Security sales to venture capitalists often do not require full registration.
The legal detriments exchanged by the parties must be equal, or reasonably close to
equal, for consideration to be valid.
If a person cosigns a loan as a guarantor they become primarily liable for the debt.
Unsecured creditors have few practical ways to collect their debt.
Violation of Section 16, a finding of short-swing liability, does not require evidence of
the use of insider information and is deemed a strict liability provision.
Anticipatory repudiation may be used when a party has knowledge that either a
complete or a partial breach will occur by the other party.
The Sunshine Act requires that consultation meetings are open to the public.
The UCC was written, published and enacted by Congress.
When an employee suffers a job related injury, the employee always has a choice of
suing the employer in court or seeking workers’ compensation.
Under the Age Discrimination in Employment Act to maintain a valid claim the
replacement employee must be substantially younger than the terminated employee and
must be a member of a recognized protected class.
A court may hear a case if it has jurisdiction over either the subject matter of the dispute
or over the parties in the case.
The term litigation refers to the trial, but does not include pretrial events as well.
One of the principal’s duties is to keep an accounting during the agency relationship.
A sole proprietorship automatically is dissolved when the owner dies.
Brad is drunk and driving his car 20 miles over the speed limit. He hits Angelina who is
crossing the street against a red light. Angelina has over $95,000 in medical bills and
has significant pain and suffering. If Angelina sues in a state that still follows the theory
of contributory negligence, she will get nothing.
The doctrine of negligent hiring only applies to independent contractors when the
contractor is hired to do a hazardous or inherently dangerous job.
Proof of a seller’s economic power in the market is necessary to prove an antitrust
violation under the Clayton Act.
Once a business is licensed an agency may fine them for any violation of agency
regulations.
The common law legal system allows judges to fill in gaps in the law that are not
covered by a statute.
A minor’s contract for actual necessities does not require that the minor be mentally
competent for the contract to be valid.
A state probate court which hears only wills and estate matters is generally described as
having limited authority or jurisdiction.
Partners in an LLP may choose to have LLP income taxed as a corporation.
The World Trade Organization (WTO) has certain authority over disputes on trade
barriers.
Even if the parties have no intent to form or operate as a partnership, their conduct may
result in the law recognizing them to be partners.
In U.S. v. Morrison, the court found that commerce power was a legitimate justification
to validate the right of women to sue their attackers for monetary damages under the
Violence Against Women Act.
A fraudulent transfer occurs when a debtor makes payment on a prebankruptcy debt up
to a year before filing for bankruptcy.
Boris sky dives out of a plane and gets hung up in a tree, hopelessly suspended and
swinging precariously in his parachute from the branches of the tree. Natasha sees that
he is in trouble and comes to his rescue. Once Boris is safely on the ground, he
gratefully promises to give Natasha half of his life savings account. When he changes
his mind, Natasha will probably be unsuccessful in enforcing his promise.
Creditors can force a company into bankruptcy proceedings.
Privately held corporations are more common than are publicly held corporations.
In Kelo v. City of New London, the court permitted the use of eminent domain to take
property to be given, in part, to private individuals and companies for those individuals
and companies to develop the land for the benefit of the city and its citizens.
The mirror image rule is not enforced under UCC standards.
Substantial performance will be enforced only if the deviation from complete
performance is not material to the contract.
The preamble of the Constitution:
A.sets out the structure of the government
B.lays out the procedures by which the government will operate
C.establishes boundaries of jurisdiction
D.states the broad objectives of the Constitution
In Servro Industries, Inc. v. Pizzillo, Pizzillo was a franchisee who signed an agreement
with the franchisor Servpro, not to work for a competing company within 25 miles of
his territory for a period of two years after the franchise terminates. Within the two year
period after the termination of the franchise Pizzillo’s wife opened a similar company
which Pizzillo started to work for. Servpro sued to stop him from competing and the
court said:
A.the noncompetition clause could be enforced because Pizzillo was soliciting
customers and acting to harm Servpro breaching fiduciary duties imposed by the
contract even after termination.
B.twenty five miles was an unreasonable distance that deprived Pizzillo’s right to work
and could not be enforced.
C.since the company was owned by his wife, Pizzillo was not competing with Servpro.
D.fiduciary and contractual duties cannot survive the termination of a franchise
agreement and become unenforceable upon termination of the contract.
Which option does not attempt to repay and discharge debt?
A.out of existence
B.workout
C.Chapter 7 bankruptcy
D.Chapter 11 bankruptcy
LLPs are often currently used to protect family businesses as a way to:
A.resolve management disputes.
B.resolve capitalization disputes.
C.resolve issues regarding transition from one generation to another.
