I wanted to provide you with the up-dated questions.
In order to obtain a patent for an invention, the invention must be all of the following except:
Which of the following is not true?
- The plaintiff s required level of proof to win a civil trial is greater than in a criminal trial.
- The victim of a crime may be able to bring a civil lawsuit against the alleged criminal.
- After a criminal defendant has been found not guilty, the victim may still bring a civil suit for damages against the same defendant if the victim has not already done so.
- Procedural protections for defendants are greater in criminal cases than in civil cases.
Which of the following is not true regarding international law?
- Enforcement is a problem because there is no "executive branch" to enforce it.
- The United Nations plays the same role in international law that the federal government plays in United States law.
- International Law comes from multiple sources.
- There is no single court system for dealing with all international disputes.
To create an enforceable contract, which of the following are needed?
- Offer and acceptance.
- Offer, acceptance and consideration.
- Offer, acceptance, consideration and capacity.
- Offer, acceptance, consideration, capacity and a lawful objective and purpose.
What kind of contract is formed when each party makes a promise in return for the other's promise?
- A unilateral contract.
- A quasi contract.
- A bilateral contract.
- An implied moral contract by acceptance.
The doctrine which applies when one person confers a benefit on another who retains the benefit in a situation where it would be unjust to allow the recipient to retain the benefit is known as:
Which of the following is true regarding contract validity?
- A void contract is one where a party has the option to avoid her contractual liability.
- A voidable contract is one in which a party may avoid her obligation under that contract.
- A voidable contract is one that has no legal effect because one of the essential elements is missing.
- An executor contract is also unenforceable.
Which of the following constitutes legal consideration?
- A promise based upon a change in duties and payments.
- A promise based upon a moral obligation.
- A promise based upon past consideration.
- A promise based upon a preexisting duty.
An offer lapses upon the following except:
- Death of the offeror.
In order for a contract to be valid, it must
- Be made by a writing signed by adults
- Be fully performed on both sides
- Contain an offer, acceptance, and consideration
- Be properly filed
Generally speaking, the contract of a minor:
- Must be in writing
- Is not enforceable by the minor
- Is void
- Is voidable at the minor's option
Which of the following in not true?
- A minor can still disaffirm a contract for a reasonable time after reaching majority.
- An adult cannot disaffirm a contract made with a minor.
- A minor must pay the agreed price on contract for necessaries.
- What constitutes a necessary varies over time and can differ from state to state.
Which of the following is not required to form a contract?
- An offer and acceptance.
- A signature by each party.
- Legality of the contract object.
In order to be enforceable, a covenant-not-to-compete must be reasonable in each of the following aspects except:
- Length of time the restriction is in effect.
- Scope (i.e. interests protected) by the restriction.
- Amount paid to the one who gives up the right to compete.
- Geographic area of the restriction.
In order to satisfy the Statute of Frauds sufficiency of writing requirement, generally writing must:
- Be a formal, written, sealed document
- Be any written memorandum containing the essential terms of the parties' agreement
- Be signed by the party against whom enforcement is sought
- B and C
A plaintiff in a fraud case must prove the following except:
- Justifiable Reliance.
- False statement of a material fact.
- Intent to Deceive.
- Discovery of the falsehood within a reasonable time.
An oral contract for the sale of land generally is:
The Statute of Frauds:
- Makes certain contracts illegal if they are not in writing.
- Makes contracts covered by it voidable.
- Is designed to protect minors from being taken advantage of.
- Makes certain contracts unenforceable if they are not in writing.
Contracts involving fraud and misrepresentation are:
- Actionable only if in writing.
Assuming the existence of a complete and final written contract, the parole evidence rule generally would prohibit evidence of:
- Prior or contemporaneous oral statements that alter, contradict, or add to the terms of the contract
- Prior or contemporaneous oral statements that explain ambiguities in the contract
- Subsequent oral statements that modify the contract
- A and C
Which of the following duties cannot be delegated?
- A surgeon's duty to do open heart surgery.
- A buyer's duty to purchase a commercial building.
- A contractor's duty to repair a roof.
- A farmer's duty to deliver a quantity of wheat.
Duties under a contract:
- Are freely assignable under all circumstances.
- Can be delegated, but only if there is a signed writing.
