In the cae below identify the subject matter of the controversy, whether the common law or the
UCC (Artlce 2) would cover the contractual issues, and explain the reasons for your conclusions.
Also, discuss when, in general, the UCC (Article 2) governs contracts and when the common law
governs.
Kurt N. Aslakson, et al., Appellants, v. Home Savings Association, Respondent, Upper
Northwest Payment Plans Co., Respondent
No. C6-87-1497
Court of Appeals of Minnesota
416 N.W.2d 786; 1987 Minn. App. LEXIS 5110; 6 U.C.C. Rep. Serv. 2d (Callaghan) 35
December 3, 1987, Decided December 15, 1987, Filed
PRIOR HISTORY: [**1] Appeal from Hennepin County, District Court, Hon. Ann
Montgomery, Judge.
DISPOSITION: Affirmed. CASE SUMMARY:
PROCEDURAL POSTURE: Appellant homeowners sought review of the decision from the
Hennepin County, District Court (Minnesota), which granted summary judgment in favor of
respondents, savings association and payment plan, on the homeowners\' claim of tortious
interference with contract.
OVERVIEW: The homeowners entered into a conditional sales contract to purchase a mobile
home. Subsequently the contract was assigned to the savings associationThe homeowners argued
that thetrial court erred in determining, as a matter of law, that their claims of wrongful
interference with contracts were invalid. The court determined that the trial court had correctly
determined that a contract between the homeowners and a subsequent buyer could not arise
absent performance of a condition precedent, which was the approval of the subsequent buyer\'s
assumption of the loan. Even if this court were to determine that valid contracts existed between
the homeowners and prospective buyers, the issue of justification would have to be addressed
and the savings association and payment plan would have prevailed. Credit checks and equity
interests were commercially reasonable assurances and could not be met by the prospective
buyers. The savings association and payment plan were within their right to refuse the
assignment.
OUTCOME: The court affirmed the decision from the trial court.
CORE TERMS: mobile home, materially, prospective buyer, breach of contract, assignee,
buyer\'s, purchase agreement, assignor, summary judgment, down payment, substantial interest,
conditional, assurances, assigned, inducing, delegate, condition precedent, contractual,
contingent, delegation, tortious interference, credit check, right to refuse, wrongful interference,
contractual duties, equity interest, delegating, purchaser, happening, default
LexisNexis(R) Headnotes
1 of 7 4/4/12 5:11 PM
http://www.lexisnexis.com/lnacui2api/delivery/PrintDoc.do?jo...
Torts > Business Torts > Commercial Interference > Contracts > General Overview
[HN1] \"Interference with contract\" is somewhat broader than \"inducing breach of contract\" in
that the former includes any act injuring or destroying persons or property which retards, makes
more difficult, or prevents performance, or makes performan.
AIS 2102 Introduction to Law of ContractPreeti Sikder
Learning Outcome: After completion of this lesson students will be able to-
a) Define contract
b) Classify contracts
c) Identify the legal source in determining contractual relationship
d) Determine the capacity of parties to enter into a contract
e) Identify the elements of a contract
1. Uniform Commercial Code › U.C.C. - ARTICLE 2 - SALES (2002) › PART 3. GENERAL OBLIGATION AND CONSTRUCTION OF CONTRACT › § 2-302. Unconscionable contract or Clause.
§ 2-302. Unconscionable contract or Clause.
(1) If the court as a matter of law finds the contractor any clause of the contract to have been unconscionable at the time it was made the court may refuse to enforce the contract, or it may enforce the remainder of the contract without the unconscionable clause, or it may so limit the application of any unconscionable clause as to avoid any unconscionable result.
(2) When it is claimed or appears to the court that the contractor any clause thereof may be unconscionable the parties shall be afforded a reasonable opportunity to present evidence as to its commercial setting, purpose and effect to aid the court in making the determination.
https://www.law.cornell.edu/ucc/2/2-302
Weaver v. American Oil Company
276 N.E.2d 144 (1971)Supreme Court of Indiana.
ARTERBURN, Chief Justice.
In this case the appellee oil company presented to the appellant-defendant leasee, a filling station operator, a printed form contract as a lease to be signed, by the defendant, which contained, in addition to the normal leasing provisions, a "hold harmless" clause which provided in substance that the leasee operator would hold harmless and also indemnify the oil company for any negligence of the oil company occurring on the leased premises. The litigation arises as a result of the oil company's own employee spraying gasoline over Weaver and his assistant and causing them to be burned and injured on the leased premises. This action was initiated by American Oil and Hoffer (Appellees) for a declaratory judgment to determine the liability of appellant Weaver, under the clause in the lease. The trial court entered judgment holding Weaver liable under the lease.
Clause three [3] of the lease reads as follows:
"Lessor, its agents and employees shall not be liable for any loss, damage, injuries, or other casualty of whatsoever kind or by whomsoever caused to the person or property of anyone (including Lessee) on or off the premises, arising out of or resulting from Lessee's use, possession or operation thereof, or from defects in the premises whether apparent or hidden, or from the installation existence, use, maintenance, condition, repair, alteration, removal or replacement of any equipment thereon, whether due in whole or in part to negligent acts or omissions of Lessor, its agents or employees; and Lessee for himself, his heirs, executors, administrators, successors and assigns, hereby agrees to indemnify and hold Lessor, its agents and employees, harmless from and against all claims, demands, liabilities, suits or actions (including all reasonable expenses and attorneys' fees incurred by or imposed on the Lessor in connection therewith) for such loss, damage, injury or other casualty. Lessee also agrees to pay all reasonable expenses and attorneys' fees incu.
The document provides an introduction to contract law, covering key topics such as the purpose of contracts, elements of a valid contract, types of contracts, and remedies available even when no contract exists. It defines a contract as a promise that is legally enforceable, and discusses how contract law has developed over time, becoming less dependent on written forms and considering fairness. The types of contracts covered are bilateral vs unilateral, express vs implied, executory vs executed, and valid vs unenforceable/voidable/void agreements. Promissory estoppel and quasi-contract are also introduced as remedies when no contract exists. Sources of contract law discussed include common law, the Uniform Commercial Code, and the Restatement.
This document discusses remedies for breach of contract. It defines key terms like contract, breach, and remedy. The main remedies for breach of contract are discussed in detail, including damages (compensatory, liquidated, punitive, and nominal), contract rescission, specific performance, contract reformation, and restitution. Compensatory damages aim to make the injured party whole by reimbursing expectation and consequential losses. Liquidated damages clauses must be reasonable. Punitive damages punish and deter wrongdoing. Nominal damages vindicate rights without compensation.
This document defines key concepts related to obligations under civil law, including:
1. It defines an obligation as a juridical necessity to give, do, or not do something, and discusses the meaning of juridical necessity.
2. It outlines the essential requisites of an obligation - a passive subject (debtor), active subject (creditor), object or prestation, and juridical tie.
3. It distinguishes between civil obligations, which can be enforced in courts, and natural obligations, which do not grant a right of action but can be fulfilled voluntarily.
Case Study : Business Law I Essay
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The document discusses the key aspects of contract law in India including the essential elements of a valid contract, different types of contracts, and the Contract Act of 1872. It outlines the essential elements as offer and acceptance, lawful consideration, capacity of parties, lawful object, and legal formalities. Contracts are classified based on formation, validity, execution, and liability. The different types of contracts include express, implied, quasi, valid, void, voidable, executed, and executory contracts. [/SUMMARY]
The document discusses key concepts from the Indian Contract Act 1872 such as offer, acceptance, agreement, and contract. It explains that a contract requires an agreement plus legal enforceability. The essential elements of a valid contract are discussed as offer and acceptance, lawful object, lawful consideration, capacity of parties, and free consent. Remedies for breach of contract include damages, specific performance, and injunction. Previous years questions from various competitive exams covering concepts of contract law are also provided.
AIS 2102 Introduction to Law of ContractPreeti Sikder
Learning Outcome: After completion of this lesson students will be able to-
a) Define contract
b) Classify contracts
c) Identify the legal source in determining contractual relationship
d) Determine the capacity of parties to enter into a contract
e) Identify the elements of a contract
1. Uniform Commercial Code › U.C.C. - ARTICLE 2 - SALES (2002) › PART 3. GENERAL OBLIGATION AND CONSTRUCTION OF CONTRACT › § 2-302. Unconscionable contract or Clause.
§ 2-302. Unconscionable contract or Clause.
(1) If the court as a matter of law finds the contractor any clause of the contract to have been unconscionable at the time it was made the court may refuse to enforce the contract, or it may enforce the remainder of the contract without the unconscionable clause, or it may so limit the application of any unconscionable clause as to avoid any unconscionable result.
(2) When it is claimed or appears to the court that the contractor any clause thereof may be unconscionable the parties shall be afforded a reasonable opportunity to present evidence as to its commercial setting, purpose and effect to aid the court in making the determination.
https://www.law.cornell.edu/ucc/2/2-302
Weaver v. American Oil Company
276 N.E.2d 144 (1971)Supreme Court of Indiana.
ARTERBURN, Chief Justice.
In this case the appellee oil company presented to the appellant-defendant leasee, a filling station operator, a printed form contract as a lease to be signed, by the defendant, which contained, in addition to the normal leasing provisions, a "hold harmless" clause which provided in substance that the leasee operator would hold harmless and also indemnify the oil company for any negligence of the oil company occurring on the leased premises. The litigation arises as a result of the oil company's own employee spraying gasoline over Weaver and his assistant and causing them to be burned and injured on the leased premises. This action was initiated by American Oil and Hoffer (Appellees) for a declaratory judgment to determine the liability of appellant Weaver, under the clause in the lease. The trial court entered judgment holding Weaver liable under the lease.
Clause three [3] of the lease reads as follows:
"Lessor, its agents and employees shall not be liable for any loss, damage, injuries, or other casualty of whatsoever kind or by whomsoever caused to the person or property of anyone (including Lessee) on or off the premises, arising out of or resulting from Lessee's use, possession or operation thereof, or from defects in the premises whether apparent or hidden, or from the installation existence, use, maintenance, condition, repair, alteration, removal or replacement of any equipment thereon, whether due in whole or in part to negligent acts or omissions of Lessor, its agents or employees; and Lessee for himself, his heirs, executors, administrators, successors and assigns, hereby agrees to indemnify and hold Lessor, its agents and employees, harmless from and against all claims, demands, liabilities, suits or actions (including all reasonable expenses and attorneys' fees incurred by or imposed on the Lessor in connection therewith) for such loss, damage, injury or other casualty. Lessee also agrees to pay all reasonable expenses and attorneys' fees incu.
The document provides an introduction to contract law, covering key topics such as the purpose of contracts, elements of a valid contract, types of contracts, and remedies available even when no contract exists. It defines a contract as a promise that is legally enforceable, and discusses how contract law has developed over time, becoming less dependent on written forms and considering fairness. The types of contracts covered are bilateral vs unilateral, express vs implied, executory vs executed, and valid vs unenforceable/voidable/void agreements. Promissory estoppel and quasi-contract are also introduced as remedies when no contract exists. Sources of contract law discussed include common law, the Uniform Commercial Code, and the Restatement.
This document discusses remedies for breach of contract. It defines key terms like contract, breach, and remedy. The main remedies for breach of contract are discussed in detail, including damages (compensatory, liquidated, punitive, and nominal), contract rescission, specific performance, contract reformation, and restitution. Compensatory damages aim to make the injured party whole by reimbursing expectation and consequential losses. Liquidated damages clauses must be reasonable. Punitive damages punish and deter wrongdoing. Nominal damages vindicate rights without compensation.
This document defines key concepts related to obligations under civil law, including:
1. It defines an obligation as a juridical necessity to give, do, or not do something, and discusses the meaning of juridical necessity.
2. It outlines the essential requisites of an obligation - a passive subject (debtor), active subject (creditor), object or prestation, and juridical tie.
