Contract On Behalf Of The Legal Entity example essay topic

Charta Magna: agreement between king John and his barons laying down mutual rights and obligations as well as the position of the lower nobility and the church. (1215) Habeas Corpus: is an important remedy against unlawful commitment. (1679) Bill of rights: protects statements in either house of parliament granting parliament itself the power to fine or imprison those who abuse this privilege. It also prohibited the king to levy taxes or keep an army without permission of parliament.

(1689) Act of settlement: Secured the succession of the throne after the death of William who was king of England but who didn't have any children. It gave the throne to Princess Sofia of Hannover and her heirs, being Protestants. (1700) Charles-Luis de Montesquieu: "De l' des lois" (1748) Jean-Jaques Rousseau is the author of: "discours sur l' origine el les fond aments de l' parmi les homes" (1754) "contrat social ou principes du droit" (1762) Independence of USA (1776) French Revolution (1784) Types of laws Statute laws: An act of the legislature of a state or country, declaring, commanding, or prohibiting something; a positive law; the written will of the legislature expressed with all the requisite forms of legislation; -- used in distinction from common law. Statute is commonly applied to the acts of a legislative body consisting of representatives.

In monarchies, legislature laws of the sovereign are called edicts, decrees, ordinances, rescripts, etc. In works on international law and in the Roman law, the term is used as embracing all laws imposed by competent authority. Statutes in this sense are divided into statutes real, statutes personal, and statutes mixed; statutes real applying to immovable's; statutes personal to movables; and statutes mixed to both classes of property. Statute book: a record of laws or legislative acts. Federal Laws: Rules that are applied on a federal level International Laws: A set of rules generally regarded and accepted as binding in relations between states and nations. Also called law of nations.

These are the rules regulating the mutual intercourse of nations. International law is mainly the product of the conditions from time to time of international intercourse, being drawn from diplomatic discussion, textbooks, proof of usage, and from recitals in treaties. It is called public when treating of the relations of sovereign powers, and private when of the relations of persons of different nationalities. International law is now, by the better opinion, part of the common law of the land. By-laws: A local or subordinate law; a private law or regulation made by a corporation for its own government. Intestate: Without having made a valid will; without a will; as, to die intestate.

Not devised or bequeathed; not disposed of by will; as, an intestate estate. Fiduciary: Of or relating to a holding of something in trust for another: a fiduciary heir; a fiduciary contract. A person who holds assets in trust for a beneficiary; 'it is illegal for a fiduciary to misappropriate money for personal gain'. Fiduciary Relationship. where one person places complete confidence in another in regard to a particular transaction or one's general affairs or business. The relationship is not necessarily formally or legally established as in a declaration of trust, but can be one of moral or personal responsibility, due to the superior knowledge and training of the fiduciary as compared to the one whose affairs the fiduciary is handling Lien: Legal claim until a debt is repaid. The right to take and hold or sell the property of a debtor as security or payment for a debt or duty.

In law, lien is the broadest term for any sort of charge or encumbrance against an item of property that secures the payment of a debt or performance of some other obligation. Liens can be consensual or non-consensual. Consensual liens are imposed by a contract between the creditor and the debtor. These liens include: o mortgages; o security interests; o chattel mortgages Non-consensual liens typically arise by statute or by the operation of the common law.

These liens give a creditor the right to impose a lien on an item of real property or a chattel by the existence of the relationship of creditor and debtor. These liens include: o tax liens, imposed to secure payment of a tax; o attorney's liens, against funds and documents to secure payment of fees; o mechanic's liens, which secure payment for work done on property or land; o judgment liens, imposed to secure payment of a judgment o maritime liens, imposed on ships by the law of admiralty. Liens are also 'perfected' or 'unperfected. ' Perfected liens are those liens for which a creditor has taken the steps required by law to give third parties notice of his interest in the property in which a lien is claimed.

The fact that an item of property is in the hands of the creditor usually constitutes perfection. Where the property remains in the hands of the debtor, some further step must be taken, like recording a notice of the security interest with the appropriate office. Perfecting a lien is an important part of the task of protecting the secured creditor's interest in the property. A perfected lien is valid, even against a trustee in bankruptcy; an unperfected lien is not.

Tort: Damage, injury, or a wrongful act done willfully, negligently, or in circumstances involving strict liability, but not involving breach of contract, for which a civil suit can be brought. Seizure: A taking into possession; as, the seizure of a thief, a property, a throne, etc. Retention within one's grasp or power; hold; possession; ownership. Trustee: One, such as a bank, that holds legal title to property in order to administer it for a beneficiary. A person to whom property is legally committed in trust, to be applied either for the benefit of specified individuals, or for public uses; one who is interested with property for the benefit of another; also a person in whose hands the effects of another are attached in a trustee process. Duress: The state of compulsion or necessity in which a person is influenced, whether by the unlawful restrain of his liberty or by actual or threatened physical violence, to incur a civil liability or to commit an offense.

Proxy: A person authorized to act for another. Unilateral juridical act. Estate: That on which the burden of a servitude or an easement is imposed. Cf. Dominant estate Everything you own; all of your assets (whether real property or personal property) and liabilitiesFraus: The Penal code threatens the debtor with imprisonment, if it can be proved that the debtor has wilfully withdrawn assets from the estate with the intention to his creditors. Moratorium: A legally authorized postponement before some obligation must be dischargedSuspention of an ongoing activity.

Mala fides: Bad Faith. In roman and English law, transactions in which the bankrupt is entered shortly before bankruptcy, are voidable. Action Paul iana: Protects the creditors. Is used to recover assets disposed by the debtor fraudulently. Caveat emptor: The axiom or principle in commerce that the buyer alone is responsible for assessing the quality of a purchase before buying. Res: A thing that has no owner and never belonged to anyone.

