12 May Paul Barton owned a small property-management company, doing business as Brighton Homes. In October, Barton went on a spending spree.
Paul Barton owned a small property-management company, doing business as Brighton Homes. In October, Barton went on a spending spree. First, he bought a Bose surround-sound system for his home from KDM Electronics. The next day, he purchased a Wilderness Systems kayak from Outdoor Outfitters, and the day after that he bought a new Toyota 4-Runner financed through Bridgeport Auto. Two weeks later, Barton purchased six new iMac computers for his office, also from KDM Electronics. Barton bought all of these items under installment sales contracts. Six months later, Barton’s property-management business was failing. He could not make the payments due on any of these purchases and thus defaulted on the loans. Using the information presented in the chapter
See Chapter 25, Page 602 from the pdf attached to correctly answer the questions.
Answer the following questions. (See
- For which of Barton’s purchases (the surround-sound system, the kayak, the 4-Runner, and the six iMacs) would the creditor need to file a financing statement to perfect its security interest?
- Suppose that Barton’s contract for the office computers mentioned only the name, Brighton Homes. What would be the consequences if KDM Electronics filed a financing statement that listed only Brighton Homes as the debtor’s name?
- Which of these purchases would qualify as a PMSI in consumer goods?
- Suppose that after KDM Electronics repossesses the surround-sound system, it decides to keep the system rather than sell it. Can KDM do this under Article 9? Why or why not?
Comprehensive Edition Text & Cases
Roger LeRoy Miller Institute for University Studies
Arlington, Texas
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Business Law
Today
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Business Law Today, Comprehensive Edition Text & Cases 12th Edition Roger LeRoy Miller
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Printed in the United States of America Print Number: 01 Print Year: 2018
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Unit 1 The Legal Environment of Business 1 1 Law and Legal Reasoning 2 2 Constitutional Law 31 3 Ethics in Business 57 4 Courts and Alternative Dispute Resolution 86 5 Tort Law 123 6 Product Liability 151 7 Intellectual Property Rights 172 8 Internet Law, Social Media, and Privacy 200 9 Criminal Law and Cyber Crime 224
Unit 2 Contracts and E-Contracts 257 10 Nature and Classification 258 11 Agreement 277 12 Consideration 302 13 Capacity and Legality 316 14 Voluntary Consent 335 15 The Statute of Frauds—Writing Requirement 350 16 Performance and Discharge 366 17 Breach and Remedies 382 18 Third Party Rights 402
Unit 3 Commercial Transactions 419 19 The Formation of Sales and Lease Contracts 420 20 Title and Risk of Loss 448 21 Performance and Breach of Sales and Lease Contracts 464 22 Negotiable Instruments 496 23 International and Space Law 532 24 Banking in the Digital Age 554 25 Security Interests and Creditors’ Rights 577 26 Bankruptcy 607
Unit 4 Agency and Employment Law 637 27 Agency Relationships in Business 638 28 Employment, Immigration, and Labor Law 666 29 Employment Discrimination 694
Unit 5 Business Organizations 725 30 Sole Proprietorships and Franchises 726 31 All Forms of Partnership 743 32 Limited Liability Companies and Special Business Forms 767 33 Corporate Formation and Financing 785 34 Corporate Directors, Officers, and Shareholders 807 35 Corporate Mergers, Takeovers, and Termination 826 36 Investor Protection, Insider Trading, and Corporate
Governance 841