3. It distinguishes between civil obligations, which can be enforced in courts, and natural obligations, which do not grant a right of action but can be fulfilled voluntarily.
Case Study : Business Law I Essay
Unit 2 Business Law Essay
Business Law
Business Law Essay
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The Business Law Short Essay
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Business Law and Ethics Essay
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Business Law Essay
Common Law Vs Civil Law Essay
Business Law
Business Law Essay
Business Law Essay
Business Law
The document discusses the key aspects of contract law in India including the essential elements of a valid contract, different types of contracts, and the Contract Act of 1872. It outlines the essential elements as offer and acceptance, lawful consideration, capacity of parties, lawful object, and legal formalities. Contracts are classified based on formation, validity, execution, and liability. The different types of contracts include express, implied, quasi, valid, void, voidable, executed, and executory contracts. [/SUMMARY]
The document discusses key concepts from the Indian Contract Act 1872 such as offer, acceptance, agreement, and contract. It explains that a contract requires an agreement plus legal enforceability. The essential elements of a valid contract are discussed as offer and acceptance, lawful object, lawful consideration, capacity of parties, and free consent. Remedies for breach of contract include damages, specific performance, and injunction. Previous years questions from various competitive exams covering concepts of contract law are also provided.
The document discusses the key aspects of contract law in India including the definition of a contract, essential elements of a valid contract, types of contracts, remedies for breach of contract, discharge of contracts, indemnity agreements, guarantees, partnership law, negotiable instruments, sale of goods act, and company law. It provides definitions, explanations, and examples related to these various legal topics under Indian contract and commercial law.
Enforcement of foreign arbitral awards Dechen Gurung
The document discusses international commercial arbitration and the New York Convention on the Recognition and Enforcement of Foreign Arbitral Awards. It provides an overview of key aspects of the Convention, including that it establishes rules for recognizing and enforcing arbitral awards internationally. The Convention has 159 member states and aims to ensure arbitral awards are recognized and enforced similarly to domestic awards. The summary also outlines grounds for refusing recognition or enforcement of an award under the Convention.
This is a detailed overview of the enforcement of foreign arbitral awards: New York Convention 1958, with a special reference to the section on foreign arbitral awards in Nepalese Arbitration act 2055.
This document provides an overview of contract law, including definitions of key concepts. It discusses that a contract is an agreement enforceable by law, and outlines the main elements required for a valid contract - agreement, consideration, capacity, and legality. It also describes different types of contracts such as bilateral, unilateral, express, implied and quasi contracts. The document concludes by discussing principles for interpreting and enforcing contracts, such as giving unambiguous terms their plain meaning or interpreting ambiguous terms against the drafter.
11262014 The Legal Environment of Business, Ch. 6 - Learning.docxhyacinthshackley2629
11/26/2014 The Legal Environment of Business, Ch. 6 - Learning Activity - Week3 - LAW/421 - eCampus
https://newclassroom3.phoenix.edu/Classroom/ToolContainer.jsp?context=co&contextId=OSIRIS:44425562&activityId=96f01290-3b42-490d-be28-e6f95540138d… 1/24
Overview and Formation of Contracts
Learning Outcomes Checklist
After studying this chapter, students who have mastered the material will be able to:
Distinguish between contracts based on categories and apply the correct source of law to specific contracts.
Explain the concept of mutual assent by defining the legal requirement of agreement.
Identify and explain the other requirements for the formation of a valid contract.
List the events that terminate the power of acceptance and distinguish between termination through action of the parties versus
operation of law.
Apply the mailbox rule to resolve a question of when acceptance is effective.
Articulate the legal requirement of consideration and identify which contracts do not require consideration.
Give examples of circumstances where the legal requirements of capacity or legality are at issue.
Explain the concept of enforceability and geniune assent.
Categorize what contracts must be in writing to be enforceable and explain the minimum required terms that satisfy the law.
The law of contracts is one of the most common and important areas of the law that business owners and managers deal with on a dayto
day basis. Everyone working in a business environment will, in one form or another, deal with contracts throughout their career.
Employment contracts, leases, and agreements of sale for assets or land or merchandise are just a few examples of contracts commonly
used in business transactions. The simple act of purchasing office supplies from a local merchant is a form of agreement governed by
contract law.
Formation and legal enforcement of agreements have been recognized since ancient times. As early as 1780 BC, contracts were being
enforced by the Babylonians by virtue of the authority of the Code of Hammurabi. During much of the rule of the Roman Empire, the
Justinian Code included the rule pacta sunt servanda (agreements shall be kept). Many legal scholars, notably Dean Roscoe Pound, have
written extensively on the importance of society recognizing legally enforceable promises and providing remedies for those who suffered
losses. Consider the consequences of failing to provide for legal enforceability of a promise and its impact on the very fabric of civilized
societies.
Since business owners and managers are often involved in daytoday oversight of various agreements and transactions, understanding
contract law reduces risk by limiting liability through the recognition of potential legal issues, crafting an appropriate response, and
implementing a system to ensure compliance. Contract law is also essential to structuring business transactions in strategic ways to
achieve business objectives without excessive risk.
In this.
A contract is a legally binding agreement or relationship that exists between...chelliah selvavishnu
A contract is a legally binding agreement between two or more parties that is enforceable by law. For a contract to be valid, it requires elements such as offer and acceptance, lawful consideration, capacity and consent of the parties, a lawful objective, and certainty. All contracts are considered agreements, as they involve mutual understanding and consent between parties. However, not all agreements result in contracts, as they must also create binding legal obligations in order to be enforceable.
A contract is a legally binding agreement or relationship that exists between...chelliah selvavishnu
A contract is a legally binding agreement between two or more parties that is enforceable by law. For a contract to be valid, it requires elements such as offer and acceptance, lawful consideration, capacity and consent of the parties, a lawful objective, and certainty. All contracts are considered agreements, as they involve mutual understanding and consent between parties. However, not all agreements result in contracts, as they must also create binding legal obligations in order to be enforceable.
This newsletter summarizes recent reinsurance case law developments. The first case discusses an 8th Circuit ruling that an endorsement incorporating a jurisdictional clause superseded an alternative dispute resolution clause. The second case discusses a New Jersey ruling staying litigation in favor of arbitration over an alleged breach involving an offset dispute. The third case discusses an Illinois ruling dismissing an assignee's request for pre-answer security and motion to compel arbitration against a sovereign-owned reinsurer.
Show Me My Money (Reisenfeld & Company v. The Network Group Inc..docxedmondpburgess27164
Show Me My Money (Reisenfeld & Company v. The Network Group Inc., p. 313)
Why does the court see this case as involving a quasi-contract as opposed to an actual contract? What other case law does the court rely on in finding precedent/support for compensating Reisenfeld? Does this decision appear to follow the golden rule guideline set forth in Chapter 2 (pp. 27 and 28)? Describe another example of an implied-in-fact or quasi-contract that you have experienced or is mentioned in the text.
Note: please read all the information correctly before you begin the assignment I have also copy and paste pages 27 and 28 that you would need to complete the assignment.
CASE
13-3
REISENFELD & CO. v. THE NETWORK GROUP, INC.;
BUILDERS SQUARE, INC.; KMART CORP. U.S. COURT OF APPEALS FOR THE SIXTH CIRCUIT 277 F.3d 856 U.S. App. (2002)
Network Group (“Network”) was contracted by BSI to assist in selling or subleasing closed Kmart stores in Ohio. A few years later, Network entered into a commission agreement with Reisenfeld, a real estate broker for Dick's Clothing and Sporting Goods (“Dicks”). Dicks then subleased two stores from BSI. According to executed assignment and assumption agreements signed in November of 1994, BSI was to pay a commission to Network. Network was then responsible, pursuant to the commission agreement with Reisenfeld, to pay a commission of $1 per square foot to Reisenfeld. There was no direct agreement made between BSI and Reisenfeld.
During this time, Network's sole shareholder was defrauding BSI. This shareholder was convicted of several criminal charges stemming from his fraudulent acts. Network was ordered by the district court to disgorge any commissions received from BSI, and BSI was relieved of any duty to pay additional commissions to Network. As such, Reisenfeld never received his commission related to the Dicks sublease.
Reisenfeld sued in state court for the $160,320 in commissions he had not been paid. In addition to suing Network, Reisenfeld also named BSI as a defendant. The suit alleged, among other things, that based on a theory of quasi-contracts, BSI was jointly and severally liable for the commission.
JUDGE BOOGS: . . .
A contract implied-in-law, or “quasi-contract,” is not a true contract, but instead a liability imposed by courts in order to prevent unjust enrichment. … Under Ohio law, there are three elements for a quasi-contract claim. There must be: (1) a benefit conferred by the plaintiff upon the defendant; (2) knowledge by the defendant of the benefit; and (3) retention of the benefit by the defendant under circumstances where it would be unjust to do so without payment. …
There is no disagreement as to the first two requirements. It is clear that Reisenfeld's work as broker benefited BSI and that BSI was aware of the work Reisenfeld was doing. The disagreement rests on the third requirement—whether it would be unjust for BSI to retain the benefit it received without paying Reisenfeld for it. … U.
The document summarizes key aspects of Indian contract law, including definitions of a contract, essential elements of a valid contract, consent and its types, indemnity and guarantee contracts, discharge of a contract, remedies for breach of contract, and agency relationships. It provides case studies on offer and acceptance, mental incapacity, and types of discharge. In 3 sentences: The document outlines the fundamental principles of contract law in India, examines essential elements of a valid contract and how contracts are formed, and explores various types of contracts including indemnity, guarantee, and agency as well as discharge of contracts and remedies for breach.
This document provides an overview of Indian contract law, including definitions of key terms, sections of the Indian Contract Act of 1872, and types of contracts. It defines a contract, outlines essential elements like offer and acceptance, explains special contracts including indemnity, guarantee, and bailment. In under 3 sentences: The document discusses the basic concepts of contract law in India, summarizing definitions from the Indian Contract Act of 1872 and describing essential elements of a valid contract as well as special types of contracts relating to indemnity, guarantee, and bailment under Indian law.
Law of Contracts in India research paperShantanu Basu
A contract is an agreement between two or more parties that intends to create legal obligations. Breach of contract occurs when a party fails to perform their obligations under the agreement. There are two types of breach - actual and anticipatory. In the case of anticipatory breach, one party indicates before the performance date that they will not fulfill their promise. The aggrieved party then has the right to immediately sue for damages or wait until the actual performance date. Remedies for breach include damages compensation, specific performance of the contract, injunctions, rescission of the contract, or quantum meruit.
Breach of contract occurs when a party fails to perform their obligations under a contract or repudiates the contract before performance is due. There are two types of breach - actual and anticipatory. The aggrieved party has remedies available to them, including claiming damages. Damages aim to put the injured party in the position they would have been in if the contract was performed. Damages must naturally arise from the breach or have been in the reasonable contemplation of the parties (Hadley v. Baxendale). Compensation can cover direct financial losses but not remote, indirect, or punitive damages.
The document discusses the Indian law of contracts. It provides definitions of key concepts like law, agreement, and contract. It summarizes the Indian Contract Act of 1872, including that it has 266 sections across 11 chapters governing general contract principles. It also discusses essential elements of a valid contract, types of contracts, and formation of contracts through offer and acceptance.
Critical Appraisal of Section 124 & 125 of Indian Contract Act, 1872.pptxtaxguruedu
Indemnity in a literal sense means protection against loss. In an indemnity contract, one party – the indemnifier – promises to reimburse some other party – the indemnified – for the damage experienced by the other.
The document discusses the nature and terminology of contracts. It defines a contract as an agreement based on a promise that can be enforced in court. It notes that contract law is designed to provide stability, predictability, and certainty for buyers and sellers. A contract requires an offer, acceptance, consideration, capacity to contract, and legality. There are different types of contracts including bilateral, unilateral, express, implied-in-fact, quasi-contracts, and formal versus informal contracts. Interpretation of contracts follows rules such as giving plain meaning to terms and resolving ambiguities against the drafter.
