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Under the provisions of the Foreign Sovereign Immunities Act:
a. all foreign governments are immune from suit by U.S. citizens.
b. U.S. citizens in U.S. courts can always sue most foreign governments.
c. a car used by a foreign embassy in Washington can be seized to settle a judgment
against a driver.
d. U.S. courts may take jurisdiction in a suit against a foreign country for commercial
acts by that government that have a direct effect on the United States.
If a merchant signs a written offer to buy or sell goods, this will be irrevocable only if
accompanied by consideration.
a. True
b. False
In the case of Michael Silvestri v. Optus Software, Inc., the court held:
a. an objective standard is typically applied to satisfaction clauses in employment
contracts.
b. an objective standard must be used in determining what is satisfactory performance
in any 'satisfaction contracts.
c. idiosyncratic judgments as to what constitutes satisfactory employee performance are
inherently unfair and should not be allowed.
d. in judging a high-level managers satisfactory performance, a subjective test is
appropriate.
Which of the following is untrue about fundamental changes of corporations?
a. Fundamental changes include charter amendments, mergers, consolidations, and
dissolution.
b. Fundamental changes of corporations are authorized by state incorporation statutes.
c. Shareholder approval for fundamental changes usually needs to be unanimous.
d. The 1999 revisions to the RMBCA contained substantial revisions to the RMBCA's
treatment of fundamental changes.
Joe Stewart is a limited partner in a limited partnership. Joe does not have the right to
dissolve the partnership except by decree of a court.
a. True
b. False
Which of the following is correct with regard to an accountant's contractual liability?
a. An accountant is bound to perform all the duties she explicitly agrees to perform.
b. An accountant implicitly agrees to perform a contract in a competent and
professional manner.
c. An accountant who breaches his contract with a client may also be liable to a third
party intended beneficiary.
d. All of these are correct.
Special shareholder meetings may be called by:
a. the board of directors.
b. holders of at least 10% of shares.
c. Boththe board of directors and alsoholders of at least 10% of shares.
d. Neitherthe board of directors and alsoholders of at least 10% of shares.
Harry said to Marge, "I have a ring once owned by Marilyn Monroe. Would you like to
buy it for $500?" Marge pays for the ring, but the next day a friend tells her that Harry
had recently purchased the ring at a local store. Marge enjoys wearing the ring and
wears it constantly for twelve months. Finally, she goes to Harry and says, "Here is the
ring you lied about. Give me my $500." Most likely Marge will:
a. get her money back since Harrys statement was fraudulent.
b. not get her money back since she should have investigated the facts about the ring
more carefully.
c. not get her money back since she is a good faith purchaser of merchandise.
d. not get her money back since she has affirmed the contract by taking an unduly long
time to disaffirm.
For a person to acquire an easement, he must have the permission of the owner to use
the land.
a. True
b. False
A ninety-year-old patient walked away from a nursing home and wandered onto some
nearby railroad tracks. Once on the tracks, the patient stumbled and sprained his ankle.
A few minutes later a train approached. The engineer saw the man on the track and
could have stopped, but the train's brakes were defective. As a result, the train hit and
killed the man. His family is suing the railroad for negligence in a state that follows the
contributory negligence doctrine. In this case,
a. the patient has assumed the risk of wandering onto the railroad tracks.
b. because the patient was contributorily negligent, the railroad has no liability.
c. the train had the last clear chance to avoid the accident, so the patient's contributory
negligence does not bar his estate's recovery.
d. the train's striking of the man was an intervening cause, so the railroad company was
negligent.
The Bill of Rights applies directly to the states.
a. True
b. False
In the Bigelow-Sanford, Inc. v. Gunny Corp. case, the court found:
a. the buyer did not purchase substitute goods in good faith and without unreasonable
delay.
b. the Code permits a buyer to cover by buying substitute goods if the buyer acts in
good faith and without unreasonable delay.
c. since the buyer did not specifically allocate the spot market replacements to the
individual sellers accounts, the cost of cover could not be determined in this case.
d. the buyer was required to obtain cover and its failure to do so bars other Code
remedies.
