Contracts
How does Article 2 define a merchant?
One who regularly deals in goods of the kind sold or who otherwise by his profession holds himself out as having special knowledge or skills as to the practices of goods involved.
All reversionery interests are _______ and, thus, not subject to the ______________________.
Vested; RAP
What are the general limitations on who may marry?
(1) be a minimum age (2) not be too closely related (3) have capacity to consent and (4) not have a prior undissolved marriage to a living spouse.
What is the difference between a de jure and a de facto corporation?
De Jure- incorporators comply with all applicable statutory requirements. De facto- Attempts but fails to incorporate correctly pursuant to a statute. Has all the rights of a De Jure corp, but remains subject to direct attack in a quo warranto proceeding by the state.
When does property pass by intestate succession?
(1) a decedent dies without having made a will (2) a decedents will is denied probate or (3) a decedents will does not dispose of all of his property, either because a gift has failed or because the will contains no residuary clause.
What is a merchant's firm offer?
(1) if a merchant (2) offers to buy or sell goods in a signed writing and (3) the writing gives assurances that it will be held open, the offer is not revocable for lack of consideration during the time stated, or if no time is stated, for a reasonable time (never to exceed three months).
What is the implied warranty of habitability?
Applies only to residential leases. Nonwaivable. Tied to standards of local housing codes. In the event of breach, the tenant may: (i) terminate the lease; (ii) make repairs and offset the cost against future rent; (iii) abate the rent to the amount to the fair rental value of the defects or (iv) remain in possession, pay for rent, and sue for damages.
What are the requirements for a common law marriage?
(1) an exchange of consents between two people with capacity; (2) cohabitation and (3) a holding out publicly of living together as spouses.
If a promoter enters into an agreement with a third party on behalf of planned but unformed corporation, the promoter is personally liable on the contract. The liability continues after the corporation is formed until an express or implied novation.
What are the relevant intestate succession principles for adopted children and step children?
Adopted take. Step don't take unless adopted.
What are the five exceptions to the pre-existing duty rule?
(i) new or different consideration is promised (ii) the promise is to ratify a voidable obligation (iii) the preexisting duty is owed to a third person rather than to the promisor (iv) there is an honest dispute as to the duty OR (v) there are unforeseen circumstances sufficient to discharge a party.
What is the hold-over doctrine?
If a tenant continues in possession after his right to possession had ended, the landlord may: (i) evict him, or (ii) bind him to a new periodic tenancy. Generally, the terms and conditions of the expired tenancy govern the new one. Commercial tenants may be held to a new year to year if the original was for one year or more, residential is month to month.
What are the requirements for prenups to be upheld?
(1) the agreement must be entered into voluntarily; (2) the K must be in writing and signed by the party to be charged (3) both parties must make a full and fair disclosure of their financial worth and (4) the economic provisions must be fair and reasonable.
What is the notice requirement for shareholders' meetings?
Shareholders must be notified of meetings not less than 10 or more than 60 days before the meeting. Notice must state the date, time, and place of the meeting and, for special meetings, the purpose.
When is revocation of a will by physical act effective?
Burning, tearing, canceling, or obliterating a material portion of the will with the intent to revoke.
Compare and contrast shipment contracts and destination contracts
If the contract authorities or requires the seller to ship the goods by carrier but does not require him to deliver them at a particular destination, it is a shipment K and risk of loss passes to the buyer when the goods are delivered to the career. It's the presumption. Destination K is straight forward.
What are the three types of restraints on alienation"
Describe the types of spousal support.
Permanent periodic spousal support is paid regularly to support a spouse who has neither the resources nor the ability to be self-sustaining. Rehabilitative spousal support consists of periodic payments for a limited time to enable a spouse to gain skills to become self-supporting. Lump sum is obvious. Reimbursement spousal support for a spouse who supported the other while they obtained a professional license or degree.
What is the difference between a voting trust and a voting agreement?
A voting trust is a written agreement of shareholders which which all of the shares owned by the parties to the agreement are transferred to a trustee, who votes the shares and distributes dividends. A voting agreement, in lieu of a trust, is a signed agreement written and provides for the manner in which they will vote their shares.
What is the typical amount of the spouse's elective share?
One-third of the net probate estate if the decedent is survived by issue and one-half if the decedent is not survived by issue.
What are a buyer's responsibility for goods after rejection?
Must not treat the goods as if she owns them. Has an obligation to hold the goods with reasonable care at the seller's disposition for a time sufficient to permit the seller to remove them. If the seller has no agent or place of business within the market area where the goods are rejected, a merchant buyer has a further obligation to obey any reasonable instructions. If no instructions, buyer may reship, store, or resell.
What is the rules regarding priority of mortgages and foreclosure?
Usually determined by the time it was placed on the property. Foreclosure does not destroy any interests senior to the interest being foreclosed. It generally destroys all junior interest.
What re the factors for determining whether joint custody is appropriate?
(1) fitness of both parties (2) whether the parents agree on joint custody (3) the parents ability to communicate and cooperate concerning the child's well being (4) the child's preference (5) the level of involvement of both parents in the child's life (6) the geographical proximity of the two homes (7) the similarity of dissimilarity of the two homes (8) effect of the award on the child's mental development and (9) parents ability to physically carry out the joint custody.
Describe a director's duty of care and its requirements.
Directors have a duty to manage to the best of their ability. They must discharge their duties: (1) in good faith; (2) with the care that an ordinarily prudent person in a like position would exercise under similar circumstances; and (3) in a manner that the directors reasonably believe to be in the best interests of the corp. Directors who meet this standard, protected by BJR
What is abatement?
The process of reducing testamentary gifts in cases where the estate assets are not sufficient to pay all claims against the estate and satisfy all bequests and devises.