This document discusses various aspects of contract law including performance of contracts, discharge of contracts, breach of contracts, and remedies for breach of contracts. It defines performance of contracts as both parties fulfilling their obligations. It describes two types of performance - actual and attempted. It also discusses who can demand performance and who will perform the contract. The document then covers quasi contracts, discharge of contracts through various modes like performance, agreement, impossibility of performance, lapse of time, and operation of law. It defines breach of contracts and provides examples of different remedies for breach like recission, specific performance, injunction, quantum merit, and damages.
Consideration means there must be an exchange between parties in a contract through bargaining. The thing bargained for can include promises, benefits, or detriments. For a contract to be supported by consideration, the bargaining must cause both parties to either give a benefit or suffer a detriment. Courts generally do not evaluate the adequacy of consideration as long as something of value was exchanged. Exceptions apply for preexisting duties, liquidated debts, and modifications to sales of goods contracts.
This document provides an overview of key concepts in business law in India including definitions of law, the need for business laws, sources of business law, the Indian Contract Act of 1872, essential elements of a valid contract, and classifications of contracts. It defines law, discusses the objectives of business law and contract law, and provides examples to illustrate concepts like void, voidable, and valid contracts.
Can you allow a class to be inherited, but prevent a method from bei.pdfwailesalekzydelore94
Can you allow a class to be inherited, but prevent a method from being overridden in C#?
Solution
yes,I can allow a class to be inherited in the following cases
Ican expalin with th following example by writing small code
Example:
class A
{
protected virtual void show()
{
//Statements
}
}
class B : A
{
sealed protected override void shoe()
{
//Statements
}
}.
Write the Java source code necessary to build a solution for EITHER .pdfwailesalekzydelore94
Write the Java source code necessary to build a solution for EITHER of the following problem:
Program A
(Check password) Some websites impose certain rules for passwords. Write a method that
checks whether a string is a valid password. Suppose the password rules are as follows:
A password must have at least eight characters.
A password consists of only letters and digits.
A password must contain at least two digits.
Write a program that prompts the user to enter a password and displays Valid Password if the
rules are followed or Invalid Password otherwise.
Program B
(Count the letters in a string ) Write a method that counts the number of letters in a string using
the following header:
public static int countLetters(String s)
Write a test program that prompts the user to enter a string and displays the number of letters in
the string , not counting numbers, spaces, or symbols.
Solution
Program A:
import java.util.Scanner;
class PasswordValidity
{
public static void main(String[] args)
{
Scanner scanner = new Scanner(System.in);
boolean size;
boolean special;
boolean digit;
int count = 0;
System.out.println(\"Enter password:\");
String password = scanner.nextLine();
size = false;
special = false;
digit = false;
int length = password.length();
count=0;
int digitLen=0;
while (count < length) {
char ch = password.charAt(count);
if (length >= 8) {
size = true;
}
if (!Character.isLetterOrDigit(ch)) {
special = true;
}
if (Character.isDigit(ch)) {
digitLen++;
digit = true;
}
count++;
}
if (size && !special && digit && digitLen>=2) {
System.out.println(\" Valid Password\");
} else {
System.out.println(\"Invalid Password\");
}
}
}
Program B:
import java.util.Scanner;
class LetterCount
{
public static void main(String[] args)
{
Scanner scanner = new Scanner(System.in);
//String str;
System.out.println(\"Enter String:\");
String str= scanner.nextLine();
int res=countLetters(str);
System.out.println(\"Count: \"+res);
}
public static int countLetters(String s)
{
int length=s.length();
int count=0,c=0;
while(count.
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The document discusses the key aspects of contract law in India including the definition of a contract, essential elements of a valid contract, types of contracts, remedies for breach of contract, discharge of contracts, indemnity agreements, guarantees, partnership law, negotiable instruments, sale of goods act, and company law. It provides definitions, explanations, and examples related to these various legal topics under Indian contract and commercial law.
Enforcement of foreign arbitral awards Dechen Gurung
The document discusses international commercial arbitration and the New York Convention on the Recognition and Enforcement of Foreign Arbitral Awards. It provides an overview of key aspects of the Convention, including that it establishes rules for recognizing and enforcing arbitral awards internationally. The Convention has 159 member states and aims to ensure arbitral awards are recognized and enforced similarly to domestic awards. The summary also outlines grounds for refusing recognition or enforcement of an award under the Convention.
This is a detailed overview of the enforcement of foreign arbitral awards: New York Convention 1958, with a special reference to the section on foreign arbitral awards in Nepalese Arbitration act 2055.
This document provides an overview of contract law, including definitions of key concepts. It discusses that a contract is an agreement enforceable by law, and outlines the main elements required for a valid contract - agreement, consideration, capacity, and legality. It also describes different types of contracts such as bilateral, unilateral, express, implied and quasi contracts. The document concludes by discussing principles for interpreting and enforcing contracts, such as giving unambiguous terms their plain meaning or interpreting ambiguous terms against the drafter.
11262014 The Legal Environment of Business, Ch. 6 - Learning.docxhyacinthshackley2629
11/26/2014 The Legal Environment of Business, Ch. 6 - Learning Activity - Week3 - LAW/421 - eCampus
https://newclassroom3.phoenix.edu/Classroom/ToolContainer.jsp?context=co&contextId=OSIRIS:44425562&activityId=96f01290-3b42-490d-be28-e6f95540138d… 1/24
Overview and Formation of Contracts
Learning Outcomes Checklist
After studying this chapter, students who have mastered the material will be able to:
Distinguish between contracts based on categories and apply the correct source of law to specific contracts.
Explain the concept of mutual assent by defining the legal requirement of agreement.
Identify and explain the other requirements for the formation of a valid contract.
List the events that terminate the power of acceptance and distinguish between termination through action of the parties versus
operation of law.
Apply the mailbox rule to resolve a question of when acceptance is effective.
Articulate the legal requirement of consideration and identify which contracts do not require consideration.
Give examples of circumstances where the legal requirements of capacity or legality are at issue.
Explain the concept of enforceability and geniune assent.
Categorize what contracts must be in writing to be enforceable and explain the minimum required terms that satisfy the law.
The law of contracts is one of the most common and important areas of the law that business owners and managers deal with on a dayto
day basis. Everyone working in a business environment will, in one form or another, deal with contracts throughout their career.
Employment contracts, leases, and agreements of sale for assets or land or merchandise are just a few examples of contracts commonly
used in business transactions. The simple act of purchasing office supplies from a local merchant is a form of agreement governed by
contract law.
Formation and legal enforcement of agreements have been recognized since ancient times. As early as 1780 BC, contracts were being
enforced by the Babylonians by virtue of the authority of the Code of Hammurabi. During much of the rule of the Roman Empire, the
Justinian Code included the rule pacta sunt servanda (agreements shall be kept). Many legal scholars, notably Dean Roscoe Pound, have
written extensively on the importance of society recognizing legally enforceable promises and providing remedies for those who suffered
losses. Consider the consequences of failing to provide for legal enforceability of a promise and its impact on the very fabric of civilized
societies.
Since business owners and managers are often involved in daytoday oversight of various agreements and transactions, understanding
contract law reduces risk by limiting liability through the recognition of potential legal issues, crafting an appropriate response, and
implementing a system to ensure compliance. Contract law is also essential to structuring business transactions in strategic ways to
achieve business objectives without excessive risk.
In this.
A contract is a legally binding agreement or relationship that exists between...chelliah selvavishnu
A contract is a legally binding agreement between two or more parties that is enforceable by law. For a contract to be valid, it requires elements such as offer and acceptance, lawful consideration, capacity and consent of the parties, a lawful objective, and certainty. All contracts are considered agreements, as they involve mutual understanding and consent between parties. However, not all agreements result in contracts, as they must also create binding legal obligations in order to be enforceable.
A contract is a legally binding agreement or relationship that exists between...chelliah selvavishnu
A contract is a legally binding agreement between two or more parties that is enforceable by law. For a contract to be valid, it requires elements such as offer and acceptance, lawful consideration, capacity and consent of the parties, a lawful objective, and certainty. All contracts are considered agreements, as they involve mutual understanding and consent between parties. However, not all agreements result in contracts, as they must also create binding legal obligations in order to be enforceable.
This newsletter summarizes recent reinsurance case law developments. The first case discusses an 8th Circuit ruling that an endorsement incorporating a jurisdictional clause superseded an alternative dispute resolution clause. The second case discusses a New Jersey ruling staying litigation in favor of arbitration over an alleged breach involving an offset dispute. The third case discusses an Illinois ruling dismissing an assignee's request for pre-answer security and motion to compel arbitration against a sovereign-owned reinsurer.
Show Me My Money (Reisenfeld & Company v. The Network Group Inc..docxedmondpburgess27164
Show Me My Money (Reisenfeld & Company v. The Network Group Inc., p. 313)
Why does the court see this case as involving a quasi-contract as opposed to an actual contract? What other case law does the court rely on in finding precedent/support for compensating Reisenfeld? Does this decision appear to follow the golden rule guideline set forth in Chapter 2 (pp. 27 and 28)? Describe another example of an implied-in-fact or quasi-contract that you have experienced or is mentioned in the text.
Note: please read all the information correctly before you begin the assignment I have also copy and paste pages 27 and 28 that you would need to complete the assignment.
CASE
13-3
REISENFELD & CO. v. THE NETWORK GROUP, INC.;
BUILDERS SQUARE, INC.; KMART CORP. U.S. COURT OF APPEALS FOR THE SIXTH CIRCUIT 277 F.3d 856 U.S. App. (2002)
Network Group (“Network”) was contracted by BSI to assist in selling or subleasing closed Kmart stores in Ohio. A few years later, Network entered into a commission agreement with Reisenfeld, a real estate broker for Dick's Clothing and Sporting Goods (“Dicks”). Dicks then subleased two stores from BSI. According to executed assignment and assumption agreements signed in November of 1994, BSI was to pay a commission to Network. Network was then responsible, pursuant to the commission agreement with Reisenfeld, to pay a commission of $1 per square foot to Reisenfeld. There was no direct agreement made between BSI and Reisenfeld.
During this time, Network's sole shareholder was defrauding BSI. This shareholder was convicted of several criminal charges stemming from his fraudulent acts. Network was ordered by the district court to disgorge any commissions received from BSI, and BSI was relieved of any duty to pay additional commissions to Network. As such, Reisenfeld never received his commission related to the Dicks sublease.
Reisenfeld sued in state court for the $160,320 in commissions he had not been paid. In addition to suing Network, Reisenfeld also named BSI as a defendant. The suit alleged, among other things, that based on a theory of quasi-contracts, BSI was jointly and severally liable for the commission.
JUDGE BOOGS: . . .
A contract implied-in-law, or “quasi-contract,” is not a true contract, but instead a liability imposed by courts in order to prevent unjust enrichment. … Under Ohio law, there are three elements for a quasi-contract claim. There must be: (1) a benefit conferred by the plaintiff upon the defendant; (2) knowledge by the defendant of the benefit; and (3) retention of the benefit by the defendant under circumstances where it would be unjust to do so without payment. …
There is no disagreement as to the first two requirements. It is clear that Reisenfeld's work as broker benefited BSI and that BSI was aware of the work Reisenfeld was doing. The disagreement rests on the third requirement—whether it would be unjust for BSI to retain the benefit it received without paying Reisenfeld for it. … U.
The document summarizes key aspects of Indian contract law, including definitions of a contract, essential elements of a valid contract, consent and its types, indemnity and guarantee contracts, discharge of a contract, remedies for breach of contract, and agency relationships. It provides case studies on offer and acceptance, mental incapacity, and types of discharge. In 3 sentences: The document outlines the fundamental principles of contract law in India, examines essential elements of a valid contract and how contracts are formed, and explores various types of contracts including indemnity, guarantee, and agency as well as discharge of contracts and remedies for breach.