Unit 6 Government Regulation 871 37 Administrative Law 872 38 Antitrust Law and Promoting Competition 893 39 Consumer and Environmental Law 918 40 Liability of Accountants and Other Professionals 948
Unit 7 Property and Its Protection 971 41 Personal Property and Bailments 972 42 Real Property and Landlord-Tenant Law 994 43 Insurance, Wills, and Trusts 1017
APPENDICES A How to Brief Cases and Analyze Case Problems A–1 B The Constitution of the United States A–3 C The Uniform Commercial Code A–3 D Answers to the Issue Spotters A–4 E Sample Answers for Business Case Problems with Sample
Answer A–13
Glossary G–1 Table of Cases TC–1
Index I–1
Contents in Brief
iii
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Contents
Unit 1 The Legal Environment of Business 1
Chapter 1
Law and Legal Reasoning 2 Business Activities and the Legal Environment 3
Sources of American Law 4
The Common Law 7 ■ Landmark in the Law: Equitable Maxims 12
Classifications of Law 13 ■ Beyond Our Borders: National Law Systems 14
Appendix to Chapter 1: Finding and Analyzing the Law 19 ■ Business Law Analysis: Case Briefing and IRAC Legal Reasoning 30
Chapter 2
Constitutional Law 31 The Constitutional Powers of Government 32
■ Managerial Strategy: Marriage Equality and the Constitution 33
■ Landmark in the Law: Gibbons v. Ogden (1824) 35
Classic Case 2.1: Heart of Atlanta Motel v. United States (1964) 36
Business and the Bill of Rights 38 ■ Beyond Our Borders: The Impact of Foreign Law
on the United States Supreme Court 40
■ Adapting the Law to the Online Environment: Does Everyone Have a Constitutional Right to Use Social Media? 41
Case 2.2: Animal Legal Defense Fund v. Wasden (2018) 42
■ Ethical Issue: Can a high school suspend teenagers from extracurricular activities because they posted suggestive photos of themselves online at social networking sites? 43
Spotlight on Beer Labels: Case 2.3: Bad Frog Brewery, Inc. v. New York State Liquor Authority (1998) 45
■ Business Law Analysis: Determining When Public Religious Displays Violate the Establishment Clause 48
Due Process and Equal Protection 49
Privacy Rights 51
Chapter 3
Ethics in Business 57 Ethics and the Role of Business 58
■ Business Web Log: Bogus Bank and Credit Card Accounts at Wells Fargo Bank 59
■ Adapting the Law to the Online Environment: Should Employees Have a “Right of Disconnecting”? 62
Case 3.1: Al-Dabagh v. Case Western Reserve University (2015) 63
Ethical Principles and Philosophies 65
Sources of Ethical Issues in Business Decisions 69
Case 3.2: Watson Laboratories, Inc. v. State of Mississippi (2018) 70
Making Ethical Business Decisions 73 ■ Business Law Analysis: Applying the IDDR Framework 77
Business Ethics on a Global Level 78
Appendix to Chapter 3: Costco Code of Ethics 85
Chapter 4
Courts and Alternative Dispute Resolution 86
■ Business Web Log: Samsung and Forced Arbitration 87
The Judiciary’s Role in American Government 87 ■ Landmark in the Law: Marbury v. Madison (1803) 88
Basic Judicial Requirements 89
Spotlight on Gucci: Case 4.1: Gucci America, Inc. v. Wang Huoqing (2011) 94
The State and Federal Court Systems 96 ■ Beyond Our Borders: Islamic Law Courts Abroad and at Home 97
Case 4.2: Johnson v. Oxy USA, Inc. (2016) 99
■ Managerial Strategy: Should You Consent to Have Your Business Case Decided by a U.S. Magistrate Judge? 101
■ Ethical Issue: Should Supreme Court justices follow the Code of Conduct for United States Judges? 103
Following a State Court Case 103
iv
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■ Adapting the Law to the Online Environment: Using Social Media for Service of Process 105
Case 4.3: Klipsch Group, Inc. v. ePRO E-Commerce Limited (2018) 109
Courts Online 113
Alternative Dispute Resolution 113
Chapter 5
Tort Law 123 The Basis of Tort Law 123