D.resolve issues of family fiduciary duties and rights to represent and bind the business.
This bankruptcy chapter filing option liquidates the debtor’s property to repay creditors
and discharge the debts.
A.Chapter 7
B.Chapter 11
C.Chapter 12
D.Chapter 13
Which of the following does not occur in appellate court trials?
A.presentation of testimony and new evidence
B.oral arguments by each side’s attorneys
C.consideration of briefs prepared by each side’s attorneys outlining the law and
applicable precedent pertinent to the case
D.review of lower court transcripts and rulings
In Merchants Acceptance, Inc. v. Jamison, Jamison ordered encyclopedias and the
contract specified that delivery was to be made to Jamison’s home. Instead the
encyclopedias were delivered to her post office box and she never received them. She
refuses to pay for them and is sued.
A.Jamison must pay because it was her post office box and delivery was close enough
to be substantial performance and risk of loss passed to her
B.Jamison must pay because she easily could have mitigated damages by going to her
post office box to pick up the encyclopedias
C.Jamison does not have to pay because the goods were never tendered to her properly
so risk of loss never passed
D.Jamison does not have to pay because the UCC permits a nonmerchant to cancel
contracts with merchants at any time as a consumer protection
What is the standard used to find violations of Foreign Corrupt Practices Act (FCPA)?
A.a standard of good faith and fair dealing
B.a standard of reasonable care
C.no intent is necessary
D.a knowing standard
If a piece of land has long-term contamination, what is the EPA required to do first
under the Superfund?
A.determine the best way to decontaminate the site
B.access the toxicity of the site
C.allocate liability for contamination
D.determine if the site should be placed on the National Priorities List
Chuck is renting an apartment and he has a problem. All night he hears the scurrying
around of rodents and each morning he finds cereal boxes and other cardboard food
containers gnawed at. He has also noticed droppings all over the apartment including in
the children’s nursery. He has complained to the landlord who simply replies, “Hey, this
is center city, everybody has a rat problem.” Landlord is breaching Chuck’s right to:
A.possession.
B.quiet enjoyment.
C.continuous control.
D.habitability.
The categorical imperative test consists of:
A.individuals making ethical decisions with an eye toward potential consequences if
everyone in society acted similarly.
B.individuals making ethical decisions with an eye toward potential consequences if
only some in society acted similarly but not all.
C.individuals making ethical decisions with an eye toward potential consequences if no
one else in society acted similarly.
D.individuals making ethical decisions with an eye toward potential consequences if
most in society benefit even if some in society are harmed.
A disadvantage of the sole proprietorship is:
A.the difficulty of formation.
B.the inflexibility of management and control.
C.the unlimited liability of the principal.
D.the double taxation that occurs.
After a rule is published what is the next step in the rule making process?
A.enacted into law
B.rule goes back to committee for revisions
C.public comment
D.notice is given
In Lieberman v. Wyoming.com, LLC, Lieberman dissociated from the LLC and
demanded cash for his share of the company. The remaining members voted to continue
the company and the operating agreement discussed distribution in the cases of
dissolution but not simple dissociation. The court decided that:
A.fundamental common law rules of fairness should apply and Lieberman was due a
fair share to be decided by independent business analysts.
B.Lieberman had rightfully dissociated from the company but since the operating
agreement was silent as to distribution should the company continue, he forfeited all
rights upon dissociation and should receive nothing.
C.if the operating agreement is silent as to an issue, the Uniform Limited Liability
Company Act will control and in this case Lieberman gets his initial investment back
but nothing above that.
D.Lieberman had rightfully dissociated from the company but since the operating
agreement was silent as to distribution and state LLC law was also silent regarding the
issue, Lieberman gets no distribution for dissociation but retains his interest in the
company until dissolution occurs.
UCC rules regarding acceptance of goods and payment regarding installment contracts
mandate that:
A.acceptance is not made until all shipments are received and then payment is made.
B.acceptance is made separately for each shipment, however, payment is not due until
the final shipment is received.
C.payment must be made in advance and acceptance occurs after all shipments are
received.
D.acceptance is made separately for each shipment and payment for each shipment is
due upon delivery of that shipment.
A motion for a court to issue a ruling declaring that no trial is necessary because there
are no essential facts in dispute is called a:
A.motion for a summary judgment.
B.motion to dismiss for mistrial.
C.motion for a judgment as a matter of law.
D.motion to dismiss.
Mike has been hired by a publishing company to write a companion book for a
particular text sold to college students. In 2010 Mike completes the companion book
and he signs over his copyright to the publisher. The publisher actually publishes the
book in 2013. When will the publishers copyright run out and expire?