This document provides an overview of Indian contract law, including definitions of key terms, sections of the Indian Contract Act of 1872, and types of contracts. It defines a contract, outlines essential elements like offer and acceptance, explains special contracts including indemnity, guarantee, and bailment. In under 3 sentences: The document discusses the basic concepts of contract law in India, summarizing definitions from the Indian Contract Act of 1872 and describing essential elements of a valid contract as well as special types of contracts relating to indemnity, guarantee, and bailment under Indian law.
Law of Contracts in India research paperShantanu Basu
A contract is an agreement between two or more parties that intends to create legal obligations. Breach of contract occurs when a party fails to perform their obligations under the agreement. There are two types of breach - actual and anticipatory. In the case of anticipatory breach, one party indicates before the performance date that they will not fulfill their promise. The aggrieved party then has the right to immediately sue for damages or wait until the actual performance date. Remedies for breach include damages compensation, specific performance of the contract, injunctions, rescission of the contract, or quantum meruit.
Breach of contract occurs when a party fails to perform their obligations under a contract or repudiates the contract before performance is due. There are two types of breach - actual and anticipatory. The aggrieved party has remedies available to them, including claiming damages. Damages aim to put the injured party in the position they would have been in if the contract was performed. Damages must naturally arise from the breach or have been in the reasonable contemplation of the parties (Hadley v. Baxendale). Compensation can cover direct financial losses but not remote, indirect, or punitive damages.
The document discusses the Indian law of contracts. It provides definitions of key concepts like law, agreement, and contract. It summarizes the Indian Contract Act of 1872, including that it has 266 sections across 11 chapters governing general contract principles. It also discusses essential elements of a valid contract, types of contracts, and formation of contracts through offer and acceptance.
Critical Appraisal of Section 124 & 125 of Indian Contract Act, 1872.pptxtaxguruedu
Indemnity in a literal sense means protection against loss. In an indemnity contract, one party – the indemnifier – promises to reimburse some other party – the indemnified – for the damage experienced by the other.
The document discusses the nature and terminology of contracts. It defines a contract as an agreement based on a promise that can be enforced in court. It notes that contract law is designed to provide stability, predictability, and certainty for buyers and sellers. A contract requires an offer, acceptance, consideration, capacity to contract, and legality. There are different types of contracts including bilateral, unilateral, express, implied-in-fact, quasi-contracts, and formal versus informal contracts. Interpretation of contracts follows rules such as giving plain meaning to terms and resolving ambiguities against the drafter.
This document discusses various aspects of contract law including performance of contracts, discharge of contracts, breach of contracts, and remedies for breach of contracts. It defines performance of contracts as both parties fulfilling their obligations. It describes two types of performance - actual and attempted. It also discusses who can demand performance and who will perform the contract. The document then covers quasi contracts, discharge of contracts through various modes like performance, agreement, impossibility of performance, lapse of time, and operation of law. It defines breach of contracts and provides examples of different remedies for breach like recission, specific performance, injunction, quantum merit, and damages.
Consideration means there must be an exchange between parties in a contract through bargaining. The thing bargained for can include promises, benefits, or detriments. For a contract to be supported by consideration, the bargaining must cause both parties to either give a benefit or suffer a detriment. Courts generally do not evaluate the adequacy of consideration as long as something of value was exchanged. Exceptions apply for preexisting duties, liquidated debts, and modifications to sales of goods contracts.
This document provides an overview of key concepts in business law in India including definitions of law, the need for business laws, sources of business law, the Indian Contract Act of 1872, essential elements of a valid contract, and classifications of contracts. It defines law, discusses the objectives of business law and contract law, and provides examples to illustrate concepts like void, voidable, and valid contracts.
Similar to In the cae below identify the subject matter of the controversy, whe.pdf (20)
Can you allow a class to be inherited, but prevent a method from bei.pdfwailesalekzydelore94
Can you allow a class to be inherited, but prevent a method from being overridden in C#?
Solution
yes,I can allow a class to be inherited in the following cases
Ican expalin with th following example by writing small code
Example:
class A
{
protected virtual void show()
{
//Statements
}
}
class B : A
{
sealed protected override void shoe()
{
//Statements
}
}.
Write the Java source code necessary to build a solution for EITHER .pdfwailesalekzydelore94
Write the Java source code necessary to build a solution for EITHER of the following problem:
Program A
(Check password) Some websites impose certain rules for passwords. Write a method that
checks whether a string is a valid password. Suppose the password rules are as follows:
A password must have at least eight characters.
A password consists of only letters and digits.
A password must contain at least two digits.
Write a program that prompts the user to enter a password and displays Valid Password if the
rules are followed or Invalid Password otherwise.
Program B
(Count the letters in a string ) Write a method that counts the number of letters in a string using
the following header:
public static int countLetters(String s)
Write a test program that prompts the user to enter a string and displays the number of letters in
the string , not counting numbers, spaces, or symbols.
Solution
Program A:
import java.util.Scanner;
class PasswordValidity
{
public static void main(String[] args)
{
Scanner scanner = new Scanner(System.in);
boolean size;
boolean special;
boolean digit;
int count = 0;
System.out.println(\"Enter password:\");
String password = scanner.nextLine();
size = false;
special = false;
digit = false;
int length = password.length();
count=0;
int digitLen=0;
while (count < length) {
char ch = password.charAt(count);
if (length >= 8) {
size = true;
}
if (!Character.isLetterOrDigit(ch)) {
special = true;
}
if (Character.isDigit(ch)) {
digitLen++;
digit = true;
}
count++;
}
if (size && !special && digit && digitLen>=2) {
System.out.println(\" Valid Password\");
} else {
System.out.println(\"Invalid Password\");
}
}
}
Program B:
import java.util.Scanner;
class LetterCount
{
public static void main(String[] args)
{
Scanner scanner = new Scanner(System.in);
//String str;
System.out.println(\"Enter String:\");
String str= scanner.nextLine();
int res=countLetters(str);
System.out.println(\"Count: \"+res);
}
public static int countLetters(String s)
{
int length=s.length();
int count=0,c=0;
while(count.
Which type of protein does DNA wrap around so that it can be package.pdfwailesalekzydelore94
Which type of protein does DNA wrap around so that it can be packaged in a cell?
1) spliceosome proteins
2)histones
3)ribosomal proteins
4)DNA polymerase
5)topoisomerase
Solution
Each chromosome consists of one continuous thread-like molecule of DNA coiled tightly around
proteins, and contains a portion of the 6,400,000,000 basepairs (DNA building blocks) that make
up your DNA.
The double helix of DNA is highly negatively charged due to all the negatively charged
phosphates in the backbone. All that negative charge must be counterbalanced by a positive
charge, and the cell makes proteins called histones that bind DNA and aid in DNA\'s packaging.
Histones are positively charged proteins that wrap up DNA through interactions between their
positive charges and the negative charges of DNA. Double-stranded DNA loops around 8
histones twice, forming the nucleosome, which is the building block of chromatin packaging.
Nucleosomes stack up against one another in organized arrays with multiple levels of packing.
The first level of packing is thought to produce a fiber about 30 nanometers (nm) wide. These 30
nm fibers then form a series of loops, which fold back on themselves for additional compacting.
The multiple levels of packing that exist within eukaryotic chromosomes not only permit a large
amount of DNA to occupy a very small space, but they also serve several functional roles..
Why is the death of Socrates important How did it underscore or und.pdfwailesalekzydelore94
Why is the death of Socrates important? How did it underscore or undermine his theories about
morality and virtue?
Solution
The trial and death sentence Socrates is a crucial milestone in the history of philosophy.
Socrates exemplifies the person who lives in a manner consistent with their beliefs, regardless of
the consequences, in order to defend their convictions, represents an idealistic character who
would not mind dying so as not to give in to his principles.
This event is an icon of virtue, and quecon his death and how he endured, philosophical thought
going to focus on nature, to think of human beings, far from silence their ideas, they harnessed
for centuries and gave a titanic epic sieve.
And philosophy was still something ethereal, now is something relevant for any human being,
the debate about good and evil would not only thinkers but an ethical obligation to anyone, and
also a matter of public interest..
Which of the following was Darwin unaware ofQuestion 2 options.pdfwailesalekzydelore94
Which of the following was Darwin unaware of:
Question 2 options:
Genetic material within cells provides evidence of species relationships
Biodiversity can be explained without relying on supernatural creation
Change in populations over time in response to the environment
Branching relationships between groups of organisms
Genetic material within cells provides evidence of species relationships
Biodiversity can be explained without relying on supernatural creation
Change in populations over time in response to the environment
Branching relationships between groups of organisms
Solution
Genetic material within cells provides evidence of species relationships..... darwin worked before
the era of genetics.
When an eye appears bloodshot the vessels that are visible are in wh.pdfwailesalekzydelore94
When an eye appears bloodshot the vessels that are visible are in what part of the eye?
a. Scalera
b. Pupil
c. Aqueous Humor
d. Conjunctivia
Solution
The answer is option a.
Sclera is the white part of the eye contains collagen and elastic fiber.
The vessels are visible due to swollen or dialate blood vessels on the sclera.Bloodshot eyes can
develop because of overuse or because of allergies..
What is body fatSolutionBody fat is the total fat content in .pdfwailesalekzydelore94
What is body fat?
Solution
Body fat is the total fat content in the body .
Biochemically body fat is adipose tissue, coposed of adipocytes. Humans have two kinds of
adipose tissues, White adipose tissue and Brown adipose tissue
White adipose tissue is mainly composed of Lipids, i.e triglycerides.
Brown tissue is generally negligible.
and are major store houses or energy dumps, provide cushions to your internal organs, and
insulation to the body from heat and cold..
What factors affect the degree of membrane fluidity Explain in deta.pdfwailesalekzydelore94
What factors affect the degree of membrane fluidity? Explain in detail the Fluid Mosaic Model.
Solution
Degree of membrane fluidity is affected by many factors as follows:
Fluid Mosaic model describes the bilayer structure of plasma membrane having various
phospholipids, cholestrols, carbohydrate, and membrane proteins embedded into it. main
composition of the plasma layer is Phospholipid Bilayer Hydrophobic ends of the lipid bilayer
form the skeleton of the membrane whereas hydrophilic ends form hydrogen bonds with other
molecules like water on both sides of the membrane. Middle part of membrane is hydrophobic in
nature.
Other than lipids, proteins and carbohydrate are other main constituents of the membrane.
Proteins are folded and embedded into the membrane. Carbohydrates are found at the outer part
of membrane and generally are found attached to proteins or lipids..
The probability thatapresident of the United States attends Harvard .pdfwailesalekzydelore94
The probability thatapresident of the United States attends Harvard is about 18%.The odds that a
president is affiliated with the Democratic Party is roughly 36%. The probability that a president
both attends Harvard and is a democrat isabout 7%. (Harvard=H,Decomcratic=D)
a.What percentage ofpresidents do NOT attend Harvard NOR affiliate with thedemocratic party?
b.Are H and Dmutually exclusive events? Why or why not?
c. Are the two events, H and D, independent? Explain, using probabilities.
d.If we knowa president is affiliated with the Democraticparty, what is the probability that they
attended Harvard?
Solution
a)
P(H U D)\' = 1 - P(H U D) = 1 - [P(H) + P(D) - P(H n D)]
= 1 - (0.18+0.36-0.07)
= 0.53 [answer]
*********************
b)
As
P(H n D) =/= 0
but rather is 0.07, then they are no mutually exclusive. [NO]
*********************
c)
If they are independent,
P(H) = P(H|D)
As
P(H|D) = P(H n D)/P(D) = 0.07/0.36 = 0.194444444
P(H) = 0.18
As they are not equal (although close), they are not independent.
********************
d)
P(H|D) = P(H|D) = P(H n D)/P(D) = 0.07/0.36 = 0.194444444 [ANSWER].