Intentional Torts against Persons 125 ■ Business Law Analysis: Analyzing Intentional Infliction
of Emotional Distress Claims 127
Case 5.1: Blake v. Giustibelli (2016) 129
■ Ethical Issue: When does an online criticism of a physician become defamation? 131
■ Adapting the Law to the Online Environment: Revenge Porn and Invasion of Privacy 132
Intentional Torts against Property 136
Negligence 138
Case 5.2: Bogenberger v. Pi Kappa Alpha Corporation, Inc. (2018) 139
■ Landmark in the Law: Palsgraf v. Long Island Railroad Co. (1928) 142
Spotlight on the Seattle Mariners: Case 5.3: Taylor v. Baseball Club of Seattle, L.P. (2006) 144
Strict Liability 145
Chapter 6
Product Liability 151 Product Liability Claims 151
■ Business Web Log: Johnson & Johnson Faces Continuing Lawsuits over Its Talcum Powder 152
■ Landmark in the Law: MacPherson v. Buick Motor Co. (1916) 153
Case 6.1: Schwarck v. Arctic Cat, Inc. (2016) 154
Strict Product Liability 155 ■ Linking Business Law to Corporate Management:
Quality Control 157
■ Business Law Analysis: How State Legislation Can Limit Recovery for Design Defects 159
■ Ethical Issue: Can a Taser be considered unreasonably dangerous as designed? 159
Case 6.2: Stange v. Janssen Pharmaceuticals, Inc. (2018) 161
■ Managerial Strategy: When Is a Warning Legally Bulletproof? 162
Defenses to Product Liability 164
Spotlight on Injuries from Vaccinations: Case 6.3: Bruesewitz v. Wyeth, LLC (2011) 165
Chapter 7
Intellectual Property Rights 172 Trademarks 173
■ Linking Business Law to Marketing: Trademarks and Service Marks 173
Classic Case 7.1: Coca-Cola Co. v. Koke Co. of America (1920) 174
■ Ethical Issue: Should the law allow offensive trademark names? 176
■ Beyond Our Borders: ALEVE versus FLANAx— Same Pain Killer, But in Different Countries 177
Case 7.2: LFP IP, LLC v. Hustler Cincinnati, Inc. (2016) 178
■ Business Web Log: Amazon Faces Fake Products 182
Patents 183
Copyrights 186 ■ Business Law Analysis: Licensing Is a Defense to
Copyright Infringement 189
■ Adapting the Law to the Online Environment: Beyoncé, Sampling, and a $20 Million Lawsuit 190
Case 7.3: Oracle USA, Inc. v. Rimini Street, Inc. (2018) 192
Trade Secrets 193
International Protections 193
Chapter 8
Internet Law, Social Media, and Privacy 200 Internet Law 201
Spotlight on Internet Porn: Case 8.1: Hasbro, Inc. v. Internet Entertainment Group, Ltd. (1996) 205
Copyrights in Digital Information 206 ■ Landmark In the Law: The Digital Millennium Copyright Act 207
■ Adapting the Law to the Online Environment: Riot Games, Inc., Protects Its Online Video Game Copyrights 208
Case 8.2: BMG Rights Management (US), LLC v. Cox Communications, Inc. (2018) 209
Social Media 210
Online Defamation 214 ■ Business Law Analysis: Immunity of ISPs under
the Communications Decency Act 215
Case 8.3: David v. Textor (2016) 216
Privacy 217 ■ Beyond Our Borders: “The Right to Be Forgotten”
in the European Union 218
■ Ethical Issue: Should smart-TV manufacturers collect consumer-use data? 219
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Chapter 9
Criminal Law and Cyber Crime 224 Civil Law and Criminal Law 224
Criminal Liability 227 ■ Adapting the Law to the Online Environment:
Using Twitter to Cause Seizures—A Crime? 227
Case 9.1: United States v. Crabtree (2018) 228
■ Managerial Strategy: The Criminalization of American Business 230
Types of Crimes 231
■ Business Law Analysis: Proof of Credit-Card Theft 233
Spotlight on White-Collar Crime: Case 9.2: People v. Sisuphan (2010) 235
Defenses to Criminal Liability 239
Constitutional Safeguards and Criminal Procedures 241 ■ Ethical Issue: Should police be able to force you to unlock
your mobile phone? 243
■ Landmark in the Law: Miranda v. Arizona (1966) 244
