Summary - Cheat sheet with lecture notes for final exam PDF

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Cheat sheet with lecture notes for final exam ...

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Absolute Privilege (12) - defence to defam. relates to parlia./judic. proceedings Administrative Law (2) - rules created&applied by those having govt. powers Aggravated Damages (10) - compensation for intangible injuries (distress/humil.) caused by defend.’s reprehensible conduct Alternative Dispute Resolution (ADR) (4) - range of opt. to resolve disputes as an alt. for litigation Appeal (4) - arguing to ↑ court that a court decis. was wrong Appellant (4) - party who begins/files appeal Arbitration (1) - process where a neutral party makes a decis. (usually binding) that resolves dispute Arbitrator (4) - sum1 who listens to both sides of dispute & makes ruling that binds on parties Assault (10) - threat of imminent physical harm Battery (10) - intentional infliction of harm/offensive physical contact Binding (4) - final & enforceable in courts Bill (2) - proposed legislation Breach of Contract (1) - failure to comply w/ contract promise Business Ethics (1) - moral principles/values that seek to determ. ✓& ✘in busin. world Burden of Proof (4) - obligation of plaint. to prove case Business Law (1) - set of estab. rules govern. commerc. relations, includ. enforce. of rights Bylaws (2) - laws by munic. govt.; rules specif. day2day operating proced. of a corp. Cabinet (2) - composed of all ministers heading govt. depart., as well as PM or premier Can. Chart of R&F (2) - guarantee spec. rights/freedoms enshrined in constitution & enforceable by judiciary Canadian Legal System (2) - comprises & governs legis/exec/judic. branches of govt Causation (11) - relation. that exists b/w defend’s conduct & plaint’s loss/injury Civil Code of Quebec (2) - rules of priv. law that governs QB Claim (4) - exclusive rights of patent holder Class Action (4) - lawsuit launched by 1 pers. who = larger group that have similar claims against same defend. Common Law (2) - rules formulated in judgements Concurrent Jurisdiction (2) - jurisdiction shared b/w lvls of govt. Constitutional Conventions (2) - import. rules not enforceable by court of law; practicially determine/constrain how a given pwr is exercised Constitutional Law (2) - supreme law of Cana. that constrains&ctrls how branches of govt exercise pwr Contingency Fee (4) - fee based on % of of judgement awarded&paid by client > lawyer only if action is successful Contractual Entrant (12) - any1 who paid(contracted) for right to enter premises Contract Law (1) - rules that make agreem. binding& therefore faciliate planning/enforce. of expect. Contributory Negligence (10) - defence claiming plaint. is at least partic. respons. for harm that occurred Costs (4) - legal expenses that judge orders the loser pay the winner Counterclaim (4) - claim made by defend. against plaint. Crumbling Skull Rule (11) - when pre-existing cond. is known, dmgs may b reduced Deceit or Fraud (10,12) - false repres. intentionally/recklessly made by one to another that causes dmg Decision (4) - judgem. of court that specif. the which party is success. & why Defamation (12) - public utterance of false statement of fact/opin. that harms another’s reputation Defence (4) - defend.’s formal responseto plaint.’s allegations Defendant (4) - party sued Discovery (4) - process of disclosing evid. to support claims in lawsuit Domestic Law (2) - internal law of given country; includes both statute/case

Legal Risk Management Plan (1,3) - action plan 4 dealing w/ legal risks in business Legislative Branch (2) - branch creates statute law Liability (1) - legal responsibility 4 event or loss occurred Liberalism (2) - political philosophy elevates individ. freedom + autonomy as key Licensee (12) - person who presence not benefit occupier but occupier hasn’t objection Limitation Period (4) - time period set by legislat. 2 start legal action Litigation (1) - process when sum1 sues another Mediation (1) - reach fix 4 problem w/ help from neutral person Mediator (4) - neutral person who help fix problem Negligence (10) - unreasonable conduct(careless act, omission) cause harm 2 1other Negligent Misstatement/representation (11) - careless wrong statem. Negotiation (4) - process of deliberation + discussion to reach mutual acceptable fix 4 dispute Neighbour (11) - any1 who might B reasonably affected by sum1’s conduct Non-Pecuniary Damages (10) - compen. 4 pain+suffering, loss enjoy 4 life, loss life expect. Nuisance (12) - activity on occupier’s property unreasonably/substantially interfere w/ neigh. rights 2 enjoy property (ex: noises/trees/construction/odors) Occupier (12) - sum1 who has sum degree control over land/buildings Paramountcy (2) - doctrine makes fed. over provin. 4 conflicting laws Passing Off (12) - present sum1’s goods/services as yours Pecuniary Damages (10) - compen. 