The pentose phosphate cycle has an oxidative and a nonoxidative sect.pdfwailesalekzydelore94
The pentose phosphate cycle has an oxidative and a nonoxidative section and these are presented
as both playing important metabolic roles, rather than a coupled role with a single function. How
are the metabolic roles of these two parts of the pathway different from each other? Explain in
terms of biochemistry
Solution
Answer= Function of oxidative and non-oxidative phases of pentose phosphate pathway
Oxidative phase= produces NADPH = it serves as a source of electrons for the reduction of
molecules during biosynthesis
Nonoxidative phase=1] synthesizes 3 & 4 carbon sugars for various purposes
2] The 4 carbon sugar erythrose 4 phosphate is used to synthesize aromatic amino acids &
vitamin B6
3] The pentose ribose 5-phosphate is a major component of nucleic acids, and ribulose 1,5-
bisphosphate is the primary CO2 acceptor in photosynthesis.
4] Intermediates in the pentose phosphate pathway may be used to produce ATP.
5] Glyceraldehyde 3-phosphate from the pathway can enter three-carbon stage of the glycolytic
pathway and be converted to ATP and pyruvate..
Standpoint theory suggests that our understanding of gender-based co.pdfwailesalekzydelore94
Standpoint theory suggests that our understanding of gender-based communications acts is
shaped by our standpoint in life. How does a persons standpoint as a member of one sex (male or
female) shape your experiances and interactions with other? Explain how other standpoints,
besides sex and gender, help you to understand your position or location within our culture.
Solution
Standpoint theory\'s most predominant abstraction is that an independent \'s own prospect are
shaped byher or his political and social experiences. Standpoints are multifaceted rather than
transitive: while Hispanic women may predominantly share some prospect, particularly with
consider to ethnicity or sex, they are not explain simply by their involvement in these group. The
combination of a person\'s many professional dimensions form a standpoint—a point of
perspective—through which that independent sees and understands the world..
select an engineering articlejournal with ethical senerio and justi.pdfwailesalekzydelore94
select an engineering article/journal with ethical senerio and justify the case using NSPE CASE,
not more than 500 words.
Solution
Under facts and circumstances of the present case , it appears that Engineer A’s actions were not
under the letter or spirit of code . Act of Engineer A is a breach of trust , as he got ample
opportunity to disclose his intention and his inability
Some of ethical perspectives considered are
(a) consequences:
4. growth and development of city could be effected .
(b) Care
(c) Duty
He completely overlook Nolan principle of Public life i.e. Selflessness, integrity ,objectivity ,
accountability , openness , Honesty ,leadership
(d) Virtue base thinking
Following NSPE code of ethics for engineer are pertain to this case :
(a)Engineers shall act in professional matters for each employer or client as faithful agents or
trustees.
Above code is essential for understanding between employer and employee and their future
course of action would be based on faith .
Engineers, when employing other engineers, shall offer a salary according to professional
qualifications.
Code is relevant when:
Engineer hires/employs another engineer
Code is violated when:
Engineer offers a salary that is not commensurate with the hired engineer\'s qualifications
Code is not violated when
Engineer offers a salary that is commensurate with the hired engineer\'s qualifications
(b) Conduct themselves honorably, responsibly, ethically, and lawfully so as to enhance the
honor, reputation, and usefulness of the profession.
Dignity and reputation of a person is always maintain if he follow some basic rule in his conduct
i.e. reposibility , honour , ethics etc.
(c) Engineers shall avoid deceptive acts.
Act of engineer A , left employer in a perplexing situation as they have to wait till 23th April
before outright rejection of joining by Engineer A . His act can be considered as deceptive act .
(d) Engineers shall be guided in all their relations by the highest standards of honesty and
integrity.
According to Nolan Honesty and Integrity is basic to any public profession .
Engineer A should had to maintained it .
Engineers shall not falsify or permit misrepresentation of their, or their associates\', academic or
professional qualifications. They shall not misrepresent or exaggerate their degree of
responsibility in or for the subject matter of prior assignments. Brochures or other presentations
incident to the solicitation of employment shall not misrepresent pertinent facts concerning
employers, employees, associates, joint venturers, or past accomplishments with the intent and
purpose of enhancing their qualifications and their work..
Que don 20 (1 point) C D You discover a heritable trait that is found.pdfwailesalekzydelore94
Que don 20 (1 point) C D You discover a heritable trait that is found in species A and B but not
in species E or F which of the folowing statements about the evolution of this trait is MOST
likely to be true? The trait is an example of homologous evolution EN The ancestor of E and F
had the trait
Solution
Convergent evolution favours the selection of same structures in different ancestors.
The heritable trait seen in species A or B is same as that of E or F but would be in some different
form due to the convergent evolution.
The convergent evolution arises independently in distantly related species..
Parthenogenesis has been documented in most vertebrate Classes (e.g. .pdfwailesalekzydelore94
Parthenogenesis has been documented in most vertebrate Classes (e.g. birds, fish) but never in
mammals. Genomic imprinting provides one explanation for this observation. Why?
Solution
Parthrnogenesis is the process of reproduction from ovum without fertilization.
It has been documented in most vertebrates but never in mammals because of polyploidy and
hybridisation. On the cellular level, the distinction between parthenogens and sexuals is that,
meiosis is accompanied by fusion of a male and female gamete. In parthenogenesis, meiosis is
changed so that only one unique set of chromosomes is transferred in a non-random fashion.
Germ cell doesn’t have centrioles (they’re lost throughout gametogenesis), the lack of centrioles
is not a restrict to the egg cellular. The genomic imprinting, i.e. that sure genes will no longer
activate unless paternal genes are lacking. That is an trouble with mammals and no longer with
the parthenogenic vertebrates because mammals have an overabundance of a protein referred to
as mos. when absent, automixis occurs (it normally blocks cleavage formation inside the oocyte,
therefore, the oocyte can’t undergo automixis)..
organisms in this domain first produce oxygenSolutionThe three.pdfwailesalekzydelore94
organisms in this domain first produce oxygen
Solution
The three major domains in the Woese and Fox’s phylogenetic tree are,
1). Archaea
2). Bacteria
3). Eukarya
The domain archaea and bacteria include the prokaryotes. The domain eukarya include the
eukaryotes but no prokaryotes. The cyanobacteria are the first oxygen producers on the earth and
they belong to the domain bacteria..
Listed below are the major steps in protein synthesis and some event.pdfwailesalekzydelore94
Listed below are the major steps in protein synthesis and some events that do not occur during
protein synthesis. From the list select those events that do occur in protein synthesis and place
the letters of these steps in the correct chronological order.
A) DNA attaches to ribosomes
B) Amino acids bond to mRNA
C) mRNA processed (introns removed)
D) amino acids carried by tRNA joined together
E) mRNA leaves nucleus
F) DNA replicates itself
G) mRNA replicates itself
H) mRNA attaches to ribosomes
I) mRNA produced using DNA as template
J) tRNA and mRNA become part of finished protein
K) tRNA anticodons bond to mRNA codons
Solution
Translation is the process where synthesis of appropriate amino acid and polypeptide chain takes
place taking mRNA synthesized from the target DNA sequence as a reference. Translation takes
place in the cytoplasm over the ribosomes of rough endoplasmic reticulum by a comprehensive
action of mRNA, tRNA and other accessory ingredients by utilization of energy in the form of
ATP.
The sequential process of translation can be found as below:
F) DNA replicates itself
I) mRNA produced using DNA as template
G) mRNA replicates itself
E) mRNA leaves nucleus
C) mRNA processed (introns removed)
H) mRNA attaches to ribosomes
D) amino acids carried by tRNA joined together
K) tRNA anticodons bond to mRNA codons
B) Amino acids bond to mRNA
From the sequence above, it can be seen that the point A, i.e. DNA binds to ribosomes, is not
included. This is because DNA does not bind directly to the ribosomes during any part of
translation. Conversly, DNA is transcribed into mRNA which is translated into amino acid
polypeptide on the ribosomes.
Also, the point J) tRNA and mRNA become part of finished protein, is not included because
tRNA and mRNA are never the part of finished protein. The protein is translated from the
mRNA sequence by utilizing tRNA function..
1.What are 2nd messengers Give specific examples. How are they used.pdfwailesalekzydelore94
1.What are 2nd messengers? Give specific examples. How are they used un signal transduction?
2.Signal transduction by RTK signaling pathways
3.Explainhow RTK are activated and inactivated
4.Explainhow signaling pathway mutants are used to dissect the functions of signaling molecul
Solution
1).
Receptors are the protienious structures that act as “signal transducing molecules.” There are
three kinds of membrane receptors namely, ligand gated receptors, G-protein coupled receptors
and kinase linked receptors.
Primary messengers receive the stimulus information from the external environment and passes
into the cell. If the primary messenger cannot pass through the cell membrane, receptors use
second messenger for communication between the receptor and intracellular environment.
Secondary messengers relay the signal information from the receptor-ligand complex, to the
interior of the cell.
G-protein coupled receptors are also known as heptahelical (seven transmembrane-spanning)
receptors. They are connected to the intracellular system through G-protein molecules that
activate secondary messengers.
The three important secondary messengers are cAMP (cyclic adenosine monophosphate), IP3
(ionositol 1,4,5-triphosphate), and DAG (diacyl glycerol).
Adenylate cyclase is an enzyme that converts ATP (adenosine tri phosphate) into cAMP. cAMP
is one of the important secondary messengers of G-protein receptors. Phopholipase C is an
enzyme that hydrolyses phosphatidylinositol bisphosphate (PIP2) into two second messengers
namely, ionositol 1,4,5-triphosphate (IP3) and diacylglycerol (DAG).
Adenylate cyclase is an enzyme that converts ATP (adenosine tri phosphate) into cAMP. cAMP
is one of the important secondary messengers of G-protein receptors. Phospholipase C is an
enzyme that hydrolyzes phosphatidylinositol bisphosphate (PIP2) into two-second messengers
namely, inositol 1,4,5-triphosphate (IP3) and diacylglycerol (DAG).
IP3 increases the calcium release from endoplasmic reticulum by acting through IP3 receptors.
DAG diffuses through the plasma membrane and activates protein kinase C. PKC is present in
many isoforms, which is activated by raised intracellular calcium levels .
Calcium activates calmodulin protein by allosteric binding and thus activates calcium-
calmodulin dependent kinases. The calcium-calmodulin complex activates the myosin light chain
kinases by phosphorylation, which causes muscle contraction.
In contrast, the cAMP acts through Gs type of GPCRs, IP3 acts through Gq type of GPCRs. The
secondary effector in cAMP pathway is PKA (protein kinase A), the secondary effector in IP3
and Calcium-mediated pathways is PKC and calmodulin (calcium directly acts on calmodulin)..
In a Pp heterozygous organisms, one of the chromosomes carrying the .pdfwailesalekzydelore94
In a Pp heterozygous organisms, one of the chromosomes carrying the P locus is moving towards
the pole at anaphase I of meiosis. In the absense of crossing overs, the P locus on this
chromosome is represented by _____ dsDNA molecules with genotype ______. (name every
complete allelic copy) (2, either PP or pp)
I have included the answers in the parenthesis after the question. Please explain how to get the
answers in details please :)
Solution
The organism is Pp. It will enter Meiosis I after completion of interphase. So, the genome will be
‘4n’, when entering Meiosis I, i.e. “PPpp”.
Crossing over will result in formation of “PpPp”. But there is no crossing- over in Prophase I.
So, “PPpp” will go into metaphase I and subsequently into Anaphase I.
At anaphase I, \'PP\' will go towards one end and \'pp\' will go towards another end.
So, genotypes of the two dsDNA molecules should be either \'PP\' or \'pp\'. Both will be
homozygous..