Cyber Crime 247
Case 9.3: United States v. Warner (2016) 248
Unit One: Task-Based Simulation 256
Unit 2 Contracts and E-Contracts 257 Chapter 10
Nature and Classification 258 An Overview of Contract Law 258
Elements of a Contract 260
Case 10.1: Weston v. Cornell University (2016) 261
Types of Contracts 262 ■ Ethical Issue: Does a “You break it, you buy it” sign
create a unilateral contract? 263
Case 10.2: Boswell v. Panera Bread Co. (2018) 264
Quasi Contracts 267 ■ Business Law Analysis: Deciding If a Court Would Impose
a Quasi Contract 268
Interpretation of Contracts 269
Spotlight on Columbia Pictures: Case 10.3: Wagner v. Columbia Pictures Industries, Inc. (2007) 270
Chapter 11
Agreement 277 Offer 277
Classic Case 11.1: Lucy v. Zehmer (1954) 278
Spotlight on Amazon.com: Case 11.2: Basis Technology Corp. v. Amazon.com, Inc. (2008) 281
■ Business Law Analysis: Offers of a Reward 283
Acceptance 285 ■ Adapting the Law to the Online Environment: Can Your
E-Mails or Instant Messages Create a Valid Contract? 286
E-Contracts 289 ■ Linking Business Law to Marketing: Customer
Relationship Management 290
Case 11.3: Bailey v. Kentucky Lottery Corp. (2018) 293
■ Ethical Issue: How enforceable are click-on agreements to donate funds to a charity? 294
The Uniform Electronic Transactions Act 296
Chapter 12
Consideration 302 Elements of Consideration 302
■ Landmark in the Law: Hamer v. Sidway (1891) 303
Case 12.1: USS–POSCO Industries v. Case (2016) 304
Agreements That Lack Consideration 306
Case 12.2: Baugh v. Columbia Heart Clinic, P.A. (2013) 307
Settlement of Claims 309
Spotlight on Nike: Case 12.3: Already, LLC v. Nike, Inc. (2013) 310
Promissory Estoppel 311
Chapter 13
Capacity and Legality 316 Contractual Capacity 316
Spotlight on KFC: Case 13.1: PAK Foods Houston, LLC v. Garcia (2014) 317
Legality 321 ■ Business Law Analysis: Determining If a Contract with
an Unlicensed Party Is Enforceable 322
Case 13.2: Woischke v. Stursberg & Fine, Inc. (2018) 322
■ Ethical Issue: Are expansive noncompete agreements reducing worker mobility? 324
■ Managerial Strategy: Creating Liability Waivers that are not Unconscionable 327
Case 13.3: Holmes v. Multimedia KSDK, Inc. (2013) 328
The Effect of Illegality 329
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Chapter 14
Voluntary Consent 335 Mistakes 335
■ Ethical Issue: Should a surviving member of Lynyrd Skynyrd abide by a thirty-year-old consent decree? 337
Fraudulent Misrepresentation 338
Case 14.1: McCullough v. Allstate Property and Casualty Insurance Co. (2018) 339
Case 14.2: Cronkelton v. Guaranteed Construction Services, LLC (2013) 342
■ Adapting the Law to the Online Environment: “Catfishing”: Is That Online “Friend” for Real? 343
Case 14.3: Fazio v. Cypress/GR Houston I, LP (2013) 344
Undue Influence and Duress 346
Chapter 15
The Statute of Frauds— Writing Requirement 350 The Writing Requirement 350
Case 15.1: Sloop v. Kiker (2016) 351
Exceptions to the Statute of Frauds 355 ■ Beyond Our Borders: The Statute of Frauds and International
Sales Contracts 355
Sufficiency of the Writing or Electronic Record 357
Case 15.2: Moore v. Bearkat Energy Partners, LLC (2018) 358
The Parol Evidence Rule 359
Case 15.3: Frewil, LLC v. Price (2015) 361
Chapter 16
Performance and Discharge 366 Conditions of Performance 366
Discharge by Performance 368 ■ Business Law Analysis: Determining When a Breach Is Material 370
Case 16.1: Kohel v. Bergen Auto Enterprises, LLC (2013) 371
■ Ethical Issue: Is it a material breach of contract for a hospital to accept a donation and then refuse to honor part of its commitment? 372
Discharge by Agreement 373
Case 16.2: DWB, LLC v. D&T Pure Trust (2018) 374
Discharge by Operation of Law 375
