EXAM REVIEW 3 (12/5) PDF

EXAM REVIEW 3 There are 55 questions on the exam: 41 TF and 14 MC. The questions are in order of chapter, more or less! You will have 75 minutes to complete the exam. Remember that there is considerable material in each chapter that I did not cover. Rely on the highlighted material in Canvas and th...

EXAM REVIEW 3 There are 55 questions on the exam: 41 TF and 14 MC. The questions are in order of chapter, more or less! You will have 75 minutes to complete the exam. Remember that there is considerable material in each chapter that I did not cover. Rely on the highlighted material in Canvas and this exam review. Exam 3: Thursday 12/5. Chapter 11: The Uniform Commercial Code General concepts: The UCC applies to the sale of goods, not services; a sale takes place when title transfers from seller to buyer; oral contracts, under certain conditions, are enforceable. Mixed Contracts: where both goods and services are contained in the contract. The Milking System case (below): Two takeaways: Where a contract contains both goods and services, the court will apply 1. The predominant purpose test, which it did in this case; decision: contract for goods, UCC applies; and 2., the statute of limitations under the UCC is 4 years, but you can negotiate fewer years, but you must have at least one year. Open Terms: Almost everything is negotiable under the UCC, as illustrated in the bullets under Open Terms (price, payment, delivery, etc.). But one thing is not negotiable: quantity. If the contract does not have how much of something you need (quantity), then the "contract" will not be enforced. Exception: a requirements contract. See the Maple Farms case in Chapter 12. Merchant's Firm Offer: The Thunderbird Case (below). Take away: Jennings was a merchant; he signed the offer; and it contained a time certain. Wheeler wins. The remedy is complicated, and you do not need to know how this case will ultimately be resolved. Acceptance: Seller can promise to ship (bilateral, remember?); or can just ship without the promise (unilateral, remember?). But if you do just ship you must notify the buyer that the goods are on their way. Once notified, the buyer can’t revoke her offer. This resolves the Lola issue with the sailboat where she revoked her offer just before Andy arrived at her dock! Shipment Contract: Houston seller of grapefruits; New York buyer: FOB Houston (where the seller lives). Here the seller is only required to delivery his goods to a carrier, and then the risk of loss if the goods are damaged in transit is on the buyer in New York. (Buyer has risk of loss). Destination Contract: Houston seller; New York buyer, but this time the contract will read FOB New York (where the buyer lives). Now the seller is responsible for the goods if they are damaged in transit. (Seller has risk of loss). Take away: If seller's city is after FOB, shipment contract; if buyer's city, destination contract. Cases: Cows Milking Machine (Neibarger); T-Bird Case. Chapter 12, UCC continued. Unlike chapter 11 where we learned about basic contract concepts of the UCC, in this chapter there is a icontract but is there a reason why the contract cannot be or should not be enforced? Or there is a contract and one party has not performed as promised, what is the remedy. The standard of good faith is read into every contract. Good faith means honesty in fact; The concept of unconscionability applies under the UCC. Right to Cure: Seller has the right to correct (cure) a mistake if there is time left in the contract. Commercial Impractibilty: Maple Farms case. This case was not an example of CI. Destruction of Identified Goods: you purchase last year’s model of bike, and the bikes are destroyed in a fire, AT NO FAULT OF EITHER PARTY, obviously you cannot deliver goods that have been destroyed. Acceptance: 1. you can expressly accept, or 2. you fail to reject the goods within a reasonable period of time, after having had an opportunity to inspect the goods. You have a right to inspect your goods before you pay for them. Seller’s Remedies when Goods in Seller’s Possession: Seller can resell the goods. If he gets less money, the first buyer owes him the difference plus incidental damages. If he sells the goods for more, Seller keeps the profit. OR, the Seller can sue the Buyer if Buyer refuses to pay. Formula: the difference between the contract price and the fair market price of the goods plus incidental damages. Goods in Buyers possession but refuses to pay. Seller would sue the Buyer. Formula: Sue for purchase price plus incidental damages. Buyer’s Remedies when Seller doesn’t perform. Cover: buy replacement goods; demand goods (specific performance) IF the goods are unique; or sue for the difference between the contract price and the fair market price of the goods plus incidental damages. Under certain circumstances a buyer can REVOKE their acceptance. Statute of Limitations under the UCC: 4 years but you can negotiate for less time, but it must be at least one year. Warranties: Express based on factual representations; Implied Warranty of Merchantability is based on the idea that the goods are reasonably fit for the general purpose; Fitness for Particular Purpose expects the good to work/fit as intended by the buyer. The sale of food on or off the premises is considered a good under the UCC. If you do not want to give a warranty each one must be disclaimed in a certain way to each warranty. Examples of each is in your notes. Cases: Maple Farms, Camper Case Chapter 13 (Text Chapter 4): Products Liability. While I consider the material on gun control to be enormously important for you to understand, it will not be on the exam. Negligence Standard: Duty to exercise due care, breach of duty, “but for” the breach there would not have been a harm. Design Defect and Warning Defect are the 2 concepts we studied. Defenses: Assumption of the Risk; Product Misuse; Comparative Negligence; and Open and Obvious. Cases: Accutane, 2 Bic lighter cases, Greene v AP Products. Chapter 17: Employment Law Employment at Will; Constructive Discharge (under Title VII) Title VII of the Civil Rights Act Protects certain classes of people: Race, Color, Religion, National Origin, and Sex (there are other protections through various other statutes and juridical decisions, but these are the protections under Title VII). Michigan has a similar law: Elliot-Larsen with the same protections plus three more: Weight, Height, and Marital Status, so the protections are not identical. (Now, in Elliott Larsen, Sexual Orientation & Gender Identity). Under Title VII, if you think you have been discriminated against, you MUST first go to the EEOC, the Equal Employment Opportunity Commission. If the EEOC determines that you havea case it will negotiate on your behalf or give you a letter allowing you to sue your employer (as Kim did in the Costco case). However, in Michigan you do NOT have to first go to the EEOC or Michigan’s Department of Civil Rights. You can find an attorney and if you have a case, you can sue your employer. Constructive Discharge is an option under Title VII. Disparate Treatment: this is intentional discrimination against a protected class/person. Disparate Impact: not intentional, but a protected class/person has been discriminated againstas the result of employer practices or procedures. In Smith v Jackson, the city decided to give raises to police officers with less than 5 years of service. Senior officers argued successfully that there was Disparate Treatment (the city acted intentionally) and Disparate Impact (not intentional based on age, senior officers were negatively impacted). Discrimination based on Religion: The Kim v Costco case. Types of Sexual Harassment Quid pro quo (an employment benefit in exchange for a sexual “favor”) and Hostile Environment (sexually offensive conduct in the workplace: offensive to the reasonable person, pervasive, and severe). Defenses: Business Necessity, you must be able to prove your action was indeed necessary. BFOQ, Bone Fide Occupation Qualification: a religious organization may want congregant; Race may never be the basis of a BFOQ. Hooters