How do vesicles carrying proteins destined for secretion move to the .pdfwailesalekzydelore94
How do vesicles carrying proteins destined for secretion move to the plasma membrane? by
diffusion They swim with flagella. a long microtubules They swim with cilia a long actin The
diagram to the right shows a cell and many sucrose molecules. If the cell membrane is
permeable to sucrose, in which direction will the sucrose move? Into the cell Out of the cell
There isn\'t enough information to let Both into rod out of the cell. The success worst move If
you wanted to separated cells from a plant tissue into individual cell you would need to ?
adherens junctions Primary cell walls plasmodesmata hemidemosomes middle lamella The
fluid material located outside of nucleus is the nucleoplasm cytosol vacuole endoplasm
protoplasm
Solution
1. Vesicles carrying proteins molecules destined for secretion move along with microtubules and
reach to the plasma membrane. Vesicles are carried by two motor proteins, namely kinesin and
dynein.
Hence, the correct answer is (c) along microtubules..
Assessment and Planning in Educational technology.pptxKavitha Krishnan
In an education system, it is understood that assessment is only for the students, but on the other hand, the Assessment of teachers is also an important aspect of the education system that ensures teachers are providing high-quality instruction to students. The assessment process can be used to provide feedback and support for professional development, to inform decisions about teacher retention or promotion, or to evaluate teacher effectiveness for accountability purposes.
Thinking of getting a dog? Be aware that breeds like Pit Bulls, Rottweilers, and German Shepherds can be loyal and dangerous. Proper training and socialization are crucial to preventing aggressive behaviors. Ensure safety by understanding their needs and always supervising interactions. Stay safe, and enjoy your furry friends!
ISO/IEC 27001, ISO/IEC 42001, and GDPR: Best Practices for Implementation and...PECB
Denis is a dynamic and results-driven Chief Information Officer (CIO) with a distinguished career spanning information systems analysis and technical project management. With a proven track record of spearheading the design and delivery of cutting-edge Information Management solutions, he has consistently elevated business operations, streamlined reporting functions, and maximized process efficiency.
Certified as an ISO/IEC 27001: Information Security Management Systems (ISMS) Lead Implementer, Data Protection Officer, and Cyber Risks Analyst, Denis brings a heightened focus on data security, privacy, and cyber resilience to every endeavor.
His expertise extends across a diverse spectrum of reporting, database, and web development applications, underpinned by an exceptional grasp of data storage and virtualization technologies. His proficiency in application testing, database administration, and data cleansing ensures seamless execution of complex projects.
What sets Denis apart is his comprehensive understanding of Business and Systems Analysis technologies, honed through involvement in all phases of the Software Development Lifecycle (SDLC). From meticulous requirements gathering to precise analysis, innovative design, rigorous development, thorough testing, and successful implementation, he has consistently delivered exceptional results.
Throughout his career, he has taken on multifaceted roles, from leading technical project management teams to owning solutions that drive operational excellence. His conscientious and proactive approach is unwavering, whether he is working independently or collaboratively within a team. His ability to connect with colleagues on a personal level underscores his commitment to fostering a harmonious and productive workplace environment.
Date: May 29, 2024
Tags: Information Security, ISO/IEC 27001, ISO/IEC 42001, Artificial Intelligence, GDPR
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Exploiting Artificial Intelligence for Empowering Researchers and Faculty, In...Dr. Vinod Kumar Kanvaria
Exploiting Artificial Intelligence for Empowering Researchers and Faculty,
International FDP on Fundamentals of Research in Social Sciences
at Integral University, Lucknow, 06.06.2024
By Dr. Vinod Kumar Kanvaria
Introduction to AI for Nonprofits with Tapp NetworkTechSoup
Dive into the world of AI! Experts Jon Hill and Tareq Monaur will guide you through AI's role in enhancing nonprofit websites and basic marketing strategies, making it easy to understand and apply.
How to Build a Module in Odoo 17 Using the Scaffold MethodCeline George
Odoo provides an option for creating a module by using a single line command. By using this command the user can make a whole structure of a module. It is very easy for a beginner to make a module. There is no need to make each file manually. This slide will show how to create a module using the scaffold method.
A review of the growth of the Israel Genealogy Research Association Database Collection for the last 12 months. Our collection is now passed the 3 million mark and still growing. See which archives have contributed the most. See the different types of records we have, and which years have had records added. You can also see what we have for the future.
A workshop hosted by the South African Journal of Science aimed at postgraduate students and early career researchers with little or no experience in writing and publishing journal articles.
it describes the bony anatomy including the femoral head , acetabulum, labrum . also discusses the capsule , ligaments . muscle that act on the hip joint and the range of motion are outlined. factors affecting hip joint stability and weight transmission through the joint are summarized.
Physiology and chemistry of skin and pigmentation, hairs, scalp, lips and nail, Cleansing cream, Lotions, Face powders, Face packs, Lipsticks, Bath products, soaps and baby product,
Preparation and standardization of the following : Tonic, Bleaches, Dentifrices and Mouth washes & Tooth Pastes, Cosmetics for Nails.
Main Java[All of the Base Concepts}.docxadhitya5119
This is part 1 of my Java Learning Journey. This Contains Custom methods, classes, constructors, packages, multithreading , try- catch block, finally block and more.
In the cae below identify the subject matter of the controversy, whe.pdf
1. In the cae below identify the subject matter of the controversy, whether the common law or the
UCC (Artlce 2) would cover the contractual issues, and explain the reasons for your conclusions.
Also, discuss when, in general, the UCC (Article 2) governs contracts and when the common law
governs.
Kurt N. Aslakson, et al., Appellants, v. Home Savings Association, Respondent, Upper
Northwest Payment Plans Co., Respondent
No. C6-87-1497
Court of Appeals of Minnesota
416 N.W.2d 786; 1987 Minn. App. LEXIS 5110; 6 U.C.C. Rep. Serv. 2d (Callaghan) 35
December 3, 1987, Decided December 15, 1987, Filed
PRIOR HISTORY: [**1] Appeal from Hennepin County, District Court, Hon. Ann
Montgomery, Judge.
DISPOSITION: Affirmed. CASE SUMMARY:
PROCEDURAL POSTURE: Appellant homeowners sought review of the decision from the
Hennepin County, District Court (Minnesota), which granted summary judgment in favor of
respondents, savings association and payment plan, on the homeowners' claim of tortious
interference with contract.
OVERVIEW: The homeowners entered into a conditional sales contract to purchase a mobile
home. Subsequently the contract was assigned to the savings associationThe homeowners argued
that thetrial court erred in determining, as a matter of law, that their claims of wrongful
interference with contracts were invalid. The court determined that the trial court had correctly
determined that a contract between the homeowners and a subsequent buyer could not arise
absent performance of a condition precedent, which was the approval of the subsequent buyer's
assumption of the loan. Even if this court were to determine that valid contracts existed between
the homeowners and prospective buyers, the issue of justification would have to be addressed
and the savings association and payment plan would have prevailed. Credit checks and equity
interests were commercially reasonable assurances and could not be met by the prospective
buyers. The savings association and payment plan were within their right to refuse the
assignment.
OUTCOME: The court affirmed the decision from the trial court.
CORE TERMS: mobile home, materially, prospective buyer, breach of contract, assignee,
buyer's, purchase agreement, assignor, summary judgment, down payment, substantial interest,
conditional, assurances, assigned, inducing, delegate, condition precedent, contractual,
contingent, delegation, tortious interference, credit check, right to refuse, wrongful interference,
contractual duties, equity interest, delegating, purchaser, happening, default
2. LexisNexis(R) Headnotes
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Torts > Business Torts > Commercial Interference > Contracts > General Overview
[HN1] "Interference with contract" is somewhat broader than "inducing breach of contract" in
that the former includes any act injuring or destroying persons or property which retards, makes
more difficult, or prevents performance, or makes performance of a contract of less value to the
promisee.
Contracts Law > Breach > Causes of Action > Elements of Claims
Torts > Business Torts > Commercial Interference > Contracts > Elements
[HN2] The basic elements for either interference with contract or inducing breach of contract
are: (1) existence of a contract; (2) alleged wrongdoer's knowledge of the contract;(3) his
intentional procurement of its breach; (4) without justification; and (5) damages resulting
therefrom.
Commercial Law (UCC) > Sales (Article 2) > General Overview
Contracts Law > Breach > General Overview
Contracts Law > Third Parties > Delegation of Performance
[HN3] Minn. Stat. § 336.2-210 (1978) provides that a party may perform his duty through a
delegate unless otherwise agreed or unless the other party has a substantial interest in having his
original promisor perform or control the acts required by the contract. No delegation of
performance relieves the party delegating of any duty to perform or any liability for breach.
Unless otherwise agreed all rights of either seller or buyer can be assigned except where the
assignment would materially change the duty of the other party, or increase materially the burden
or risk imposed on him by his contract, or impair materially his chance of obtaining return
performance. A right to damages for breach of the whole contract or a right arising out of the
assignor's due performance of his entire obligation can be assigned despite agreement otherwise.
Commercial Law (UCC) > Sales (Article 2) > Breach, Repudiation & Excuse > Assurances of
Performance Commercial Law (UCC) > Sales (Article 2) > Form, Formation & Readjustment >
Third Party Contracts
Contracts Law > Third Parties > Delegation of Performance
[HN4] Minn. Stat. § 336.2-210 (1978) provides that unless the circumstances indicate the
contrary a prohibition of assignment of "the contract" is to be construed as barring only the
delegation to the assignee of the assignor's performance. An assignment of "the contract" or of
"all my rights under the contract" or an assignment in similar general terms is an assignment of
rights and unless the language or the circumstances indicate the contrary, it is a delegation of
performance of the duties of the assignor and its acceptance by the assignee constitutes a promise
3. by him to perform those duties. This promise is enforceable by either the assignor or the other
party to the original contract. The other party may treat any assignment which delegates
performance as creating reasonable grounds for insecurity and may without prejudice to his
rights against the assignor demand assurances from the assignee.
Contracts Law > Contract Conditions & Provisions > Conditions Precedent
[HN5] A condition precedent, as known in the law, is one, which is to be performed before the
agreement of the parties becomes operative. A condition precedent calls for the performance of
some act or the happening of some event after the contract is entered into, and upon the
performance or happening of which its obligation is made to depend.
Contracts Law > Breach > General Overview
Contracts Law > Contract Conditions & Provisions > Conditions Subsequent
Governments > Local Governments > Fire Departments
[HN6] A conditional promise prevents a party from acquiring any rights under the contract
unless those conditions occur. A breach of contract does not occur when a contract is conditioned
on third-party approval and the approval is not received. If the event required by the condition
does not occur, there can be no breach of contract, since the contract is unenforceable.
Torts > Business Torts > Commercial Interference > Contracts > General Overview
[HN7] Liability for wrongful interference may be avoided by showing that the a respondent was
justified by a lawful object which he had a right to assert.
Torts > Business Torts > Commercial Interference > Contracts > General Overview
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[HN8] Justification is the most common affirmative defense to an action for interference. It is
employed to denote the presence of exceptional circumstances, which show that no tort was in
fact committed and lawful excuse, which excludes actual or legal malice. The standard for
proving justification is reasonable conduct under all the circumstances of the case. When one
acts in pursuance of a superior or equal right, that person is legally justified in his action.
Contracts Law > Negotiable Instruments > Enforcement > Duties & Liabilities of Parties >
Types of Parties > Assignees & Assignors
Contracts Law > Performance > Novation
[HN9] Minn. Stat. § 336.2-210(5) permits a non-assigning party to "demand assurances from
the assignee." Assurances demanded are to meet commercial standards. Minn. Stat. § 336.2-
609(2).
SYLLABUS
Where prospective purchase of appellants' mobile home was contingent upon buyers'
assumption of appellants' loan and buyers were unable to satisfy respondents' credit checks, the
4. trial court did not err in finding no inducement of breach of contract nor tortious interference of
contract.
COUNSEL: Robert A. Nicklaus, for Appellant. Robert L. Meller, Jr., for Home Savings
Association. Laura J. Hein, for Upper Northwest Payment Plans.