Case 16.3: Hampton Road Bankshares, Inc. v. Harvard (2016) 376
■ Beyond Our Borders: Impossibility or Impracticability of Performance in Germany 378
Chapter 17
Breach and Remedies 382 Damages 383
Case 17.1: Baird v. Owens Community College (2016) 384
■ Landmark in the Law: Hadley v. Baxendale (1854) 387
Spotlight on Liquidated Damages: Case 17.2: Kent State University v. Ford (2015) 389
■ Business Law Analysis: Enforceability of Liquidated Damages Provisions 390
Equitable Remedies 391
Case 17.3: Cipriano Square Plaza Corp. v. Munawar (2018) 391
Recovery Based on Quasi Contract 395
Contract Provisions Limiting Remedies 396 ■ Ethical Issue: Can contracts for mixed martial arts
fighters limit a fighter’s right to stop fighting? 396
Chapter 18
Third Party Rights 402 Assignments 402
Case 18.1: Bass-Fineberg Leasing, Inc. v. Modern Auto Sales, Inc. (2015) 405
Delegations 407
Case 18.2: Mirandette v. Nelnet, Inc. (2018) 409
Third Party Beneficiaries 410
Case 18.3: Bozzio v. EMI Group, Ltd. (2016) 410
Unit Two: Task-Based Simulation 418
Unit 3 Commercial Transactions 419
Chapter 19
The Formation of Sales and Lease Contracts 420
■ Landmark in the Law: The Uniform Commercial Code 421
The Scope of Articles 2 and 2A 421
■ Adapting the Law to the Online Environment: Taxing Web Purchases 423
The Formation of Sales and Lease Contracts 425
Case 19.1: Toll Processing Services, LLC v. Kastalon, Inc. (2018) 426
viiContents
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Case 19.2: C. Mahendra (N.Y.), LLC v. National Gold & Diamond Center, Inc. (2015) 430
■ Business Law Analysis: Additional Terms between Merchants 432
Classic Case 19.3: Jones v. Star Credit Corp. (1969) 437
Contracts for the International Sale of Goods 437
Appendix to Chapter 19: An Example of a Contract for the International Sale of Coffee 444
Chapter 20
Title and Risk of Loss 448 Identification 449
Case 20.1: BMW Group, LLC v. Castle Oil Corp. (2016) 450
Passage of Title 451 ■ Managerial Strategy: Commercial Use of Drones 451
Case 20.2: Louisiana Department of Revenue v. Apeck Construction, LLC (2018) 452
Spotlight on Andy Warhol: Case 20.3: Lindholm v. Brant (2007) 456
Risk of Loss 457
Insurable Interest 460
Chapter 21
Performance and Breach of Sales and Lease Contracts 464 Obligations of the Seller or Lessor 465
Case 21.1: All the Way Towing, LLC v. Bucks County International, Inc. (2018) 467
Obligations of the Buyer or Lessee 470
Remedies of the Seller or Lessor 472
Remedies of the Buyer or Lessee 475 ■ Beyond Our Borders: The CISG’s Approach to
Revocation of Acceptance 479
Spotlight on Baseball Cards: Case 21.2: Fitl v. Strek (2005) 480
Warranties 482
Classic Case 21.3: Webster v. Blue Ship Tea Room, Inc. (1964) 485
■ Business Law Analysis: Implied Warranties 487
Chapter 22
Negotiable Instruments 496 Formation of Negotiable Instruments 497
■ Adapting the Law to the Online Environment: Pay with Your Smartphone 499
Case 22.1: OneWest Bank, FSB v. Nunez (2016) 503
■ Business Law Analysis: Deciding If an Instrument Is Negotiable 505
Case 22.2: Charles R. Tips Family Trust v. PB Commercial, LLC (2015) 508
Transfer of Instruments 509 ■ Beyond Our Borders: Severe Restrictions on Check
Indorsements in France 510
Holder in Due Course (HDC) 513
Case 22.3: Jarrell v. Conerly (2018) 516
Signature and Warranty Liability 518
Defenses, Limitations, and Discharge 523 ■ Landmark in the Law: Federal Trade Commission Rule 433 525
Chapter 23
International and Space Law 532 International Law 532
■ Beyond Our Borders: Border Searches of Your Electronic Devices 533
Case 23.1: Rubin v. Islamic Republic of Iran (2018) 537
■ Business Law Analysis: Sovereign Immunity Claims 539
Doing Business Internationally 539 ■ Ethical Issue: Is it ethical (and legal) to brew “imported”