4 out of pocket expense (loss fut. income, $$ of care) Plaintiff (4) - person who sues Pleadings (4) - formal .docs concerning basis 4 lawsuit Political Executive (2) - govt. responsible 4 day2day ops. (create/execute policy, admin departs. of govt.) Precedent (2) - earlier case fix current case bc similar Prima Facie (11) - @ 1st sight/appearance Private Law (2) - area law 4 dealings b/w persons Procedural Law (2) - law make procedures 2 nforce rights/duties/liabilities Product Liability (11) - liability relate 2 design/manuf./sale of product Professional (11) - sum1 in job using special knowledge/education/skill Public Law (2) - area law 4 dealings b/w persons + govt. 4 all lvls Punitive Damages (10) - Dmgs awarded 2 punish defendant Pure Economic Loss (11) - $$$loss from neglig. act where there no property/personal injury dmg 2 person claiming loss Qualified Privilege (12) - defence to defamation based on relevant defam. statem. w/o hate & shared to a party w/ legit interest in it Ratify (2) - to authorize/approve Reasonable Care (11) - care a reasonable person would show in similar situation Reasonable Person (11) - standard used to decide if person’s action is neglig. Regulations (2) - rules made by political exec. that have force of law Remoteness of Damage (11) - absence of relationship b/w defendant’s action vs. plaintiff's loss Respondent (4) - the party against whom an appeal is filed Risk Avoidance (3) - cease business activity bc risk too great Risk Reduction (3) - use practices in business to reduce loss and its severity Risk Retention (3) - absorb loss if a legal risk appears Risk Transference (3) - shift risk to some1 else thru contract Royal Prerogative (2) - right&privileges of the Crown (do foreign affairs & declare war) Small Claims Court (2) - court that deal w/ claims up to specified amount Spam (1) - unwelcomed email ads for product/service

Types of Damages: Non-Pecuniary(General) - Professional assess. based on facts/precedence - Personal Injuries - Loss of Life Expectancy - Pain & suffering (relates to above) - Loss of Enjoyment of Life - Loss of Reputation & Humiliation - Aggravated Damages (psychological, (Defamation/False Imprisonment) Trauma, depression, stress) Pecuniary (Out of Pocket Expenses) - Proof by plaintiff needed - Cost of Future Care (accommodation, caretakers, rehab) - Loss of Future Income/career/edu. - Costs of repairs/replacement - Business (loss of revenue/clients/property/assets/$$ flow/interruption - Medical/Hospital costs Punitive/Exemplary damages (Punishments) - xtra $$ (not usually awarded) - Punishment for xtraordinary behav. - Malicious/oppressive&vindictive Meant to hurt someone Ex. Employee let go, but employer never told them, came back to work the next day to see their possessions gone & a note saying they’re fired (breach of contract), it was proven as vindictive & malicious Risk Management Process 1. Identify The legal risks a. - review business & decide what risks, cause of loss exposed to - Tort: products, service, location, emp. & clients - Contract: employment, suppliers, creditors, financial, lease, guarantees, purch. - Business Organizations & Relationships: sole proprietor, agency, partnership, corporation; legislation b. List exposure from each category-think abt broad legal environment 2. Evaluate or Measure the Risk a. legal risk if reviewed for: - frequency: how often would/could risk occur (low, med, high) - Severity: impact on business (mild, moderate, severe) b. Plan will take both freq. and sev. into account. 3. Devise A Plan For Handling the Risk a. Avoid/Eliminate: if risk is too high avoid if possible. Freq. high & sev. severe b. Reduce: lower the occurrence/sev. of risk. Freq med sev. mild-moderate c. Retain: if reduce/eliminate cost more than potential occurrence, risk is left and if it happens then business absorbs it. Many will self-insure by establishing funds for risk loss. larger corps. set up captive insurance companies. Freq low. sev. mild d. Transfer: done by insurance & contract terms (limitation of liability, liquidated damages, conditions; must be clear & reasonable for enforcement. Freq low-mod, sev. moderate - severe: For insurance will be based on risk. 4. Implement The Plan a. Carry it out. b. Monitor & revise & change as necessary Alcohol Risk Management (Employers) 1. Control amount served 2. Don’t serve couple hours before end of party 3. Tell bartender no1 who look drunk to be served 4. contract w/ hotel that company be told if bartender refused to serve employee 5. tell tell emp. that drunk ppl will be in taxis but prefer if no1 drank to that point 6. encourage carpool & pay mileage to DD 7. give reduced rates at hotels 8. give taxi chits 9. remind emp. before party to not drink&drive (ex. email) 10. make emp. sign waivers - not a good idea. Unlikely to reduce liability NEGLIGENCE (most common tort) - plaint. must prove 3-4 basic steps 1. Duty (Stand. of Care to not injure another) Reasonably Forseeable Reasonable Person: estab. by courts - Prima Facie (at 1st sight) based on facts 2. Breach of Duty (defend. didn’t meet SoC) - Proof by plaint. Keywords: Blameworthy/fault/failure/reckless/careless/inadvertent/error/omission Who is the reasonable person? Careful(watch&Caut.) & Prudent(acute-

