term
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Definition
| one must accept a manufacturer's full line to have right to sell one product |
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Term
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Definition
| when 2 parties face each othr as both buyer an seller. a buys b only if b buys a |
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Term
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Definition
| buyer or seller will only conduct biz with same buyer or seller |
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Term
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Definition
| contract in which buyer agrees to buy all of certain item from seller |
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Term
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Definition
| extinguishment of a corporate entity by the transfer of its assets and liabilities to another coporation |
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Term
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Definition
| combines two businesses in same industry- nike and reebok |
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Term
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Definition
| describes an acquisition in which the acquiring company extends its markets |
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Term
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Definition
| extends markets by way of gaining new company in order to produce new product |
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Term
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Definition
| extends markets by way of acquiring company in order to reach a new region |
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Term
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Definition
| merger when on company who is customer of other in one of the lines of commerce in which the other is a supplier |
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Term
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Definition
| one in which the businesses got involved neither compete or relate for |
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Term
| celler kefauver amendment |
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Definition
| passed in 1950 to amend clayton act by broadening the scope of section 7 |
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Term
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Definition
| legislation passed in 1938 that expanded the ftc's authority to protect society against unfair or deceptive practies |
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