beer brands domestically? 539
Regulation of Specific Business Activities 542
Case 23.2: Changzhou Trina Solar Energy Co., Ltd. v. International Trade Commission (2018) 543
U.S. Laws in a Global Context 545
Spotlight on International Torts: Case 23.3: Daimler AG v. Bauman (2014) 546
Space Law 548
Chapter 24
Banking in the Digital Age 554 Checks and the Bank-Customer Relationship 555
The Bank’s Duty to Honor Checks 558
Case 24.1: Legg v. West Bank (2016) 558
Case 24.2: Horton v. JPMorgan Chase Bank, N.A. (2018) 561
The Bank’s Duty to Accept Deposits 564
Case 24.3: Shahin v. Delaware Federal Credit Union (2015) 565
■ Landmark in the Law: Check Clearing for the 21st Century Act (Check 21) 568
Electronic Fund Transfers 569
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Unit 4 Agency and Employment Law 637
Chapter 27
Agency Relationships in Business 638 Agency Law 639
■ Ethical Issue: Is it fair to classify Uber and Lyft drivers as independent contractors? 640
Formation of an Agency 642
Case 27.1: Reidel v. Akron General Health System (2018) 643
Duties of Agents and Principals 644
Spotlight on Taser International: Case 27.2: Taser International, Inc. v. Ward (2010) 646
Agent’s Authority 649
Liability in Agency Relationships 651 ■ Business Law Analysis: Liability of Disclosed Principals 652
■ Landmark in the Law: The Doctrine of Respondeat Superior 655
■ Beyond Our Borders: Islamic Law and Respondeat Superior 657
Case 27.3: M.J. v. Wisan (2016) 657
Termination of an Agency 659
Chapter 28
Employment, Immigration, and Labor Law 666 Employment at Will 667
Case 28.1: Caterpillar, Inc. v. Sudlow (2016) 668
Wages, Hours, and Leave 669 ■ Ethical Issue: Are employees entitled to receive wages
for all the time they spend at work, including times when they are taking a personal break? 670
■ Beyond Our Borders: Brazil Requires Employers to Pay Overtime for Use of Smartphones after Work Hours 671
Case 28.2: Encino Motorcars, LLC v. Navarro (2018) 671
Health, Safety, Income Security, and Privacy 674 ■ Business Law Analysis: Workers’ Compensation Claims 675
■ Adapting the Law to the Online Environment: Social Media in the Workplace Come of Age 679
Immigration Law 680
Online Banking and E-Money 571 ■ Adapting the Law to the Online Environment:
Electronic Payment Systems and the Use of Checks 571
Chapter 25
Security Interests and Creditors’ Rights 577 Creating and Perfecting a Security Interest 577
Spotlight on Wedding Rings: Case 25.1: Royal Jewelers, Inc. v. Light (2015) 579
■ Adapting the Law to the Online Environment: Secured Transactions Online 581
■ Business Law Analysis: Perfecting a Security Interest 583
Scope of a Security Interest 586
Case 25.2: In re T usa–Expo Holdings, Inc. (2016) 587
Priorities, Rights, and Duties 590
Default 592
Case 25.3: SunTrust Bank v. Monroe (2018) 594
■ Ethical Issue: How long should a secured party have to seek a deficiency judgment? 596
Other Laws Assisting Creditors 596
Chapter 26
Bankruptcy 607 The Bankruptcy Code 607
■ Business Web Log: Online Retail Competition Causes Yet Another Brick-and-Mortar Retailer to File for Bankruptcy 608
■ Landmark in the Law: The Bankruptcy Abuse Prevention and Consumer Protection Act 609
Chapter 7—Liquidation 610 ■ Business Law Analysis: Violations of the Automatic Stay 614
Case 26.1: In re Anderson (2016) 619
■ Ethical Issue: Should there be more relief for student loan defaults? 621
Case 26.2: In re Cummings (2015) 622
Chapter 11—Reorganization 624 ■ Linking Business Law to Corporate Management:
What Can You Do to Prepare for a Chapter 11 Reorganization? 625
Bankruptcy Relief under Chapter 13 and Chapter 12 627
Case 26.3: In re Chamberlain (2018) 629
Unit Three: Task-Based Simulation 635