Res derelict a: A thing that was abandoned. Lease: A contract granting use or occupation of property during a specified period in exchange for a specified rent. Lessee: The person to whom a lease is given, or who takes an estate by lease. a tenant who holds a lease. (the one who rents). Lessor: One who leases; the person who lets to farm, or gives a lease. Someone who grants a lease. (the owner). Pledge: Pledger: someone who makes or gives a pledgePledgeor: One who pledges, or delivers anything in pledge.

A person who deposits property as a pledge. Creditor. Pledgee: A person to whom something is pledged. Debtor. European court of justice: Founded in 1952 The European Community is a creature of the law and it pursues its aims exclusively through a new body of law - Community law. This is independent, uniform in all the Member States, it is separate from, yet superior to national law, and many of its provisions are directly applicable in all the Member States.

As the judicial institution of the Community, the European Court of Justice (ECJ) is the backbone of a system of safeguards. Its judges have to ensure that Community law is not interpreted and applied differently in each Member State, that as a shared legal system it remains a Community system, and that it is always identical for all in all circumstances. In 1989 a Court of First instance was set up to help the ECJ cope with its enormous workload. Maxim caveat emptor: buyer be careful. Bankruptcy: A debtor that, upon voluntary petition or one invoked by the debtor's creditors, is judged legally insolvent. The debtor's remaining property is then administered for the creditors or is distributed among them.

Appeal: The transfer of a case from a lower to a higher court for a new hearing. Factual and legal aspects are looked again. Cassation: The transfer of a case to the highest court (supreme court). Here only legal aspects are looked at again.

5 valid titles for the transfer of ownership: o Donation, gif to Loan for consumption (sugar, neighbor) o Purchase agreement Exchange Writ of execution (permission of the judge to sell something and then give the money to the creditor and if there is something left to the debtor) Intellectual property: A product of the intellect that has commercial value, including copyrighted property such as literary or artistic works, and ideational property, such as patents, appellations of origin, business methods, and industrial processes. copyright, trademark, patent. Tacit waiver: reluctance lo act promptly or at least within a reasonable period of time roused false hope and expectations on the side of the debtor. A tacit waiver results when the party does not timely claim the privilege. However, the court may disregard the waiver if enforcing the waiver is against substantial justice. Juridical act: act that requires and expresses intention to create, change or terminate legal relations. To have legal consequences.

See examples in syllabus 2. They may be subdivided in: Unilateral: make a will. Bilateral / multilateral: contracts, partnership. Contracts can be: Unilateral: gift. Bilateral / multilateral : purchase, loan.

Registered property: property which is only established or conveyed after registration in special public registers. Natural obligation: a compelling moral obligation, not related with law. Resolutive condition Physical control over things can be in the hands of: Owner + possessor: the one who legally owns the thing and has it with him. Holder: has no pretension of being the owner but recognizes the supreme right of the owner. Possessor: pretends rightly or wrongly to be the owner. (at good or bad faith).

Unilateral contract: juridical act that requires only one person. Life insurance, gift (bilateral juridical act, but an unilateral contract). Valid contract: has to be in mutual consent, with capacity to act, certainty of terms, not in conflict with the law. Legal entity: is a legal construct with legal rights or duties such as the legal capacity to enter into contracts and sue or be sued. It is an entity -- usually an organization such as a corporation -- ultimately composed of natural persons that the law treats for some purposes as if it were a person, distinct from the natural persons of which it is composed; the 'personality' of an artificial person, including its rights, duties, obligations and actions, is separate from any of the other artificial or natural persons which compose it. Thus, a legal liability of the legal entity is not necessarily a legal liability of any of its natural persons.

For example, a properly executed contract in writing on behalf of a legal entity only affects the rights and duties of the legal entity; it does not affect the personal rights and duties of a natural person who executes the contract on behalf of the legal entity. However, a legal entity only operates in lieu of its natural persons. Thus, for example, a legal obligation involving a tort that a corporate officer incurs while acting in his capacity as an agent for the corporation may be an obligation both of the officer personally and of the corporation. A legal entity exists wherever the law recognizes, as a matter of policy, the person of any entity, regardless of whether it is naturally considered to be a person. Thus, a legal person is distinguished from a natural person.

Legal entities are sometimes referred to by several other names such as 'paper people' due to their legal status of having many of the same rights and obligations as natural persons. District system: in the parliament there is one seat per district. Material legislation (adjective law): reflects values and corresponding standards. Formal legislation (substantive law): procedures, rules about how to conduct a case in court. Instructive law (Regulatory law): you may deviate from statute if you have the alternative. Imperative law: you have to stick to statute Resolutive Condition Fulfilment of a condition means discharge of an obligationExamplesA conviction for larceny will terminate your employment You are discharged after payment.

Warranty An engagement or undertaking, express or implied, that a certain fact regarding the subject of a contract is, or shall be, as it is expressly or impliedly declared or promised to be. In sales of goods by persons in possession, there is an implied warranty of title, but, as to the quality of goods, the rule of every sale is, Caveat emptor. a written statement of good quality of merchandise, clear title to real estate or that a fact stated in a contract is true. An 'express warranty' is a definite written statement and 'implied warranty' is based on the circumstances surrounding the sale or the creation of the contract Privity of contract Contact, connection or mutual interest between parties. The term is particularly important in the law of contracts, which requires that there be 'privity' if one party to a contract can enforce the contract by a lawsuit against the other party. Thus, a tenant of a buyer of real property cannot sue the former owner (seller) of the property for failure to make repairs guaranteed by the land sales contract between seller and buyer since the tenant was not 'in privity' with the seller Summary execution: In case not paying, pledgee can sell.