OBC General Legal flashcards

31 cards. Read the term and the definition here. The deck at the top of this page is optional.

Stare decisis

The doctrine that courts follow prior holdings in the same jurisdiction. It promotes predictability, but a court may depart where the precedent is unworkable or clearly wrong.

Preponderance of the evidence

The civil standard of proof, requiring the plaintiff to show that the claim is more likely true than not, typically described as greater than fifty percent probability.

Void versus voidable

A void act has no legal effect and cannot be enforced by anyone. A voidable act remains effective unless the protected party elects to rescind it.

Rule of lenity

The interpretive canon that ambiguity in a penal or regulatory provision is construed against the government and in favor of the party subject to the penalty.

Mirror-image rule

The common-law rule that an acceptance must match the offer exactly. Under the UCC, a definite expression of acceptance operates as acceptance even with additional terms.

Statute of frauds

A statute requiring certain contracts to be evidenced by a signed writing, including land sales, suretyship, one-year contracts, and goods of $500 or more.

Anticipatory repudiation

A clear statement or act indicating a party will not perform before the due date. The non-breaching party may treat it as a breach and sue immediately.

Liquidated damages

A contract clause fixing damages in advance. It is enforceable where it was a reasonable forecast of anticipated harm at formation and not a penalty.

Apparent authority

Authority arising from the principal's manifestations to a third party that reasonably induce reliance, even where the agent lacks actual authority to act.

Respondeat superior

The doctrine holding a principal liable for torts committed by an employee within the scope of employment, because the employer controls and benefits from the work.

Ratification

A principal's adoption of an unauthorized act, with knowledge of the material facts, which binds the principal as though authority had been granted from the start.

Duty of loyalty

An agent's obligation to avoid self-dealing, conflicts of interest, and usurpation of the principal's business opportunities during the relationship.

Business judgment rule

A presumption that directors acted in good faith and on an informed basis. It is rebutted by fraud, self-dealing, or failure to inform themselves adequately.

Piercing the corporate veil

Disregarding limited liability where owners abused the corporate form through commingling, undercapitalization, or fraud, resulting in injustice to creditors.

Derivative action

A lawsuit brought by a shareholder on behalf of the corporation. It requires demand on the board or a showing that demand would be futile.

Entire fairness review

The heightened standard applied to conflicted transactions, requiring the defendant to prove both fair dealing and fair price to sustain the transaction.

Recording act

A statute determining priority among competing interests in land, using race, notice, or race-notice rules to protect good-faith purchasers.

Adverse possession

Acquiring title by actual, open, notorious, exclusive, continuous, and hostile possession of land for the statutory period, which may be tolled for disability.

Security interest attachment

Creation of an enforceable security interest, requiring value given, the debtor's rights in the collateral, and a security agreement describing the collateral.

Res ipsa loquitur

A doctrine permitting an inference of negligence where the injury-causing instrumentality was in the defendant's exclusive control and the accident would not ordinarily occur absent negligence.

Assumption of risk

A defense requiring that the plaintiff actually knew of a specific risk and voluntarily chose to encounter it, thereby barring or reducing recovery.

Professional standard of care

The degree of skill and knowledge ordinarily possessed by members of the same profession under similar circumstances, usually established through expert testimony.

Arbitrary and capricious review

The standard asking whether an agency examined the relevant data and articulated a rational connection between the facts and its chosen action.

Exhaustion of remedies

The requirement that a party pursue available administrative remedies before seeking judicial review, subject to exceptions for futility or inadequate relief.

Informed consent

A client's agreement to a proposed course of action after the lawyer communicates adequate information about material risks and reasonable alternatives.

Imputed disqualification

Disqualification of an entire firm because one of its lawyers is personally disqualified, unless the lawyer is screened and no fee sharing applies.

Attorney-client privilege

Protection for confidential communications between a client and lawyer made to obtain legal advice, which survives termination and may be waived by disclosure.

Diversity jurisdiction

Federal jurisdiction over disputes between citizens of different states where the amount in controversy exceeds $75,000, requiring complete diversity among parties.

Hearsay

An out-of-court statement offered to prove the truth of the matter asserted. It is generally inadmissible unless an exemption or exception applies.

Summary judgment

A pretrial ruling granted where no genuine dispute of material fact exists and the moving party is entitled to judgment as a matter of law.

Mediation

A voluntary dispute-resolution process in which a neutral facilitator helps the parties negotiate a settlement but has no authority to impose a result.