- May be delegated without assigning rights.
- May be delegated only if there is a corresponding assignment of rights.
The release of one party to a contract and the substitution of another party for the released party is called:
- A substitution by law
- A summation
- A novation
- An adjudication
A minor good faith deviation or omission in an otherwise complete performance of a contractual obligation in a construction contract is known as:
- Substantial performance.
- Nonmaterial performance.
- Nonessential performance.
- Material performance.
The act by which one party, by words or conduct, unequivocally indicates her inability or unwillingness to perform the contract is called:
- Anticipatory breach
- Illusory performance
Consequential damages are:
- Awarded to give the non-breaching party the "benefit of the bargain."
- Are fixed in an amount prior to an actual breach.
- Arise from foreseeable consequences related to the contract.
- Are not awarded in the case of personal services contracts.
Damages which are fixed in the amount to be awarded in the event of a breach are known as:
- Punitive damages
- Liquidated damages
- Consequential damages
- Conditional damages
Which of the following is true about punitive damages?
- They are generally not available for breach of contract claims.
- They are awarded only if consequential damages are also awarded.
- They are awarded where specific performance is not available.
- Their purpose is to give the non-breaching party the benefit of the bargain.
The UCC applies to a mixed sale:
- Whenever a sale of goods is a part of the transaction.
- Only if there is no service involved.
- If the sale of the good is the predominant part of the transaction.
- Only if the contract provides that the UCC applies.
A merchant is a person who:
- Deals in goods of the kind involved in the transaction.
- By his or her skill or occupation, holds himself or herself out as having special skill or knowledge regarding the goods in the transaction.
- Employs a merchant as his or her agent.
- Any of the above would qualify a person as a merchant.
Which of the following statements is true regarding sales contract terms left open under the UCC?
- Leaving open price terms make the contract unenforceable.
- The price is a "reasonable" price at the time of delivery if the price term is left open.
- The price may be fixed by a market, a third person, or another standard, if so provided in the contract.
- B and C only.
Under Article 2 of the UCC dealing with the sale of goods, a contract is usually enforceable even if which of the following terms is omitted:
- Price or quantity
- Neither price nor quantity may be omitted
Which of the following is true relating to a "firm offer" under the UCC?
- It can be made only by a merchant.
- It must be in writing and signed by the merchant.
- It may provide that the offer remain open for any period of time up to four months.
- A and B only.
- It is treated as a rejection and counteroffer.
- If both parties are merchants, there is a contract and the additional terms may or may not become part of the contract.
- If neither party is a merchant, there is no contract.
- It is treated as a counteroffer, but it does not reject the original offer.
Which of the following is true regarding a contract modification under the UCC?
- A contract modification needs new consideration to be enforceable, just like at common law
- A contract modification needs no new consideration
- Modifications must always be in writing to be enforceable
- A and C only
A destination contract requires that the seller:
- Deliver the goods to a common carrier
- Deliver the goods to the buyer
- Give proper and adequate notice to the buyer
- B and C
If a seller delivers nonconforming goods prior to the date that delivery is due, the seller can make the shipment conform under the:
- Time to conform rule.
- Right to make perfect.
- Reasonable delay doctrine.
- Right to cure.
If a seller breaches a contract for the sale of goods and the buyer then acquires similar goods from another supplier, this is known as the right of:
- Alternate acquisition
- Specific performance
- Contract cancellation
The seller can recover the purchase price for the goods only under certain circumstances, including when:
- The buyer accepts, but fails to pay for the goods.
- The goods are destroyed after risk of loss passes to the buyer.
- The buyer rejects specially manufactured goods that cannot be resold.
- A, B and C.
Which of the following is true about the difference between express and implied warranties?
- Express warranties apply to merchants and implied warranties apply to all sellers of goods.
- Express warranties apply to merchants and implied warranties apply to non-merchants.
- Express warranties arise from conduct of the parties and implied warranties arise automatically by operation of law.
- Implied warranties cannot be disclaimed, but express warranties can be disclaimed.
A wholesale distributor who is named in a product liability suit based on strict liability could avoid liability if:
- The plaintiff had not purchased the product causing the injury.
- The distributor exercised reasonable care in all ways with respect to the product causing the injury.
- This product had been used for many years by other users without injury.
