Business Law II
|Course Number||MGT 252|
|Course Description||Prerequisite: ENG 111 or OAT 151 either with a minimum grade of "C", and MGT 251 or permission of instructor. This course provides a continued study of court systems, with emphasis in specialized areas of business law including sales law, commercial paper law, secured transactions and bankruptcy law, real property law and corporation law. The Uniform Commercial Code and recent consumer protection legislation are stressed. (45-0)|
Outcomes and ObjectivesDemonstrate a general knowledge of sale of goods under the Uniform Commercial Code.
Describe the timing of passage of title and risk of loss in sale of goods transaction.
- Describe how the Code treats a sale of goods as a unique contractual agreement, different from traditional contract law.
- List points of difference between general contract law and the law of sales.
- State when a contract for the sale of goods must be evidenced by a writing.
- List and explain the exceptions to the requirement that certain contracts be evidenced by a writing.
- Define and state the purpose of the United Nations Convention on Contracts for the International Sale of Goods.
- State the distinguishing features of a consumer lease and a finance lease.
Demonstrate an understanding of delivery terms in a contract for the sale of goods under the Uniform Commercial Code.
- State when title and risk of loss pass with respect to goods.
- State who bears the risk of loss when goods are damaged or destroyed.
- Classify transactions in which the person dealing with the seller may return the good.
- Describe contrasting views of courts as to when a sale occurs in a self-service store.
Demonstrate an understanding of product liability theories.
- Describe the rights afforded a party when it appears that the other party in the contract will not perform.
- State what steps can be taken by a party to a sales contract who feels insecure.
- State the obligations of the seller and the buyer in a sales contract.
- Identify conduct that constitutes an acceptance.
Demonstrate an understating of remedies.
- List the theories of product liability.
- Say who may sue and who may be sued when a defective product causes harm.
- List and define the implied warranties and distinguish them from express warranties.
- Explain and distinguish between full warranties and limited warranties under federal law.
- State what constitutes a breach of warranty.
- Describe the extent and manner in which implied warranties may be disclaimed under the UCC and the CISG.
Demonstrate an understanding of the negotiable instruments.
- List the remedies of the seller when the buyer breaches a sales contract.
- List the remedies of the buyer when the seller breaches a sales contract.
- Distinguish between rejection of nonconforming goods and revocation of acceptance.
- Determine the validity of clauses limiting damages.
- Discuss the waiver of and preservation of defenses of a buyer.
Gain an understanding of the mechanics of the transfer of commercial paper.
- Explain the importance and function of commercial paper.
- Name the parties to commercial paper.
- Describe the concept of negotiability and distinguish it from assignability.
- List the essential elements of a negotiable instrument.
Demonstrate an understanding of the different types of holders of commercial paper.
- Describe specific applications to the liability of parties when there has been a forgery.
- Distinguish the effect of a transfer by assignment from that of a negotiation.
- Explain the difference between negotiation of order paper and negotiation of bearer paper.
- Determine the legal effect of forged and unauthorized indorsements.
- Be familiar with the forged payee imposter exceptions.
- List the indorser's warranties and describe their significance.
- Solve problems involving the transfer of commercial paper.
Demonstrate understanding of the ways parties to commercial paper are discharged of liability.
- Describe the specific defenses available to a party to commercial paper when sued by the holder.
- List the requirements for becoming a holder in due course.
- Explain the rights of a holder through a holder in due course.
- List and explain the limited defenses not available against a holder in due course.
- List and explain the universal defenses available against all holders.
- Describe how the rights of a holder in due course have been limited by the Federal Trade Commission.
Demonstrate an understanding of the types of bankruptcy discharge.
- Distinguish between primary parties and secondary parties.
- Explain why presentment for payment and presentment for acceptance are important.
- Explain the importance of giving notice of dishonor and when such notice is excused.
- List and explain the various methods of discharge.
- Distinguish the discharge of individual parties from the discharge of all parties.
- Describe the procedural steps the holder must follow to collect on commercial paper upon default.
Acquire knowledge of what is included in the concept of real property, the various ways to acquire ownership of real property, and the legal requirements to transfer title to real property.
- List the requirements for the commencement of a voluntary bankruptcy case and an involuntary bankruptcy case.
- Describe the rights of the trustee in bankruptcy.
- Explain the procedure for the administration of the debtor's estate.
- List the debtor's duties and exemptions.
- Explain the significance of a discharge in bankruptcy.
- Explain when a business reorganization and an extended time payment plan might be used.
- Describe the procedural requirements for they types of bankruptcy discharge.
- Describe what assets are exempt upon filing for bankruptcy.
Demonstrate an understanding of how lease relationships are created.
- List the kinds of real property.
- Distinguish between liens, licenses, and easements.
- List and illustrate the forms of co-ownership of real property.
- Define a deed and describe its operation.
- Describe and illustrate the warranties of the grantor and the grantee of real estate.
- Describe the characteristics and effect of a mortgage.
Demonstrate knowledge of how a corporation is formed.
- Define a lease and list its essential elements.
- List the ways in which a lease may be terminated.
- List and explain the rights and duties of the parties to a lease.
- Describe the remedies of a landlord for breach by the tenant.
- Describe a landlord's liability for a tenant's and a third person's injuries.
- Define and distinguish between a sublease and an assignment of a lease.
- Describe the rights and duties of the respective parties in a lease relationship.
- Describe who is liable for injury on premises.
- Classify corporations according to nature, state of incorporation, and functions performed.
- State why and when the corporate entity will be ignored.
- List the steps to be taken in forming a corporation.
- Compare corporations de jure, de facto, and by estoppel.
- List and describe the ways in which corporate existence may be terminated.
- Compare consolidations, mergers, and conglomerates.
- Describe the advantages of forming a corporation.