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LOYOLA MARYMOUNT UNIVERSITY
COLLEGE OF BUSINESS ADMINISRATION
THE LEGAL AND ETHICAL ENVIRONMENT OF BUSINESS-2010
Summer Session 1 - MBAA 601.01
Tuesday Night – 7:10 – 10:10pm
Dr. Arthur Gross-Schaefer
Hilton 227
Campus phone 310 338-2859
Home phone (emergencies only) 805-683-4561
Office hours: by appointment --- I’ll be happy to stay after class or come around 3pm to see you
before class
Email: agross@lmu.edu
Course Description:
A general survey course in the area of Business Law and its effect on the business environment specially
designed for the MBA student. The student will develop a basic understanding of legal concepts, which
they are most likely to encounter in the business world. The course will also provide useful skills to better
appreciate when and how to use legal advice.
Course Objective:
To develop the student's ability to analyze legal issues in a given fact patters.
To increase the student's understanding of the legal system and how it functions.
To increase the student's familiarity and comfort level with legal language and concepts.
To develop the student's awareness of when and how best to work with an attorney.
To expose the student to current legal issues which he/she may be effected by in the business world.
To explore the role of law and government in effecting the business environment.
To develop the ability to analyze complex cases using an ethics decision model.
To appreciate the role played by ethics in the creation of the legal environment
Text, Workbook and Required Reading:
Text and workbook: Metzger, Mallor, Barnes, Bowers, Phillips, Business Law and the Regulatory
Environment
(Please make sure to obtain the accompanying workbook)
Required readings, in addition to the text books, will include newspaper stories, articles, and ethics cases
Course Requirements:
Completion of Student Workbook- prior to discussion on an assigned chapter, each student MUST turn in a
completed workbook assignment, which corresponds, to the assigned chapter. While it is hoped that the
chapter being assigned is carefully read, the completion of the workbook helps to highlight and insure that
key concepts are understood. LATE workbook assignments will generally NOT be accepted.
Case Briefs - students will be required to be able to fully discuss cases which appear within the chapters
assigned (you will not need to brief the cases at the end of the chapter unless specifically assigned). In
order to insure that the student carefully reads and understands the cases, a specific type of outline (a brief)
will be required. The specific form of the brief will be discussed in class. These briefs will often be
collected. LATE briefs will NOT be accepted.
Ethics Cases - each week, an ethics case will be assigned to be turned in along with your chapter briefs.
You will be required to analyze the case using the ethics model presented in class.
Newspaper articles - each Thursday, students at random will be selected to present a story related to the
class topics currently under discussion which appeared in appropriate news sources such as the LA Times,
NY Times, and equivalent on line or in print. The student should bring a copy of the article which can be
turned in. These recent articles allow for class discussion to bridge the academic and the business world.
Oral Presentations - Each student will be put into a group that will pick its own topics (which must be
approved) which illustrate law's impact on business. Each group will select a topic, create a packet which
includes a title page listing the members of the team and three quality articles that will be passed out to the
class members the week prior to their presentation. Each presentation will last no longer than fifteen
minutes and should include creative methods to present the material. The presentation should discuss the
groups view as to the future expected impact and suggested was for business to effectively respond. The
presentation will be graded: 1/3 for quality of presentation, 1/3 for quality of articles passed out, and 1/3
for the presentations creativity and entertaining (consider power point, game theme, role play, etc.).
Movies – movies will be assigned that support and emphasize concepts presented in class
Misc. - A group paper, a written assignment to draft a legal document as a partnership agreement or sexual
harassment policy, various movies related to the course, or other project may be required as the course
develops.
Exams - Two exams of equal weight will be given (i.e. a mid-term and a final).
Grading:
It is presumed that all workbooks, briefs, and newspaper articles will be turned in on time and complete.
Two percent (2%) will be deducted per assignment which is not turned in or incomplete. It is presumed
that all participants in a group giving an oral presentation will actively and constructively participate. Up
to twenty percent (20%) can be dedicated for non or inadequate participation. Accordingly, your grade
will primarily be based on two exams, which will be graded on a general bell shaped curve in relation to the
performance of the other students in the class.