- This defect which caused the injury occurred after the product left the distributor.
Which of the following statements regarding product liability is not true?
- One major problem with using negligence for product liability is that the plaintiff must show some specific act of negligence.
- Failure to warn about a generally or commonly known danger usually will lead to liability.
- Strict liability is a "no fault" system.
- To be held liable in strict liability, the product must be in essentially the same condition as when it left the defendant's control.
Agency always requires:
- Both an agent and principal who are adults.
- A written contract.
- Consideration on the part of both the principal and the agent.
- Intent by both the principal and agent to be in the arrangement.
Where the principal makes representations to a third party about the role that an agent is to play, which kind of authority arises?
- Apparent authority
- Authority by ethics
- Inherent authority
- Implied authority
Where the principal makes representations to a third party, such as the use of a title in the employment situation, about the role that an agent is to play, which kind of authority arises?
- Apparent authority
- Authority by ethics
- Inherent authority
- Express authority
In an agency relationship involving a principal, an agent, and a third party, whether or not the agency relationship has been disclosed to the third party is a crucial issue. This would affect:
- The contract liability of the principal to the third party on a contract made by the agent on the principal's behalf.
- The tort liability of the principal to the third party for a tort of the agent.
- The tort liability of the agent to the third party for the agent's tort.
- The contract liability of the agent to the third party on a contract made by the agent on the principal's behalf.
The major disadvantage of a sole proprietorship is:
- The difficulty and cost of formation.
- The unlimited liability for the business's debts.
- The sharing of management authority with others.
- The difficulty in transferring ownership to others.
Franchise law is:
- State law only
- Federal law only
- Both federal and state law
- State law, and based only on common law
A partnership is created:
- If the managing partner files appropriate papers with the secretary of state.
- If one or more persons or entities engage in an ongoing business activity for profit.
- Upon the issuance of stock to the partners.
- Once there is a valid written partnership agreement.
Which of the following is true about the Uniform Partnership Act?
- It is a federal statute which covers all partnerships.
- It is the statute which set up partnerships as pass-through entities for tax purposes.
- It is a model statute which has been enacted by nearly all states as state law governing the formation and operation of partnerships.
- It can apply only if there is no other statute or common law principle covering the applicable condition.
The duration of a partnership can be:
- For a fixed term only.
- For an indefinite period only.
- Only until the accomplishment of a particular undertaking.
- A, B or C.
What is true about a partner's right to participate in the management of the partnership?
- It exists only if the partner has been elected as an officer or management committee member.
- It exists only if the partnership agreement gives the partner this right.
- It exists automatically, but can be eliminated in the partnership agreement.
- It exists automatically and cannot be eliminated in the partnership agreement.
Which of the following statements is not true regarding the assignment of a partner's interest in the partnership?
- The partnership interest is personal property.
- The partnership interest may be assigned without the permission of the other partners.
- The assignment makes the person receiving it (the assignee) a new partner.
- The assignment allows the person receiving it (the assignee) to receive the partnership profits of the assignor.
Which of the following events cause the dissolution of a partnership?
- Admission of a new partner.
- A partner assigning her partnership interest to a nonpartner.
- A creditor obtaining a charging order.
- A partner's demand for an accounting.
Which of the following activities will cause a limited partner to lose his limited liability?
- Being an employee of the limited partnership.
- Helping with the management of the limited partnership.
- Voting on amendments to the limited partnership agreement.
- Voting on the dissolution of the limited partnership.
Which of the following is a reason to form a limited liability company rather than an S corporation?
- There is no limit on the number of owners of a limited liability company whereas the number of shareholders of an S corporation is limited.
- All owners of a limited liability company have limited liability, but not all owners of an S corporation have limited liability.
- A limited liability company can be formed without formalities such as filing papers with the state whereas an S corporation requires papers to be filed with the state.
- A limited liability company acts as a flow-through entity for income tax purposes, but an S corporation does not.
Jill invests $1,000 to buy 10 shares of Good Corporation. The corporation goes bankrupt having no assets and $l million in liabilities. The most Jill can lose is the $1,000 she invested. This is an example of the corporate characteristic of:
- Limited liability
- Free transferability of shares
- Perpetual existence
- Centralized management
If a corporation is properly incorporated in one state and wants to do business in a second state, the corporation:
- Must incorporate in the second state.