JUDGES: Huspeni, Presiding Judge, Sedgwick, Judge and Lommen, Judge. *
* Acting as judge of the Court of Appeals by appointment pursuant to Minn. Const. art. 6, § 2.
OPINION BY: HUSPENI
OPINION
[*787] This appeal arises from the grant of summary judgment in favor of respondents on
appellants' claim of tortious
interference with contract. We affirm.
FACTS
Appellants Kurt S. and Jeanette B. Aslakson entered into a conditional sales contract to purchase
a mobile home from Luxury Housing, Inc. on April 11, 1975. Subsequently the contract was
assigned to respondent Home Savings Association (Home). 1
1 The contract provides "all of the rights and remedies of a secured party under the Uniform
Commercial Code," for Home.
[**2] On September 13, 1979, appellants entered into a purchase agreement to sell the mobile
home to Anita Lou Watson. Appellants knew that in order to assume appellants' loan a
prospective buyer would have to submit to a credit check by respondent Upper Northwest
Payment Plan (UNPP) and the purchase agreement between appellants and Watson contained the
following language: "This offer is contingent upon buyer being able to assume the loan." Due
to Watson's record of late payment of debt obligations, UNPP found her credit unsatisfactory.
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A second purchase agreement to sell appellants' mobile home was entered into on January 2,
1980. The prospective buyers, Gayle and Judith Hepola, had been denied credit two months
earlier on another mobile home purchase. Home declined to consent to transfer based upon
Hepolas' insufficient credit history. Home later acquiesced to Hepolas' request for credit.
When Home sent its credit application to the Hepolas, it also sent a letter requiring a down
payment. The credit insurer required a down payment equal to two to four monthly payments as
part of its coverage on the original conditional sales contract. This down payment is rarely
waived.
[*788] [**3] On February 28, 1980, Home agreed to an assumption by the Hepolas. The Hepolas
subsequently declined to purchase.
On March 25, 1980, appellants commenced a lawsuit against respondents alleging respondents
5. wrongfully rejected applications of appellants' assignees and alleging interference by
respondents with appellants' contracts. Appellants further alleged the conditional sales contract
was freely assignable and respondents could not set conditions for an assumption. Appellants
sought compensatory damages, attorney fees, injunctive relief and punitive damages.
A third attempt to purchase appellants' mobile home was successful. On April 25, 1980,
appellants entered into a purchase agreement with Timothy Raidt. Within five days, Home
consented to Raidt's assumption and the sale was eventually concluded. Raidt's down payment
was waived through efforts made by Home.
On March 6, 1987, Home moved for summary judgment. UNPP joined in the motion. After oral
arguments heard April 9, 1987, the trial court granted respondents' motion for summary
judgment on April 21, 1987. Judgment was entered May 5, 1987, and appeal is taken from the
judgment.
ISSUE
Did the trial court err in determining, [**4] as a matter of law, that appellants' claims of
respondents' wrongful
interference with contracts were invalid?
ANALYSIS
The basis of appellants' argument is not that there are material facts in dispute. Instead,
appellants assert that the undisputed facts as presented support their cause of action for tortious
interference of contract and inducing breach of contract. Therefore, argue appellants, summary
judgment should have been awarded to them.
The Minnesota Supreme Court distinguishes interference with contract from inducing breach of
contract:
[HN1] "Interference with contract" is somewhat broader than "inducing breach of contract" in
that the former includes "'any act injuring or destroying persons or property which retards,
makes more difficult, or prevents performance, or makes performance of a contract of less value
to the promisee.'"
Royal Realty Co. v. Levin, 244 Minn. 288, 291 n.5, 69 N.W.2d 667, 671 n.4 (1955).
Nevertheless, [HN2] basic elements for either interference with contract or inducing breach of
contract are:
(1) existence of a contract;
(2) alleged wrongdoer's knowledge of the contract; (3) his intentional procurement of its
breach;
(4) without [**5] justification; and
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6. (5) damages resulting therefrom.
Id. at 292, 69 N.W.2d at 671.
With regard to the existence of a contract, the trial court determined there was no valid contract
between appellants and
either of the two prospective buyers.
Since the contract between appellants and respondents is for the sale of goods (the mobile home),
it is governed by Minn. Stat. ch. 336, Minnesota's Uniform Commercial Code. Appellants'
attempt to sell their mobile home to prospective buyers contingent upon assumption of the loan
held by respondents was an attempt to delegate appellants' duty to repay that loan. Appellants'
right to delegate contractual duties is limited by [HN3] Minn. Stat. § 336.2-210 (1978), which
provides in entirety:
(1) A party may perform his duty through a delegate unless otherwise agreed or unless the other
party has a substantial interest in having his original promisor perform or control the acts
required by the contract. No delegation of performance relieves the party delegating of any duty
to perform or any liability for breach.
(2) Unless otherwise agreed all rights of either seller or buyer can be assigned except where the
assignment would materially [**6] change the duty of the other [*789] party, or increase
materially the burden or risk imposed on him by his contract, or impair materially his chance of
obtaining return performance. A right to damages for breach of the whole contract or a right
arising out of the assignor's due performance of his entire obligation can be assigned despite
agreement otherwise.
[HN4] (3) Unless the circumstances indicate the contrary a prohibition of assignment of "the
contract" is to be construed as barring only the delegation to the assignee of the assignor's
performance.
(4) An assignment of "the contract" or of "all my rights under the contract" or an assignment
in similar general terms is an assignment of rights and unless the language or the circumstances
(as in an assignment for security) indicate the contrary, it is a delegation of performance of the
duties of the assignor and its acceptance by the assignee constitutes a promise by him to perform
those duties. This promise is enforceable by either the assignor or the other party to the original
contract.
(5) The other party may treat any assignment which delegates performance as creating
reasonable grounds for insecurity and may [**7] without prejudice to his rights against the
assignor demand assurances from the assignee (section 336.2-609).
Id. (emphasis added).
The first purchase agreement between appellants and Watson was contingent upon Watson being
able to assume appellants' loan. Respondents did not approve Watson due to her unsatisfactory
7. credit history. Therefore, no contractual agreement between appellants and Watson ever arose.
The second purchase agreement between appellants and the Hepolas also failed because the
Hepolas initially could not pass respondents' credit check.
The trial court determined that respondents' approval of buyers' assumption of the loan was a
condition precedent to any contract between buyer and a subsequent purchaser. The Minnesota
Supreme Court has stated:
[HN5] A condition precedent, as known in the law, is one which is to be performed before the
agreement of the parties becomes operative. A condition precedent calls for the performance of
some act or the happening of some event after the contract is entered into, and upon the
performance or happening of which its obligation is made to depend.
Lake Company v. Molan, 269 Minn. 490, 498-99, 131 N.W.2d [**8] 734, 740 (1964).
[HN6] A conditional promise prevents a party from acquiring any rights under the contract
unless those conditions occur.
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Lidstrom v. Mundahl, 310 Minn. 1, 4, 246 N.W.2d 16, 18 (1976). Furthermore, a breach of
contract does not occur when a contract is conditioned on third-party approval and the approval
is not received. If the event required by the condition does not occur, there can be no breach of
contract, since the contract is unenforceable. See, e.g., 451 Corporation v. Pension System for
Policemen and Firemen of the City of Detroit, 310 N.W.2d 922, 924 (Minn. 1981).
We believe the trial court correctly determined that a contract between appellants and a
subsequent buyer could not arise absent performance of a condition precedent: respondents'
approval of the subsequent buyer's assumption of the loan. Under the provisions of section
336.2-210, which must govern here, appellants were prohibited from delegating their contractual
duties if respondents had a substantial interest in having appellants perform or if an assignment
would materially increase respondents' burden or risk or impair its chance of obtaining return
performance. Clearly, the relationship [**9] between appellants and respondents is one to which
the statute is directed. In the words of the trial court:
In the instant case, [respondents] had a substantial interest in having [appellants] perform their
obligation. [Appellants] had been determined to be creditworthy. Moreover, [appellants] had
sufficient equity in the mobile home so that [*790] they were unlikely to default. On the other
hand, if [appellants] were allowed to make any assignment they wished, [respondents'] risk on
the contract could have increased materially and the chance of obtaining return performance
could have materially decreased. In fact, [respondents] made a good faith determination that an
assignment to either of the first two potential purchasers would have materially impaired
[respondents'] contractual rights. Thus, [respondents] had an absolute right to refuse
8. [appellants'] request to assign their contractual obligations to others.
Additionally, even if this court were to determine that valid contracts existed between appellants
and prospective buyers, the issue of respondents' justification would have to be addressed and
respondents would prevail here too.
According [**10] to the Minnesota Supreme court, [HN7] "liability for wrongful interference
may be avoided by showing that the [respondent] was justified by a lawful object which he had a
right to assert." Bennett v. Storz Broadcasting Co., 270 Minn. 525, 532, 134 N.W.2d 892, 897
(1965).
The Minnesota Supreme Court has stated:
[HN8] Justification is the most common affirmative defense to an action for interference. It is
employed to denote the presence of exceptional circumstances which show that no tort was in
fact committed and lawful excuse which excludes actual or legal malice.
Johnson v. Radde, 293 Minn. 409, 411, 196 N.W.2d 478, 480 (1972).
The standard for proving justification is reasonable conduct under all the circumstances of the
case. Bennett at 537, 134 N.W.2d at 900. When one acts in pursuance of a superior or equal
right, that person is legally justified in his action. Id. at 532, 134 N.W.2d at 897.
The trial court determined respondents "had a substantial interest in having [appellants] perform
their obligation." The trial court further determined appellants had been deemed "credit
worthy" by respondents and they had established sufficient equity in their [**11] mobile home
to make it unlikely they would default. If appellants delegated their duty to pay or assigned their
rights to the contract, respondents' risk would increase materially.
Respondents did not refuse assignment of appellants' obligation, they merely imposed realistic
conditions on the assignment. Respondents required the proposed assignee qualify as borrower
pursuant to a standard credit check and make a down payment to establish an equity interest in
the mobile home.
[HN9] Minn. Stat. § 336.2-210(5) permits the nonassigning party to "demand assurances from
the assignee." Assurances demanded are to meet commercial standards. Minn. Stat. § 336.2-
609(2). Credit checks and equity interests are commercially reasonable assurances and could not
be met by the prospective buyers. Respondents were within their right
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to refuse appellants' assignment.
DECISION
The trial court's grant of summary judgment in favor of respondents regarding appellants' claim
of tortious interference of contract is affirmed.
Affirmed.
9. Solution
This appeal arises from the grant of summary judgment in favor of respondents on appellants'
claim of tortious interference with contract.
FACTS
Appellants Kurt S. and Jeanette B. Aslakson entered into a conditional sales contract to purchase
a mobile home from Luxury Housing, Inc. on April 11, 1975. Subsequently the contract was
assigned to respondent Home Savings Association (Home).
On September 13, 1979, appellants entered into a purchase agreement to sell the mobile home to
Anita Lou Watson. Appellants knew that in order to assume appellants' loan a prospective buyer
would have to submit to a credit check by respondent Upper Northwest Payment Plan (UNPP)
and the purchase agreement between appellants and Watson contained the following language:
"This offer is contingent upon buyer being able to assume the loan." Due to Watson's record of
late payment of debt obligations, UNPP found her credit unsatisfactory.
A second purchase agreement to sell appellants' mobile home was entered into on January 2,
1980. The prospective buyers, Gayle and Judith Hepola, had been denied credit two months
earlier on another mobile home purchase. Home declined to consent to transfer based upon
Hepolas' insufficient credit history. Home later acquiesced to Hepolas' request for credit.
When Home sent its credit application to the Hepolas, it also sent a letter requiring a down
payment. The credit insurer required a down payment equal to two to four monthly payments as
part of its coverage on the original conditional sales contract. This down payment is rarely
waived.
788 On February 28, 1980, Home agreed to an assumption by the Hepolas. The Hepolas
subsequently declined to purchase.
