Review for Test 2 � Business Law

Review for Test 2 - Review for Test 2 Business Law Assignment of a contract An assignor can assign their rights of a contract either through a

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Review for Test 2 – Business Law Assignment of a contract – An assignor can assign their rights of a contract either through a written or oral agreement. Any contractual right can be assigned unless assignment: would substantially change the obligor’s rights or duties under the contract, is forbidden by law or public policy, is validly precluded by the contract itself. Agents conflict of interests – An agent cannot act for two principals whose interests conflict, unless otherwise agreed. Duty of Good Faith under the UCC – Every contract imposes upon each party a duty of good faith and fair dealing in its performance and enforcement. Parties must remain faithful to the “agreed common purpose and justified expectations of the other party.” The Parol Evidence Rule – When two parties make an integrated contract, neither one may use parol evidence to contradict, vary, or add to its terms. An integrated contract is a writing that the parties intend as the final, complete expression of their agreement. Parol evidence refers to anything (apart from the written contract itself) that was said, done, or written before the parties signed the agreement or as they signed it. Implied Authority of an Agent – Unless otherwise agreed, authority to conduct a transaction includes authority to do acts that are reasonably necessary to accomplish it. Agent Negligently Hurts a Customer – A customer can sue either the principal or the agent under Respondeat Superior. The principal is liable for torts that a servant commits if it is committed within their scope of employment. Non-Competition Clause – To be valid, an agreement must be ancillary to a legitimate bargain. “Ancillary” means that the non-competition agreement must be part of a larger agreement. When regarding a sale of a business, it is enforceable if reasonable in time, geographic area, and scope of activity. In an employment contract, a non-compete clause is generally reasonable and enforceable only to the extent necessary to protect (1) trade secrets, (2) confidential information, or (3) customer lists developed over an extended period. Remedies Available in a Fraudulent Contract Case – If the maker’s statement is fraudulent, the injured party generally has a choice of rescinding the contract or suing for damages. If the maker’s mistake was only a material misrepresentation, the only available remedy is rescission. Real Estate Agents Contract in Writing – A contract with a real estate agent must be in writing because under the statute of frauds, any contract for the sale of land is required to be in writing, and a real estate agent is an agent hired to sell the land of a principal. Delegation of Duties – A delegator can delegate their duties to a delegatee unless:
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This note was uploaded on 04/14/2008 for the course MANA 20153 taught by Professor Michael during the Spring '08 term at TCU.

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Review for Test 2 - Review for Test 2 Business Law Assignment of a contract An assignor can assign their rights of a contract either through a

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