1.

NEGLIGENCE:
a. duty:
- what would reasonable person do in this person’s situation
- sets the standard of care (the duty owed)
b. breach of that standard of care by this person
c. cause:
- natural (cause in-fact): this damage would not have happened if the breach of
duty had not happened
- legal (proximate): test is damages that are foresee-able from the time of the
breach
d. damages:
- special:
1. out of pocket money lost/spent
2. hospital bills
3. lost wages
- general:
4. harder to quantify damages
5. cannot walk
6. pain
7. disfigurement
e. defence:
- comparative fault/negligence: victim was also somewhat responsible for it
1. modified: claim dead if victim’s negligence greater than
defendant’s.
2. pure: even >50% negligent victim still has claim against <50%
defendant
- contributory negligence: if victim contributed to accident in anyway then they
can make no claim, this traditional theory is rarely used in courts now.
- assumption of risk:
3. aware of risk
4. proceeded/consented even when aware of risk
2. STRICT LIABILITY: means liability without need to show negligence
a. animals:
- wild animals:
1. strict liable means no need to show: duty, breach
2. but still must show: cause (actual, legal), damage
- domestic animals:
3. always responsible in negligence (above) have to prove duty and
breach
4. after first attack/threat by that animal
a. strict liable so just have to prove: cause (actual, legal),
damage
b. (this is also called “the first bite rule” means after 1st
bite/threat… the animal keeper is strictly liable for legal
injuries)
 b. products:
- always responsible in negligence: duty of care owed in reasonably safe
a. design
b. manufacture
c. testing
d. warning/label
e. maintenance, etc.
- strict product liability triggered when
2. it was an unreasonably dangerous product
a. a cheap/safer alternative was available
b. invokes balancing: cost v. and safety
3. if unreasonably dangerous product, then strict liability so just need
to show cause (actual, legal) and damage (??????????????????clg)

3. DRAFTING CONTRACTS IN TOPICS OF INTERNATIONAL:

a. key actual language that goes into contract must be:
i. in written: full sentence, complete clear thought
ii. explained
b. sale of goods:
i. quality
ii. quantity
iii. price
iv. delivery/insurance/risk of loss
v. payment
vi. breach
vii. limitation of liability
viii. inspection
ix. guaranteed payment
c. franchise:
i. ip/system licensed
1. trademarks/names/secrets
2. manual
3. training
4. further assistance
ii. premises (location of business)
1. mutual selection?
2. franchisor on lease?
iii. payment
1. initial
2. royalty
iv. term: renewal?
v. termination
1. notice
2. immediate
vi. other
d. partnership:
 i. who
ii. purpose
iii. term: perpetual
iv. capital in
1. what
2. by who
v. management
1. voting rights: majority or otherwise
vi. profit rights
1. by default, per capital in %
2. can be changed from that by agreement
vii. books inspection rights
viii. transfer partnership interest
1. restrictions
2. right of first refusal
3. death
4. incompetency
5. withdrawal
6. bankruptcy
ix. dissolution
e. common terms in all business contracts:
i. dispute resolution
1. mediation/arbitration/court
2. where
3. applying which country’s law
ii. which language controls contract interpretation when there are multiple
versions/translations
iii. boilerplate, automatically understood by courts
1. integration
2. merger
3. survival
4. counterparts
5. electronic signature
6. notices
7. modification in writing only

4. CONTRACTS THEORY
Contract formation

 Offer and acceptance

 Posting rule
 Mirror image rule
 Invitation to treat
 Firm offer
  Consideration
 Implication-in-fact
 Collateral contract

Defenses against formation

 Lack of capacity
 Duress
 Undue influence
 Illusory promise
 Statute of frauds
 Non est factum

Contract interpretation
 Parol evidence rule
 Contract of adhesion
 Integration clause
 Contra proferentem

Excuses for non-performance

 Mistake
 Misrepresentation
 Frustration of purpose
 Impossibility
 Impracticability
 Illegality
 Unclean hands
 Unconscionability
 Accord and satisfaction

Rights of third parties

 Privity of contract
 Assignment
 Delegation
 Novation
 Third-party beneficiary

Breach of contract
 Anticipatory repudiation
 Cover
 Exclusion clause
 Efficient breach
  Deviation
 Fundamental breach

Remedies
 Specific performance
 Liquidated damages
 Penal damages
 Rescission

Quasi-contractual obligations
 Promissory estoppel
 Quantum meruit
 Unjust enrichment

5. TORTS THEORY
Tort law

Intentional torts

 Assault
 Battery
 False imprisonment
 Intentional infliction of emotional distress
 Transferred intent

Property torts
 Trespass
o land
o chattels
 Conversion
 Detinue
 Replevin
 Trover

Defenses
 Assumption of risk
 Comparative negligence
 Contributory negligence
 Consent
 Necessity
 Statute of limitations
  Self-defense
 Defense of others
 Defense of property
 Shopkeeper's privilege

Negligence
 Duty of / standard of care
 Proximate cause
 Res ipsa loquitur
 Calculus of negligence
 Rescue doctrine
 Duty to rescue
 Negligent infliction of emotional distress
 Employment-related
 Entrustment
 Malpractice
o legal
o medical

Liability torts
 Product liability
 Quasi-tort
 Ultrahazardous activity

Nuisance
 Public nuisance
 Rylands v Fletcher

Dignitary torts
 Defamation
 Invasion of privacy
 Intrusion on Seclusion
 False light
 Breach of confidence
 Abuse of process
 Malicious prosecution
 Alienation of affections
 Criminal conversation
 Seduction
 Breach of promise
 Economic torts
 Fraud
 Tortious interference
 Conspiracy
 Restraint of trade

Liability and remedies

 Last clear chance
 Eggshell skull
 Vicarious liability
 Volenti non fit injuria
 Ex turpi causa non oritur actio
 Neutral reportage
 Damages
 Injunction
 Conflict of tort laws
 Joint and several liability
 Comparative responsibility
 Market share liability

Duty to visitors
 Trespassers
 Licensees
 Invitees
 Attractive nuisance