On March 25, 1980, appellants commenced a lawsuit against respondents alleging respondents
wrongfully rejected applications of appellants' assignees and alleging interference by
respondents with appellants' contracts. Appellants further alleged the conditional sales contract
was freely assignable and respondents could not set conditions for an assumption. Appellants
sought compensatory damages, attorney fees, injunctive relief and punitive damages.
A third attempt to purchase appellants' mobile home was successful. On April 25, 1980,
appellants entered into a purchase agreement with Timothy Raidt. Within five days, Home
consented to Raidt's assumption and the sale was eventually concluded. Raidt's down payment
was waived through efforts made by Home.
On March 6, 1987, Home moved for summary judgment. UNPP joined in the motion. After oral
arguments heard April 9, 1987, the trial court granted respondents' motion for summary
10. judgment on April 21, 1987. Judgment was entered May 5, 1987, and appeal is taken from the
judgment.
ISSUE
Did the trial court err in determining, as a matter of law, that appellants' claims of respondents'
wrongful interference with contracts were invalid?
ANALYSIS
The basis of appellants' argument is not that there are material facts in dispute. Instead,
appellants assert that the undisputed facts as presented support their cause of action for tortious
interference of contract and inducing breach of contract. Therefore, argue appellants, summary
judgment should have been awarded to them.
The Minnesota Supreme Court distinguishes interference with contract from inducing breach of
contract:
"Interference with contract" is somewhat broader than "inducing breach of contract" in that
the former includes "`any act injuring or destroying persons or property which retards, makes
more difficult, or prevents performance, or makes performance of a contract of less value to the
promisee.'
Nevertheless, basic elements for either interference with contract or inducing breach of contract
are:
(1) existence of a contract
(2) alleged wrongdoer's knowledge of the contract
(3) his intentional procurement of its breach
(4) without justification; and (5) damages resulting therefrom.
With regard to the existence of a contract, the trial court determined there was no valid contract
between appellants and either of the two prospective buyers.Since the contract between
appellants and respondents is for the sale of goods (the mobile home), it is governed by Minn.
Stat. ch. 336, Minnesota's Uniform Commercial Code. Appellants' attempt to sell their mobile
home to prospective buyers contingent upon assumption of the loan held by respondents was an
attempt to delegate appellants' duty to repay that loan. Appellants'right to delegate contractual
duties is limited by Minn. Stat. § 336.2-210 (1978), which provides in entirety:
(1) A party may perform his duty through a delegate unless otherwise agreed or unless the other
party has a substantial interest in having his original promisor perform or control the acts
required by the contract. No delegation of performance relieves the party delegating of any duty
to perform or any liability for breach.
(2) Unless otherwise agreed all rights of either seller or buyer can be assigned except where the
assignment would materially change the duty of the other *789 party, or increase materially the
burden or risk imposed on him by his contract, or impair materially his chance of obtaining
11. return performance. A right to damages for breach of the whole contract or a right arising out of
the assignor's due performance of his entire obligation can be assigned despite agreement
otherwise.
(3) Unless the circumstances indicate the contrary a prohibition of assignment of "the contract"
is to be construed as barring only the delegation to the assignee of the assignor's performance.
(4) An assignment of "the contract" or of "all my rights under the contract" or an assignment
in similar general terms is an assignment of rights and unless the language or the circumstances
(as in an assignment for security) indicate the contrary, it is a delegation of performance of the
duties of the assignor and its acceptance by the assignee constitutes a promise by him to perform
those duties. This promise is enforceable by either the assignor or the other party to the original
contract.
(5) The other party may treat any assignment which delegates performance as creating
reasonable grounds for insecurity and may without prejudice to his rights against the assignor
demand assurances from the assignee
The first purchase agreement between appellants and Watson was contingent upon Watson being
able to assume appellants' loan. Respondents did not approve Watson due to her unsatisfactory
credit history. Therefore, no contractual agreement between appellants and Watson ever arose.
The second purchase agreement between appellants and the Hepolas also failed because the
Hepolas initially could not pass respondents' credit check.
The trial court determined that respondents' approval of buyers' assumption of the loan was a
condition precedent to any contract between buyer and a subsequent purchaser. The Minnesota
Supreme Court has stated:
A condition precedent, as known in the law, is one which is to be performed before the
agreement of the parties becomes operative. A condition precedent calls for the performance of
some act or the happening of some event after the contract is entered into, and upon the
performance or happening of which its obligation is made to depend.
A conditional promise prevents a party from acquiring any rights under the contract unless those
conditions occur. Lidstrom v. Mundahl, 310 Minn. 1, 4, 246 N.W.2d 16, 18 (1976). Furthermore,
a breach of contract does not occur when a contract is conditioned on third-party approval and
the approval is not received. If the event required by the condition does not occur, there can be
no breach of contract, since the contract is unenforceable.
We believe the trial court correctly determined that a contract between appellants and a
subsequent buyer could not arise absent performance of a condition precedent: respondents'
approval of the subsequent buyer's assumption of the loan.
Under the provisions of section 336.2-210, which must govern here, appellants were prohibited
from delegating their contractual duties if respondents had a substantial interest in having
12. appellants perform or if an assignment would materially increase respondents' burden or risk or
impair its chance of obtaining return performance. Clearly, the relationship between appellants
and respondents is one to which the statute is directed. In the words of the trial court:
In the instant case, [respondents] had a substantial interest in having [appellants] perform their
obligation. [Appellants] had been determined to be credit-worthy. Moreover, [appellants] had
sufficient equity in the mobile home so that they were unlikely to default. On the other hand, if
[appellants] were allowed to make any assignment they wished, [respondents'] risk on the
contract could have increased materially and the chance of obtaining return performance could
have materially decreased. In fact, [respondents] made a good faith determination that an
assignment to either of the first two potential purchasers would have materially impaired
[respondents'] contractual rights. Thus, [respondents] had an absolute right to refuse
[appellants'] request to assign their contractual obligations to others.
Additionally, even if this court were to determine that valid contracts existed between appellants
and prospective buyers, the issue of respondents' justification would have to be addressed and
respondents would prevail here too.
The Minnesota Supreme Court has stated:
Justification is the most common affirmative defense to an action for interference. It is employed
to denote the presence of exceptional circumstances which show that no tort was in fact
committed and lawful excuse which excludes actual or legal malice.
The trial court determined respondents "had a substantial interest in having [appellants] perform
their obligation." The trial court further determined appellants had been deemed "credit
worthy" by respondents and they had established sufficient equity in their mobile home to make
it unlikely they would default. If appellants delegated their duty to pay or assigned their rights to
the contract, respondents' risk would increase materially.
Respondents did not refuse assignment of appellants' obligation, they merely imposed realistic
conditions on the assignment. Respondents required the proposed assignee qualify as borrower
pursuant to a standard credit check and make a down payment to establish an equity interest in
the mobile home.
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Following theory supports abovecase problem.
UNIFORM COMMERCIAL CODE (UCC)
The Uniform Commercial Code (UCC) is a "code" or a "collection of statutes." This is the
type of law that may be adopted by all U.S. legislatures, including the U.S. Congress, the
Virginia General Assembly, other state legislatures, and even a county board of supervisors.
Codes are intended by the legislature to create new law in the targeted subject areas.
13. The other source of law is "case law" or "common law." For centuries, courts have been in the
business of resolving disputes. When a court resolves a particular dispute, the record of this
decision is case law, which may be used as authority in a future case. In future disputes, litigants
may argue that their case is similar to a prior case and that the prior case law should be followed.
Often, to resolve a dispute, a court must interpret the "statutes" or codes created by the
legislature. It is often difficult to determine how a statute or code should be applied to a
particular fact situation. The law is usually written broadly so that it may be applied judicially.
Courts must "fill in" the gaps in the statute.
Commercial
The UCC concerns a wide variety of commercial issues, including the sale of goods, banking and
security interests. The UCC does not apply to:
Uniform
The UCC was intended as a Uniform Model Code that might be adopted by every state
legislature. Prior to the UCC, each state legislature created its own commercial transaction code.
The laws in different states could vary widely. As the nation’s economy matured, interstate
commerce became increasingly important. The variations in state law became a tremendous
problem for businesses and banks dealing across state lines.
Many business people, lawmakers and academics saw a need for a uniform set of laws covering
commercial transactions to facilitate interstate commerce. This would promote interstate
commerce, create more comfort and security for interstate business transactions, increase
competition and lower costs. A national conference of lawmakers, lawyers and college
professors worked for years studying the various commercial laws of the 50 states, debating the
pros and cons of these variations and drafting what they viewed as the best "Uniform
Commercial Code."
This process has continued for decades. New articles are added over time, and specific sections
of existing articles are revised.
The "Uniform Commercial Code" is a model. It is not law in any state unless and until a state
legislature adopts it as the law of that state. Any state can decide not to adopt the UCC or can
decide to make revisions to the code that satisfies that state’s particular heritage or commercial
needs. Accordingly, the UCC is not entirely uniform in all 50 states. Also, each state’s court
system can reach different results when interpreting the code provisions. Business people cannot
assume, therefore, that the law will be exactly the same in each state. Nonetheless, the UCC has
facilitated much greater uniformity of commercial laws.
UCC law, therefore, is derived from three places:
The Uniform Commercial Code Article 2 on the Sale of Goods is basically a codification of
existing commercial law. The UCC drafters tried to write down the generally understood
14. business practices between merchants for the sale of goods. The UCC "fills in the gaps,"
providing controlling contract terms where the contracting merchants either didn’t agree or just
forgot to discuss the matter. In many commercial transactions, the buyer and seller only discuss
how many goods, how much to pay, and perhaps when delivery or payment is due. It is only
later, after problems arise, that merchants also will discuss or argue about many more specific
terms such as: "Where will the goods be delivered?" or "Is the buyer under any obligation if
the goods are slightly defective?" The UCC answers most of these questions by basically
providing the parties with a "50-page fine print contract," whether they know it or not.
Goods
Goods are "all things which are moveable."{footnote}UCC Section 2-105(1); Ritz-Craft Corp.
v. Stanford Management Group, 800 F. Supp. 1312, 1317 (D. Md. 1992) (holding that a mobile
home falls within the definition of "movable goods" and that the UCC applied).{/footnote}
Lumber, asphalt, concrete, computers, trucks and gift shop greeting cards are all goods. UCC
Article 2 applies to the sale of all such "goods." Note that goods can include items that are now
attached to real estate but can later be "severed" or removed from the real
estate.{footnote}UCC Section 2-105(1); UCC Section 2- 107.{/footnote}This includes stone,
sand and timber, as well as agricultural crops like corn.
The UCC does not apply to any transaction to buy or sell the real estate itself. More importantly,
Article 2 does not cover any service contract like an employment contract for a
salesperson.{footnote}UCC Section 2-102.{/footnote} The UCC also does not apply if labor is a
"significant part" of a contract. A contract for the sale of lumber is definitely a sale of goods,
and Article 2 applies. A contract for carpentry labor only, where the owner is supplying the
material, is definitely a service contract, and Article 2 will not apply.
ontract Creation
Once an offer has been made and accepted, the parties have a binding contract. In order to have a
contract, "consideration must flow both ways." Consideration is any thing of value. When a
lumberyard offers to sell 2,000 spruce studs at $1.79 a piece, this promise is worth something.
When the contractor promises to pay for the 2,000 studs when delivered, this promise also is
worth something. Consideration is flowing both ways. The parties have a contract.
Firm Offers
When a merchant submits an offer in writing to buy or sell goods, the offer is open for a
"reasonable" time.{footnote}UCC Section 2-205.{/footnote} This means there will be a
binding contract if a contractor accepts a material supplier’s firm offer (offer) within a
reasonable time, even though the supplier has not promised to keep the offer open for any
particula
Essential Parts of a Contractr time
15. Terms Can Be Missing
Essential Elements
When a Written Contract or Confirmation Is Necessary
Exceptions
Written Confirmation