A.2080
B.2083
C.2105
D.2108
The Safe Drinking Water Act (SDWA) sets standards that are different for different
water systems.
The FDA is proposing new rules for over the counter pain medication. They would
expect to hear from various pharmaceutical groups in favor of the regulation and from
several medical associations on the public health, the consequences of the proposed
change. This is an example of what rulemaking phase?
A.publication of the rule
B.revision
C.public comment
D.study and research
In Stevens v. Publicis, the courts addressed the statute of frauds issue of what constitutes
a writing in today’s cyber world and determined that:
A.technology aside, a writing must contain an original signature to create a true contract
B.since e-mail could be written by anyone, an e-mail must be followed up by a
document with an original signature
C.an e-mail with the senders typed signature showed an intent to authenticate the
contents and satisfies statute of frauds requirements
D.the statute of frauds requires that certain contracts be in writing to be enforceable but
does not address or concern itself with signatures
One form of a private placement exemption involves:
A.sales of securities in limited dollar amounts to nonaccredited investors.
B.sales of securities only to employees, officers and board members of the issuing
corporation.
C.sales of securities to accredited investors.
D.sales of securities to other corporations with no sales to individuals permitted.
In which of the following situations would res ipsa loquiter likely apply?
A.Jon is driving at 75 mph per hour in a 55 mph zone and causes an accident
B.Brandon sneaks up behind someone and hits them with a hammer
C.a train has derailed and the cause of the accident can’t be proven
D.Josh forgets to put a sign up to warn people that the floor has just been waxed and is
slippery
From least to most serious, crimes are classified as follows:
A.misdemeanors/infractions/felonies.
B.felonies/misdemeanors/ infractions.
C.infractions/misdemeanors/felonies.
D.infractions/felonies/misdemeanors.
In Fox Television Stations Inc. v. United States Federal Communications Commission
the FCC had followed a restrained enforcement policy for profanity used on television.
They used a two prong test to judge indecency violations. The FCC also offered a three
part test to determine whether or not material was patently offensive. In 2003 Bono’s
acceptance speech at an awards show included the use of the word f**k and the FCC
ruled that it did not violate the indecency policy. After that, the FCC instituted a zero
tolerance rule for certain words no matter what the circumstance. In 2006 Fox was fined
when presenters at an award show used an explicative similar to Bono’s usage in 2003.
Fox brought an action to have the new standard invalidated. The court held that:
A.the new standard was not valid because the FCC’s standards require Congressional
approval.
B.the new standard was not valid because the FCC had not provided any reasoned
analysis as the to the rationale for the change.
C.the new standard was valid because of a change in policy resulting from a change in
public opinion.
D.the new standard was valid because it did not exceed the statutory authority given to
FCC and it complied with statutory procedure.
Which of the following is also called the Taft-Hartley Act?
A.National Labor Relations Act
B.Labor Management Relations Act
C.Labor-Management Reporting and Disclosure Act
D.Fair Labor Practices Act
Which of the following will not allow for an anticipatory repudiation to occur?
A.Tom calls Dick and says that he can’t find the raw materials to complete performance
and doubts he can meet the contract’s performance deadline
B.Sally is buying Jane’s car with the money and car to be exchanged in a week,
however, Sally sees Betty who tells her she just bought Jane’s car
C.Mary Beth is scheduled for knee surgery next month with Dr. Slice but reads in the
paper that Dr. Slice has lost his license to practice medicine
D.Manny calls Moe and tells him that the sculpture he’s creating for him is coming
along slower than anticipated but he’s pretty sure he’ll be done by the contract deadline
Moe has entered into a contract with Larry. Subsequently, Moe assigns his rights in that
contract to Curley. Which of the following would not prevent that assignment?
A.the contract contains an anti-assignment clause
B.the assignment would materially alter Larry’s duties and cause an increased burden or
risk to Larry
C.Larry protests the assignment and demands that Moe not make the assignment
D.the assignment would violate public policy matters
Depositions are:
A.oral questions, answered orally asked of parties and witnesses.
B.oral questions, answered orally asked only of parties.
C.written questions, answered in writing asked of parties and witnesses.
D.written questions, answered in writing asked only of parties.
Which of the following promises ordinarily need not be in writing to be enforceable?
A.Promises made as a part of a prenuptial agreement.
B.An agreement to sell of a car for $1,500.
C.A lease of a warehouse for 24 months.
D.A $1,000 agreement with a personal trainer for 10 sessions.
Why does the Paris Convention still leave inventors at risk?
A.very few countries have signed
B.many member countries do not comply with it
C.it does not specify common standards for patentability
D.it is limited to only patents
Which of the following does not require a duty of care or good faith to other principals?