ixContents
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Labor Law 683
■ Managerial Strategy: Union Organizing Using a Company’s E-Mail System 686
Case 28.3: Contemporary Cars, Inc. v. National Labor Relations Board (2016) 687
Chapter 29
Employment Discrimination 694 Title VII of the Civil Rights Act 695
■ Linking Business Law to Corporate Management: Human Resource Management 696
■ Adapting the Law to the Online Environment: Hiring Discrimination Based on Social Media Posts 700
Case 29.1: Bauer v. Lynch (2016) 701
Case 29.2: Young v. United Parcel Service, Inc. (2015) 703
■ Ethical Issue: Should corporations be forced to publicize the ratio of CEO-to-worker pay? 704
■ Business Law Analysis: Retaliation Claims 707
Case 29.3: Franchina v. City of Providence (2018) 708
■ Beyond Our Borders: Sexual Harassment in Other Nations 709
Discrimination Based on Age, Disability, or Military Status 710
Defenses to Employment Discrimination 716
Affirmative Action 717
Unit Four: Task-Based Simulation 723
Unit 5 Business Organizations 725
Chapter 30
Sole Proprietorships and Franchises 726 Sole Proprietorships 727
Case 30.1: A. Gadley Enterprises, Inc. v. Department of Labor and Industry Office of Unemployment Compensation Tax Services (2016) 727
■ Ethical Issue: Can the religious beliefs of a small business owner justify the business refusing to provide services to members of the LGBT community? 728
■ Adapting the Law to the Online Environment: A Sole Proprietorship, Facebook Poker, and Bankruptcy 730
Franchises 730 ■ Beyond Our Borders: Franchising in Foreign Nations 731
The Franchise Contract 734
Franchise Termination 735
Case 30.2: S&P Brake Supply, Inc. v. Daimler Trucks North America, LLC (2018) 736
Spotlight on Holiday Inns: Case 30.3: Holiday Inn Franchising, Inc. v. Hotel Associates, Inc. (2011) 738
Chapter 31
All Forms of Partnership 743 Basic Partnership Concepts 744
Case 31.1: Harun v. Rashid (2018) 745
Formation and Operation 747 ■ Beyond Our Borders: Doing Business with
Foreign Partners 748
Classic Case 31.2: Meinhard v. Salmon (1928) 751
Dissociation and Termination 753
Limited Liability Partnerships 757
Limited Partnerships 758
Case 31.3: DeWine v. Valley View Enterprises, Inc. (2015) 759
■ Ethical Issue: Should an innocent general partner be jointly liable for fraud? 761
Chapter 32
Limited Liability Companies and Special Business Forms 767 The Limited Liability Company 767
■ Landmark in the Law: Limited Liability Company (LLC) Statutes 768
Case 32.1: Hodge v. Strong Built International, LLC (2015) 771
■ Beyond Our Borders: Limited Liability Companies in Other Nations 772
LLC Operation and Management 773 ■ Managerial Strategy: Can a Person Who Is Not a Member
of a Protected Class Sue for Discrimination? 774
Case 32.2: Schaefer v. Orth (2018) 775
Dissociation and Dissolution of an LLC 776
x Contents
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Chapter 37
Administrative Law 872 Practical Significance 872
■ Linking Business Law to Corporate Management: Dealing with Administrative Law 875
Agency Creation and Powers 875
Case 37.1: Simmons v. Smith (2018) 877
The Administrative Process 879 ■ Ethical Issue: Do administrative agencies exercise
too much authority? 880
Case 37.2: Craker v. Drug Enforcement Administration (2013) 884
Case 32.3: Reese v. Newman (2016) 777
■ Business Law Analysis: When Will a Court Order the Dissolution of an LLC? 778
Special Business Forms 779
Chapter 33
Corporate Formation and Financing 785 Nature and Classification 785
■ Adapting the Law to the Online Environment: Programs That Predict Employee Misconduct 787
Case 33.1: Drake Manufacturing Co. v. Polyflow, Inc. (2015) 788
Case 33.2: Pantano v. Newark Museum (201