acceptance - unquali. willing. enter contract on terms of offer actual authority - pwr of agent derives from express/implied agreem. agency - relation. exists when 1 ppl represent 1 other in form. legal relat. agency by estoppel - princip. acts so tht 3rdparty thinks relationsh. exists agency by ratification - 1 part adopts contract on his behalf by anoth who has no authority agent - person who is allowed to act on behalf of another age of majority - person becomes adult for legal purposes anticipatory breach - breach that occurs b4 the date for performance apparent authority - pwr agent seems 2 have bc of conduct/statement of principal articles of incorp - docof basic characteris. of corps in NL/NB/ON/MB/SK/AB and fed. jurisdiction. assignment - transfer of right by assignor to assignee balance of probabilities - proof theres >50% chance that the circumstances are as plaintiff argues bond - doc showing a debt owed by corp. oftn refer 2 a secured debt bylaws - laws made by municipal lvl gov.; rules specifying the day2day operat. proced. of corp. closely held corporation - corp that doesnt sell shares to public common mistake - both parties share the same fundamental mistake common share - share that generally has right to vote, dividends, proceeds on dissolution condition - important terms that if breached, innocent party can end contr. & claim damages condition precedent - event/circum. until it occurs, suspends both parties oblig. 2 perform their oblig. condition subsequent - event/circum. that brings contract to end consideration - the price paid for a promise contractual quantum meruit - award 1 party reasona. sum for goods/services under contract conversion right - right 2 convert one type of security into another type corporate opportunity - business opp. the corp has interest counteroffer - reject one offer and propose another one damages - monetary compens. 4 BoC or other actionable wrong debenture - doc. prove a debt owed by corp. often refer to unsecure debt derivative action - suit by sharehold. behalf of corp 2 exact corp cuz of actn director - person elected by sharehold. to mnage corp. dissent and appraisal right - right of shareholders who dissent frm fundam. changes to corp to have shares bought by corp at fair price distributorship - contractual relation. whre 1busn. agrees 2 sell anthr prdct dividend - division of profits payable to shareholders duty to mitigate - obligation to take steps to minim. losses resulting frm BoC economic duress - threat of econ. harm that forces the will of other party & results in contract entire contract clause - term where parties agree their contr. is compl. as written expectation damages - dmgs that provide Plaint. w/ monetary equiv of contractual perf. express term - provision of contr. that states a promise explicity fiduciary - person who has dutyofgood faith to some1 bc of their relations. fiduciary duty - duty imposed on person who has special relations. of trust w/ some1 franchise - agreement where owner of trademark/trade permits another to sell prod/serv. under trademark frustration - termin.of contrct by unexpec. event/change that makes perf. illegal/impossible fundamental breach - breach of contr. tht affects the foundat. of contr. gratuitous promise - promise where there is no consideration guarantee - promise 2 pay debt of sum1 else if they end up breaching contr. identification theory - theory specifying illegal contract - contrct tht cant b enforced bc contrary 2 legis or pub.policy implied term - provision not expressly includ. in contrct but necessary to give effect to partie’s intent. incorporator - person who sets the incorp. process in motion indemnification - corp. practice of paying litig. expenses of officers/directors 4 lawsuits related to corp. affairs innominate term - term tht cant be pegged as condition or warranty insider - sum1whose relation. w/ issuer of secur. is such that hes likely 2 hve access to relevant info concerning issuer that isnt known to public insider trading - transatns in secur. of a corp by/on behalf of insider on basis of relevant material info concernin corp not known to gener. public interlocutory injunction - ordr 2 refrain frm doin smth 4 limited period time invitation to treat: express 2 want 2 do business joint and several liability - indivi&collect liab 4 debt. each liable party inidiv respons 4 entire debt & collectiv. liable 4 entire debt joint liability - liabil. shared by 2+ parties where each is person. liable 4 full amount of oblig. joint venture - grouping of 2 or more busin. to undertake a project lapse - expiration of offer after specified or reasonable period law of agency - law govern. the relations. where the agency acts on behalf the principal legal capacity - ability 2 make binding contracts lifting the corporate veil - decidin corp not seprt legal entity frm sharehold. limitation of liability clause - trm of contr; limits liabil. 