Special Accommodations:
Students with special needs who need reasonable modifications, special assistance, or accommodations in
this course should promptly direct their request to the Disability Support Services Office. Any student who
currently has a documented disability (physical, learning, or psychological) needing academic
accommodations should contact the Disability Services Office (Daum Hall # 224, x84535) as early in the
semester as possible. All discussions will remain confidential. Please visit www.lmu.edu/dss
<http://www.lmu.edu/dss> for additional information.
Weekly Assignments (subject to change):
____________________________________________________
Class 1 Introduction, overview - legal reasoning -briefing -ethics decision
model, Foundations of Law and The resolution of private dispute
Class will be divided into groups for oral presentations
Class 2 Contracts and Offers-(don't forget the workbook, case briefs and ethics case)
Class 3 Consideration & Writing
Class 4 Contracts Continued & Fundamentals of Performance (quest speaker and or movie)
Class 5 Property and estates
Class 6 Intentional Torts and Negligence
Class 7 Product Liability and Employment Law
-group 1 presentation
Class 8 Midterm and movie – Wall Street (look for the BIG phone)
Class 9 Business organizations - corporations, partnerships, agency
-group 2 presentation
Class 10 the legal environment for international business
- group 3 presentation
Class 11 Business, the Constitution and Crime
Class 12 Anti-Trust/Business and Competition
Final Examination
PLEASE note: I do not take grade information home during the summer and will not respond to emails or calls
regarding grades. I am happy to have you come to my office when the Fall semester begins to review your grade, exams
and discuss grades. I will keep your exams until the end of September of the Fall semester.
ENJOY THE REST OF YOUR SUMMER VACATION
Key Words - 601 Introduction
disclaimer-this is merely a study guide-all terms in the
assigned chapters or discussed in class are fair game Purpose of Law
protecting property
preserving the peace Expressed/implied contract
Sources of Law for Business oral/written
common law unilaterial/bilaterial
UCC Elements
Jurisdiction offer
in rem jurisdiction intent, terms, communication
in personam jurisdiction counter offer
diversity jurisdiction conditional acceptance
federal question long arm statute newspaper ads
minimum contacts acceptance
venue silence
special appearance mirroring the terms
questions of law authorized
questions of fact unauthorized
judicial interpretation consideration
plain meaning mutual benefit/detriment
original intent no need for equal value
purpose pre-existing
precedent (stare decisis) past
liquidated
current needs
unliquidated
what is right
needs/output
supremacy clause
illusory
Courts
legal purpose
trail
regulatory license
appellate court
capacity
supreme
insanity
dissenting opinion
minor
concurring opinion
necessity
attorney-client privilege
equitable relief
Civil Procedure
quai contract
petition
unconscionable
complaint
promissory estoppel
answer
reality of consent
reply
fraud
summons
misrepresentation
counterclaim
undue influence
motion to dismiss
duress
summary judgment
mistake
statute of limitations statute of frauds
discovery partial performance
deposition main purpose rule
interrogatories
parole evidence
request for documents
contract terms
pretrial conference
course of dealing
jury (not mandated)
trade usage
voire dire
UCC
challenge for cause
condition precedent
peremptory challenge
condition subsequent
expert witnesses
concurrent condition
witness
personal satisfaction
evidence
performance
hearsay
strict performance
best evidence
substantial performance
End of trail motions
material breach
directed verdict
impossibility
JNOV
commercial frustration
preponderance of the
damages
evidence
compensatory damages
ADR
consequential damages
mediation
nominal damages
arbitration
punitive damages mitigation
settlement
liquidated damages
equity
injunction
Contracts specific performance
recession
restitution Personal Property
reformation Fixtures
cover Trade Fixtures