A __________ is an unincorporated business association consisting of at least one
general partner and at least one limited partner.
a. joint venture
b. limited liability company
c. limited liability partnership
d. limited partnership
Which of the following would NOT require a writing under the statute of frauds?
a. The buyer agrees to pay $10,000 for a piece of real estate.
b. A renter agrees to rent a building for a 5-year period.
c. An agreement creates an easement to run cables across adjoining land.
d. A landscaper agrees to landscape the lot surrounding an office building.
The union mark attached to many goods in the United States is a collective mark.
a. True
b. False
Creditors of the beneficiary of a spendthrift trust can attach the income of the trust
before or after the beneficiary receives it, but they cannot reach the trust fund itself.
a. True
b. False
In order for a deed to be effective between the purchaser and the seller of real estate, the
deed must:
a. be in writing and signed by both parties.
b. include the actual sale price.
c. be recorded pursuant to the state statute.
d. be delivered to the buyer by the seller with the intent to transfer title.
A trust will fail for lack of:
a. consideration.
b. a trustee.
c. definite and specific property forming the trust corpus.
d. All of these.
Which of the following is correct with regard to a contract entered into with a third
person by an agent of an undisclosed principal?
a. The agent has no liability to the third person if the agent has acted within the scope of
her authority.
b. The agent is personally liable upon the contract.
c. The undisclosed principal has no liability on the contract, even if her existence and
identity are discovered by the third person.
d. If the third party obtains a judgment against the principal and the judgment is
satisfied, the agent may still have liability to that third party.
Under the 2005 Act:
a. tax-exempt retirement accounts are included in the bankruptcy estate.
b. a debtors state exemptions are governed by the law of the state where the debtor was
domiciled for 730 days immediately before filing.
c. homestead exemptions are determined by state laws.
d. exempt property cannot be reached for the debtors obligations, including domestic
support obligations.
The combination of two or more corporations' total assets, title to which is vested in one
of them, known as the surviving corporation, is a:
a. dissolution.
b. liquidation.
c. consolidation.
d. merger.
Negligence per se is a defense in a negligence case.
a. True
b. False
A surety may set off his claims against the creditor if the creditor is solvent.
a. True
b. False
The remedies of damages and rescission are available for:
a. material fraudulent misrepresentation.
b. negligent misrepresentation.
c. innocent misrepresentation
d. All of these.
In personam jurisdiction can only be obtained by serving process on the party within
the state in which the court is located.
a. True
b. False
If Jack contributed $1000 as a limited partner, signed a certificate, but the certificate
was filed in the wrong office, Jack:
a. will not be liable as a general partner if he quickly withdraws from the business and
renounces future profits.
b. is not a partner at all and may withdraw his contribution.
c. cannot avoid liability as a general partner under any circumstances.
d. may become a limited partner by giving constructive notice of the defective filing to
all potential business contacts by an advertisement in a publication of general
circulation.
The Sarbanes-Oxley Act requires either the chief executive officer or the chief financial
officer of a company issuing securities to certify information in the issuers annual and
quarterly reports.
a. True
b. False
a. Under the Code, when can an injured party seek the remedy of specific performance?
b. How does this rule differ from the common law?
c. Compare the remedies of replevin and specific performance. How are they alike?
How are they different?
For purposes of defamation, a publication includes non-written, verbal communication
to third parties.
a. True
b. False
Which of the following is true with regard to the federal Electronic Funds Transfer Act?
a. It is primarily a regulatory statute.
b. It gives the same protections to customers that are found in Article 4.
c. It limits a customer's liability for unauthorized transfers to $50 if the consumer
notifies the financial institution within two days after learning of the loss or theft.
d. All of these.
The fixture test of purpose or use applies only if the item:
a. is affixed to the realty in some way.
b. can be removed without material injury to the realty.
c. is affixed to the realty in some way and alsocan be removed without material injury
to the realty.
d. is distinct from the realty but could be affixed to it.