4 breach to smth < would be recoverable otherwise limited liability - responsibility for oblig. to amount of investment limited liability partnership (LLP) - partnershp where partners hve unlim. liab. for own malpractce but limit. liab. for other partner malprct. limited partnership - where liability of sum partners is limited to their capital contrib. liquidated damages clause - term specifd how much party pays if breached misrepresentation - false statemnt of fact that causes some1 2 enter contr mistake - error made by 1 or both parties that seriously undermines contr. non-competition clause - clause forbidd. competit. 4 certain period of time non-solicitation clause - clause forbidd. contact w/ busin. customers novation - sub of parties in contr./sub of contr. w/ another NUANS report - doc that shows results of a search of busin. names offer: promise 2 perform specif. acts on certain terms. offeree: to whom offer is made. ////// offeror: makes an offer economic breach - more profitable to breach Law has build-in flexib., since requires contractual oblig. to be performed or

oppression remedy: statutory rem. avail. 2 sharehold/stakehold to protect their corp. interest option agreement: exchang. for payment, offeror must keep offer open for specif. time. outsider:party w/ whom agent does busin. on behalf of principal parol evidence rule - rule limits evidence party can introduce concerning contents of contract pre-emptive right - shareholders rite 2 maintain proport share of ownership by purcha. proport share of new stock pre-existing legal duty: legal oblig. that person already owes preferred share: share/stock that has prefer. in the distrib. in dividends&proceeds in dissolution principal: person who had let some1 act on their behalf product licensing - arrange. where owner of TM/othr propriety rites grants 2 1other rite 2 make/give out products associ. w/ the TM/propriety rites promissory estoppel - doctrine where sum1 who relies on gratut. promise may enforce it prospectus - document corp. must publish when offering securities 2 public proxy - person who is authorized 2 exercise shareholder’s voting rights public policy - community’s common sense & conscience punitive damages - dmgs awarded 2 punish defend. rebuttable presumption - legal presump. in favour 1 party that other side can seek 2 rebut/dislodge by evid. 2 contrary regulatory offence - offence contrary to public interest rejection - refusal 2 accept an offer rescission - remedy results in parties being returned 2 precontractual positions restitutionary quantum meruit - amt tht is resonab. given the bnfit the plaint. has conferred revocation: take back offer rules of constructn - guiding princip. 4 interpret/contruct. terms of contrct sales agency - agreem. which a manuf./distribut. allows 1other 2 sell stuff on its behalf securities - shares and bonds issued by a corp. securities legislation - laws designed 2 regulate transacts. involv. shares&bonds of corp. self-dealing contract - contract which fiduciary has conflict of interest shareholder - person who own interest in a corp. shareholders’ agreement - agreem. defines relation. b/w ppl who own interest in a corp. share structure - shares that a corp. is permit. 2 issue by constit. shelf company - company that doesn’t engage in active business sole proprietorship - unincorp. business organiza. w/ 1 owner stakeholder - 1 who has interest in a corp. standard form contract: Take it or leave it contract. strategic alliance - arrange. where 2+ business agree 2 cooperate 4 some purpose tippee - person who gets material info. abt issuer of securities frm insider unanimous shareholders’ agreement (USA) - agreement b/w shareholders that restricts pwr of directors 2 manage corp. unconscionable contract - unfair contact formed when 1 party takes advant. of weak. of 1other undisclosed principal - princip.’s identi. is unknown 2 3rd party, who not know agent is acting in agency capac. undue influence - unfair manip. that compromises sum1’s freewill unjust enrichment - when 1 party benefits unjustly from othes expense unlimited liability - unrestricted legal respon. 4 oblig. vicarious performance - perform. of contractual oblig. thru others void contract - contract w/ substantial defect it has no effect/force voidable contract - contract, in certain circum., an irked party can decide 2 keep or trash warranty - minor term; if breached gives only inno.party rite 2 claim dmgs. warranty of authority - represent. of auth. by sum1 who claim 2 B an agent widely held corp - corp. whose shares r normal. traded in stock exch. winding up - process of dissolv. a corp. Formation of Contracts Requirements for Contract Formation intention / offer&accept / consider. / Capacity/ legality / writing *Family & ads dont count for contract formation* Requirements of Writing Statute of Frauds Debtor ← Contract → Creditor Co-signor (co-debtor) → ^ Gaurantee contract v Guarantor v TERMINATION OF CONTRACTS Performance: Ideal way to end contract. Both parties fulfilled their oblig. to each other, performed contract. Agreement: they are free to voluntar. bring contract to end. Both can agree to walk away from it, or one party could pay sum to other by compensation for agreeing to end contract. Frustration: after contract is made, important unforeseen event occurs such as destruction if the subject matter of the contract or the death/incapacity of one of the contracting...