Agency and Independent Contractors

<p>Express Authority (A)</p> Signup and view all the answers

<p>Indemnification (B)</p> Signup and view all the answers

<p>Renunciation by the Agent (B)</p> Signup and view all the answers

<p>Duty of Loyalty (B)</p> Signup and view all the answers

<p>It usually terminates the agency relationship (D)</p> Signup and view all the answers

<p>When the seller transfers the title to the goods (D)</p> Signup and view all the answers

<p>The principal can ratify the entire contract or not at all (C)</p> Signup and view all the answers

<p>Regardless of whether the transaction is authorized (B)</p> Signup and view all the answers

<p>The partner has the status of a creditor (C)</p> Signup and view all the answers

<p>Registration of a foreign limited partnership (B)</p> Signup and view all the answers

<p>To act for and on behalf of the principal (B)</p> Signup and view all the answers

<p>An agent can do anything the principal can legally do (B)</p> Signup and view all the answers

<p>The age of the agent (A)</p> Signup and view all the answers

<p>When a principal unintentionally misleads a third party into believing an agency exists (D)</p> Signup and view all the answers

<p>It requires personal performance by the principal (A)</p> Signup and view all the answers

<p>They usually have a distinct occupation and work independently (B)</p> Signup and view all the answers

<p>The agreement between the principal and agent to form a relationship (B)</p> Signup and view all the answers

<p>Some agents can be independent contractors and not employees (B)</p> Signup and view all the answers

<p>Contracts for services (D)</p> Signup and view all the answers

<p>Good Faith (C)</p> Signup and view all the answers

<p>Contracts with oppressive or grossly unfair terms (A)</p> Signup and view all the answers

<p>A history of previous interactions between parties (C)</p> Signup and view all the answers

<p>They possess specialized knowledge or skill in goods. (B)</p> Signup and view all the answers

<p>Freedom of Contract (D)</p> Signup and view all the answers

<p>A signed offer by a merchant valid for a max of three months (C)</p> Signup and view all the answers

<p>In any reasonable manner effective upon delivery (D)</p> Signup and view all the answers

<p>LLC (D)</p> Signup and view all the answers

<p>Services rendered (D)</p> Signup and view all the answers

<p>They may lose their limited liability unless conditions are met. (A)</p> Signup and view all the answers

<p>Duties of care and loyalty (A)</p> Signup and view all the answers

<p>They can demand payment for their interest (A)</p> Signup and view all the answers

<p>General partners (C)</p> Signup and view all the answers

<p>They can withdraw at any time with written notice. (C)</p> Signup and view all the answers

<p>All members have equal rights (B)</p> Signup and view all the answers

<p>Based on actual contributions unless stated otherwise in the agreement. (C)</p> Signup and view all the answers

<p>Court-ordered dissolution (A)</p> Signup and view all the answers

<p>Unlimited liability for partnership debts. (C)</p> Signup and view all the answers

<p>A lawsuit filed on behalf of the LLC (A)</p> Signup and view all the answers

<p>Members are not personally liable solely because of their status (A)</p> Signup and view all the answers

<p>Expiration of the agreed upon term, withdrawal of a general partner, or court order. (D)</p> Signup and view all the answers

<p>All partners, regardless of their type. (D)</p> Signup and view all the answers

<p>All members can participate in management while enjoying limited liability. (A)</p> Signup and view all the answers

A relationship where one party (agent) is authorized to act for another party (principal).

Agents act as representatives for the principal in business dealings with third parties.

A principal can be held responsible for an employee-agent's negligence in conducting business.

Usually broad, allowing an agent to do most things the principal could do, but with limitations.

Determining if an agent is an employee or independent contractor involves a review of control, occupation, supervision, skill, tools, duration, payment, and more.

A situation where someone can be considered a principal even without a clear agency relationship, if they've given an impression of agency.

Requires a principal misleadingly creating the impression that another person has authority, and a third party relying on this impression.

Certain actions, like personal contracts, cannot be delegated to an agent.

Agency is created through agreement or contract; it doesn't need consideration.

Usually not required, but agreements lasting over a year must be in writing.

The principal must have the legal ability to create an agency.

Agents must follow the principal's instructions.

Agents must act loyally and in good faith.

Principal explicitly gives the agent power to act.

Agent's power is suggested by the relationship, actions, or customs.

Ending an agency relationship through various events (e.g., agreement, completion).

The Uniform Commercial Code (UCC) doesn't govern contracts for services, employment, insurance, real property, or intangible assets.

The UCC aims to update, clarify, and standardize sales and lease laws.

All UCC contracts must be performed in good faith, meaning honesty in fact and reasonable commercial standards for merchants.

Courts can refuse to enforce contracts or provisions that are unfair or oppressive.

Past interactions between parties that help interpret their current agreement.

Common practices in a specific industry or location that influence contract terms.

Those who deal in goods or have specialized knowledge about them, often with special rules.

Parties can modify most UCC provisions through their agreements.

Limited partners generally have limited liability, meaning they are not personally responsible for partnership debts, but they can lose their investment.

Limited partners typically do not have control over the partnership's operations, which is usually handled by the general partners.

If a limited partner actively participates in managing the partnership, they may lose their limited liability protection and become personally responsible for debts.

Limited partners can withdraw their investment according to the terms outlined in the partnership agreement.

Limited partners have the right to inspect and copy partnership records to understand the business's performance and finances.

Limited partners can sue on behalf of the partnership if the general partners fail to act in the best interests of the partnership.

General partners owe a fiduciary duty of care and loyalty to the partnership, meaning they must act in the best interests of all partners.

An LLC is a business structure that offers limited liability to all owners and allows all members to participate in management.

A formal document filed with the state to establish an LLC. It outlines basic information, including the LLC's name, members, and registered agent.

A crucial contract that outlines the rights and duties of LLC members, including management, profit distribution, and dispute resolution.

Represents an ownership stake in an LLC, including financial rights (distributions) and management rights as determined by the operating agreement.

An LLC where management responsibilities are delegated to a designated group of managers, not all members.

An LLC where all members participate in management decisions, with equal rights and responsibilities.

A special type of limited partnership where all partners, including general partners, have limited liability, similar to an LLC.

A separate legal entity from its shareholders, it has its own rights and liabilities, and is treated like a 'person' under the law.

In a contract for the sale of goods, ownership (title) is transferred from the seller to the buyer to finalize the sale.

An agent with actual authority can legally bind both themselves and the principal (even if their identity is hidden) to most contracts.

A principal cannot ratify only parts of a contract; they must accept the entire thing or reject it.

A legally binding agreement between a subscriber and a newly formed corporation, promising to buy shares once the corporation is officially established.

Some states restrict the formation of professional corporations (like lawyers or doctors) to only certain professions.