anticipatory repudiation Security Interest in Real and personal property
assurances Holding Property
profit Single
Tenancy in Com
Tort- intentional and unintentional Joint Tenancy
Community Property
intentional Easements
assault Adverse Possession
battery Grant Deed/Quitclaim Deed
defamation Recording Statutes
slander Escrow
libel Taking
publication
false imprisonment Wills
privacy
emotional harm Holographic
harassment Executor
negligence Bequest
duty Residuary
breach Heirs
proximate cause Pour over
actual cause Mutual
Contract
injury
Trustor
defenses
Trustee
last clear chance
Spendthrift
assumption of risk
Charity
comparative negligence A/B
res ipsa loquitur Living Will
product liability Durable Power of Attorney
warranty Ethical Will (not in book)
expressed
implied
merchantability
fitness for particular purpose
negligence
misrepresentation
strict liability
Crime –
beyond a reasonable doubt
5th amendment
exclusionary rule
Miranda -1966
criminal intent
M’Naghten Test
Model penal code – lack of substantial capacity
mens rea
diminished capacity
arraignment
preliminary hearing
jury – voire dire
excused for cause
pre emtatory challenges
Statute of Limitations
Plea bargin
grand jury
search and seizure - 4th amendment
Property
Types
Real Property
Employment Law
Review from Mid-Term
Worker’s compensation
Offer OSHA
Acceptance ERISA
Consideration Family Medical Leave Act
Legal Purpose Equal Pay Act
Capacity Title VII
Statute of Frauds Disparate Treatment
Misrepresentation Disparate Impact
Mistake BFOQ
Undue Influence Disability
Fraud Religion
Duress ADEA
Liquidated Debt Sexual Harassment
Unliquidated Debt Racial Harassment
Promissory Estoppel ADA
Quasi Contract Expectation of Privacy
Unconscionable At Will Employment
Void
Voidable
Unenforceable Ethics
Valid Decision model
Compensatory Damages Stakeholder
Consequential Damages Values
Punitive Damages options
Mitigate Damages utilitarian
Professor's ethics model deontological
Kholberg theological
Duty Kohlberg
Breach
Proximate Cause/actual cause International
Injury
Assumption of risk Duties
Last Clear chance Quotas
Comparative/contributory negligence Tariffs
Res Ipas Loquitur GATT
Warranty - express, implied NAFTA
Disclaim/limit Countervailing Duties
Duty Dumping
Misrepresentation Documentary Letter of Credit
Strict Liability Clauses in foreign contracts
Privity Anti trust
Product Misuse Act of State
Assumption of Risk Foreign Corrupt Practices Act
Contributory/Comparative Sovereign Immunity
Contract terms
Choice of Law
Property Choice of Forum
Language
Real Property Currency
Personal Property Force Majeuire
Fixtures
Trade Fixtures
Security Interest in Real, Business and the Constitution
Personal Property
Tenancy in Common State Action
Joint Tenant Speech/ political and commercial
Community Property Spending
Life Estate - Remainder Tax
Easements Taking
Adverse Possession Commerce
Grant Deed/Quitclaim Deed Due Process
Recording Statutes Search and Seizure
Escrow Equal Protection - strict scrutiny and
Taking rational basis test
Preemption
Business Organizations Administrative Agencies
Sole Proprietorship Enabling Legislation
Partnership Separation of powers
Partnership by estoppel Investigative Power
Partnership Agreement Legislative (rulemaking)
Corporation Power
Directors Adjudicatory power
Officers Administrative hearing
Shareholders De Novo Review
By Laws Substantive Evidence
Articles
Minutes Cyber law and E-Commerce
Stock Certificates Jurisdiction
Buy-sell Agreement Encryption
Pierce Corporate Veil Filters
Limited Partnership Stalking
General Partner Terrorism
Limited Liability Spam
Company/Partnership Squatting
Fiduciary Duty of Care Domain names
Fiduciary Duty of Loyalty Electronic transactions
Respondant Superior Electronic signatures
Agency-express, implied,
apparent
Consumer Protection
Anti Trust Deceptive Advertising
Bait and Switch
Sherman Act Puffing
Rule of Reason FTC
Per-se violations Full Disclosure
Clayton Act Truth in Lending Act
Mergers-horizontal, vertical, Fair Credit Reporting Act
conglomerate Fair Debt Collection Practices
FTC Food and Drug Act
Robinson-Patman Consumer Protect Safety Act