A.a sole proprietorship
B.a general partnership
C.a limited partnership
D.a family limited partnership
In DiMercurio v. Sphere Drake Insurance, DiMercurio was a fisherman who worked on
a boat in Massachusetts. The boat was insured by a British insurance company, Sphere
Drake. The boat DiMercurio worked on sank and he was injured. The company he
worked for could not pay the damages DiMercurio won against them in court but gave
their rights against its insurer, Sphere Drake, to DiMercurio. The insurance policy
between the boat owners and Sphere Drake included an arbitration clause. Sphere
Drake sought to enforce the arbitration while DiMercurio argued that it would be too
burdensome on the parties that he would have to travel to London for arbitration. The
appellate court held that:
A.the international travel was overly burdensome and the arbitration clause was not
valid.
B.DiMercurio did not agree to the arbitration clause with Sphere Drake, the boat owner
did, therefore the arbitration clause is not valid.
C.the arbitration clause is valid because arbitration clauses once agreed on are always
valid.
D.the arbitration clause is valid under a four-part analysis that included the
consideration of the commercial relationship having a reasonable relation with a foreign
country.
Mike raped Kathy in the parking lot of Tom’s Pub. The Attorney General/District
Attorney’s office prosecuted Mike on rape charges. Subsequently, Kathy filed a lawsuit
against Mike for money damages. Classify each legal action.
A.the Attorney General/District Attorney’s case was a criminal case, Jane’s lawsuit was
a civil case
B.the Attorney General/District Attorney’s case was a civil case, Jane’s lawsuit was a
criminal case
C.both cases are criminal
D.both cases are civil
Regulations that set out the average mile per gallon requirements for vehicles are
properly called?
A.Liquid Energy Efficiency Requirements
B.Fuel Efficiency Standards
C.Corporate Average Fuel Economy Standards
D.Motor Vehicle Standards
How do member-managed and manager-managed LLC management structures differ?
A person with an ownership interest in a business venture is called a _______.
Race, religion, color, sex and national origin are examples of _______.
With regard to financial reporting and corporate governance, what is now required of
public companies under the Sarbanes-Oxley Act?
The duty of a partner to act in the best interests of the partnership is called a ________
duty.
Name and discuss the two categories of warranties.
Your professor has dismissed the class and everyone is walking towards the exit.
Ashton takes out his phone and is accessing a site to see if his favorite celebrity starlet
has been released from police custody yet. While staring intently into the phone, he
bumps into you causing you to fall and injure your leg. Has he committed a crime and if
so, what crime has he committed?
Pat recently purchased some property that she knew used to be home to a chemical
plant fifty years ago. The plant was removed thirty years ago. Today the property is full
of trees and the stream running through it is clear and looks clean. Last month the EPA
determined that her property, as well as several neighboring properties, is contaminated.
The EPA placed the entire site on the National Priorities List for cleanup. How liable for
the hazardous waste is Pat?
You are an accounting major at your school. Your goal is to go to grad school to obtain
further education and the appropriate credits necessary to become a Certified Public
Accountant. Your goals are well known to your faculty and administration and it is also
well known that your parents and grandparents are CPAs as well as your older brothers
and sisters. As you enter your junior year, after paying your tuition and room and board
fees in full, your school loses its regional accreditation making any degree issued by the
school essentially worthless. A worthless degree will not be recognized by grad schools
and will not be recognized by state accounting boards. When you demand a refund the
school refuses claiming that they will still provide classes and knowledge. Do you have
grounds to have the contract terminated and receive a refund?
Criminal ________ deals with the limits set on the government’s authority when
applying or enforcing criminal law.
A heightened standard of judicial review called the ________ test is used when the
formal rulemaking process is required by the enabling statute.
Name some of the usual terms and conditions that a typical franchise agreement would
address.
A ________ is a third party who agrees to only be liable to pay a loan if the debtor
actually defaults.
The Americans with Disabilities Act does not require an employer to provide
accommodations that constitute an ________ on the employer.
A _______ is a concerted refusal to deal with a third party.
A business existing in or by right of law is considered a ________ entity.
Boston Bikes makes mountain bikes and sells them through Sid’s Sports and Mountain
All Sports as exclusive distributors. Boston Bikes’ interest is in making sure that Sid’s
Sports and Mountain All Sports do not compete with each other in the same geographic
market to ensure that their pricing is in line with their competitors. May Boston Bikes
put limits on their distributors’ markets?
Discuss the difference between horizontal and vertical price fixing.
Under what conditions may an employer be held responsible to an aggrieved employee
for sexual harassment committed by a co-worker even if the employer is completely
unaware of and had no actual knowledge of the illegal conduct.