- Must do nothing because being incorporated in one state entitles the corporation to do business in all states.
- Register with the Interstate Commerce Commission.
- May be required to obtain a certificate of authority from the second state.
When a promoter enters into a contract on behalf of corporation which is not yet formed, the corporation will become liable on the contract:
- At the time the promoter enters into the contract.
- When the corporation comes into existence.
- Once the corporation has elected its initial board of directors.
- Only if the corporation, once formed, agrees to be liable on the contract.
The person empowered by the corporation to receive notice of lawsuits against it, is called the:
- Registered agent
Which of the following would not be a typical item of business at the organizational meeting of a corporation?
- Adoption of bylaws
- Election of corporate officers
- Selection of promoters
- Authorizing the issuance of shares of stock
If a corporation commits an ultra vires act, which of the following is not an available remedy?
- The shareholders may sue for an injunction prohibiting the act.
- The shareholders may sue the officers and/or directors for damages.
- The state Attorney General may automatically bring criminal charges against the officers and/or directors.
- The state Attorney General may sue to dissolve the corporation.
The management responsibilities of a shareholder include
- Voting for the board of directors.
- Voting on mergers and other fundamental changes to the corporation.
- Voting to pay dividends.
- A and B only.
Which of the following is true?
- Voting trusts and voting agreements both require the transfer of stock certificates to a trustee.
- In a voting trust, the shareholder grants the trustee the right to vote the shares, but in a voting agreement the shareholders vote their own shares.
- Voting agreements, but not voting trusts, must be accompanied by proxies executed by the shareholders.
- Voting trusts are irrevocable, while voting agreements can be either revocable or irrevocable.
Which of the following describes a shareholder's preemptive rights?
- The right to purchase shares of another shareholder pursuant to a buy-and-sell agreement.
- The right to purchase a pro-rata portion of any additional shares issued by the corporation.
- The right of shareholders to override actions of the board of directors.
- The right of shareholders to remove members of the board of directors without cause.
Who has a right to receive dividends?
- Both preferred and common shareholders at all times.
- Both preferred and common shareholders, as long as the corporation has adequate retained earnings.
- Preferred shareholders at all times when the corporation has adequate retained earnings, and common shareholders whenever dividends have been declared.
- Both preferred and common shareholders, but only when dividends have been declared.
Under the business judgment rule
- Directors and officers have an obligation to exercise sound business judgment, and any failure to do so is per se negligence which results in liability to the corporation.
- Directors and officers have an obligation to exercise sound business judgment, and any failure to do so results in a rebuttable presumption of negligence.
- Directors and officers are never liable in suits filed against them by shareholders.
- Directors and officers are not liable for honest mistakes of judgment.
"Piercing the corporate veil" can best refer to:
- Denying corporate existence to a corporation when it is ethically advisable.
- Denying limited liability to owners of a corporation because the corporation failed to exercise reasonable care in its business decisions.
- Denying limited liability to owners of a corporation where the corporate affairs and finances were not sufficiently segregated from those of the owners.
- Forcing a corporation to pay a dividend to its shareholders.
A transaction in which two corporations combine such that afterwards only one of them still exists and owns all the assets previously owned by either corporation is best called a:
- Purchase of assets
- Share exchange
In an ordinary merger, what approvals generally are needed?
- Recommendation by both boards of directors and votes of the shareholders of each corporation.
- Votes by both boards of directors, but shareholders need not approve.
- Vote by the board of directors of the surviving corporation, and for the corporation which does not survive recommendation by the board of directors and vote by the shareholders.
- For both corporations, a vote by the shareholders, but no action by the board of directors.
Most states provide that in a merger or consolidation of corporations, a dissenting shareholder may elect to receive the fair value of her shares instead of being part of the restructuring. This is called the
- Dividend right
- Appraisal right
- Merger right
- Ultra vires right
Which of the following is not one of the functions of the SEC?
- Adopting rules to further the functions of the securities laws.
- Providing government-backed insurance to purchasers of all securities.
- Investigating securities violations.
- Bringing enforcement actions against suspected violators of securities laws.
- Regulating securities brokers and advisors
The general purpose of the Securities Act of 1933 is:
- To allow the issuance of only those securities whose level of risk has been approved by the SEC.
- To provide that all securities issued have adequate insurance coverage.
- To provide that all relevant information is disclosed truthfully to potential purchasers of new issues of securities.
- To provide potential purchasers of securities with a safety rating system.
Under Rule l0b-5, which is true about insiders?
- Officers and directors are insiders, but employees who are not officers are not insiders.
- Officers and directors are insiders, but lawyers and accountants which are hired only on a temporary basis are not insiders.
- Employees at all levels in a company are insiders, as well as lawyers, accountants, and consultants even when hired only on a temporary basis.
Which of the following practices is not a "bait and switch"?
- Running out of the advertised product because the high demand was not anticipated.
- Refusing to show customers the advertised product.
- Discouraging employees from selling the advertised product.
- Not having supplies of the advertised product on hand.
Under federal laws, which of the following statements regarding an environmental impact statement (EIS) is false?
- An EIS is required for all state and federal legislation.
- The EIS must contain a cost-benefit analysis for the proposed action.
- The EIS must identify alternatives to the proposed action.
- The EIS must describe the impact on the environment of the proposed action.
Which of the following statements regarding replacing striking workers is false?
- All strikers may be replaced by other workers.
- All strikers must be reinstated after the strike, even if replacement workers must be fired.
- Strikers for economic benefits are entitled to reinstatement, but replacement workers need not be fired.
- Strikers for unfair labor practices are entitled to reinstatement, even if replacement workers must be fired.
Which of the following is true about sexual harassment in the workplace?
- If a supervisor approaches someone and asks that person out for a social date, if the supervisor acts in socially customary manor, it generally will not be sexual harassment.
- The standards for a hostile work environment are extremely vague and depend on all the facts and circumstances.
- Sexual harassment claims require that persons of both sexes be involved.
- Sexual harassment is covered under OSHA as part of workplace safety.
Which of the following is the most correct statement of the requirements for a bona fide occupational qualification?
- Job related and cost effective.
- Job related and nondiscriminatory.
- Job related and a business necessity.
- Rationally based and evenly and ethically applied.
Which of the following is true about the Americans with Disabilities Act?
- It affects only the employment of persons with disabilities.
- It clearly sets limits and requirements relevant to employers.
- It not only prevents discrimination based on disabilities, but employers can be required to incur costs in order to accommodate disabled individuals in their jobs.
- It requires employers to ask about an applicant's disabilities so that the employer knows if the applicant is covered.
Which of the following is true about restraints of trade?
- Under the per se rules, all restraints of trade are illegal.
- Under the rule of reason, all restraints of trade are illegal.
- Some acts are illegal per se, but other actions must be judged by the rule of reason.
- Price fixing is always judged by the rule of reason.
Horizontal price-fixing occurs when:
- One or more companies charge the same prices for goods at all their stores for an unreasonable length of time.
- A manufacturer requires its independent dealers to sell its products at a given price.
- A company with the entire market on a patented product sells the product at a fixed price.
- Two or more competing companies agree on the prices they will charge for their products.
Resale price maintenance usually occurs when:
- A retailer refuses to lower its price even though competitors have lowered their prices.
- A wholesaler refuses to offer volume discounts to its high volume customers.
- A manufacturer sells its products only to those dealers who agree to charge a certain price.
- A manufacturer sells its products to its dealers for the same price in all states even though the retail market is much more competitive in some states than in others.
Which of the following is true about the Sherman Act?
- Liability under Section I for restraint of trade requires agreement with another party, but liability under Section 2 for monopolization does not.
- Liability under the Section 2 for monopolization requires agreement with another party, but liability under Section I for restraint of trade does not.
- Liability under either Section I or Section 2 requires agreement with another party.
- A business can be liable under either Section I or Section 2 without any agreement with another party.
In determining the lawfulness of a merger, which of the following factors need not be shown?
- An actual lessening of competition.
- The relevant product market.
- The relevant geographic market.
- The likelihood of a substantially lessening of competition or the tendency to create a monopoly.
Which form of real property ownership includes the greatest degree of ownership?
- Fee simple subject to condition subsequent.
- Fee simple determinable.
- Fee simple absolute.
- Absolute life estate.