University of San Diego
School of Business
Administration
ETLW 312
Business
Law II
6-8:50
P.M. Tuesdays
Spring
2014
Richard E.
Custin, J.D., M.Ed., LL.M. email: rcustin@sandiego.edu
Coronado 216 Office Hours- 7-7:45 A.M. MWF & 1:30-3 P.M.
MW & as arranged.
619 260-4854
Class Blog: http://custinusdblaw2.blogspot.com/
Course
Description:
“Continued study of the
legal environment of business, including such topics as creation, operation,
and termination of partnerships and corporations, sale of goods, and negotiable
instruments. Case study.” Prerequisite:
ETLW 311.
Course
Objectives:
Students who complete this
course will be able to:
- To develop a plan for personal and business litigation avoidance
- To distinguish between common law and Uniform Commercial Code (UCC) contracts
- To understand and apply UCC Article 2 to the creation and interpretation of sales contracts
- To appreciate the significance of negotiable instruments including negotiability and transferability
- To understand UCC Article 3 as applied to checks and electronic fund transfers
- To develop a working knowledge of UCC Article 9 as applied to secured transactions
- To understand the significance of the law involving agency formation and duties
- To distinguish between various forms of business organizations
- To prepare for the legal and ethical topics generally found on the CPA examination
- To understand, appreciate and apply ethical principles as they relate to business professionals
Key topics to be covered this semester
are:
Common law and UCC law as applied to contracts
Third-party contracts, discharge & remedies
Sales and lease contacts under UCC Article 2 & 2A
Title, risk of loss and insurable interest
Law as applied to banking, checks and electronic transactions
Secured Transactions as governed by UCC Article 9
Negotiable Interests – UCC Article 3
Partnerships and corporations
Liability and ethical obligations of professionals
Course
Materials:
Dynamic
Business Law, Kubasek, 2nd Edition, McGraw Hill, (2012)
Course
Requirements and Student Evaluation:
Attendance:
Absences
from class meetings may adversely affect your course grade. It is not possible to “make-up” projects or
assignments completed in class.
Caveat:
DISCLAIMER:
The lectures, discussions, assignments, personal
interaction and all educational activity are information and not legal
advice. If you need legal, tax or other
professional advice, consult a licensed attorney or other professional. The instructor is not providing legal or
other representation to any student. No
attorney client privilege is expressly intended or implied.
Average
work in this course will result in a “C’ grade. You must be prepared to discuss
the material assigned and the cases contained within. In the event you are
unprepared for any class question or case discussion your overall cumulative
grade points may be reduced five points for each instance you are unprepared.
We need your active participation! Please do not use phones, text or
email during class. You may use your computer assuming this use is
exclusively for taking class notes or using the electronic version of the
text. You must have a text available in each class meeting.
Please
provide me with a valid e-mail address. I may contact you via e-mail with
information concerning class cancellations, assignments, due dates and supplemental
reading. An e-mail message created and sent to you creates a presumption that
the e-mail was received and read by you. Therefore, check your e-mail
regularly!
No
make-up examinations will be given absent extraordinary reasons. (ie: major
earthquakes-8.0+, tornados, floods- like the “Ark”, impending end of world, and
disasters of monstrous proportion) No assignments will be accepted after the
announced due date.
Please do not request a specific grade or advise the
instructor that you need a grade to maintain a scholarship or for some other
reason. Requesting a grade or attempting to influence the instructor
concerning grading constitutes professional misconduct. I do not
change grades unless I have made a calculation error.
The unauthorized use of cellphones, computers or other
electronic devices during an examination may result in your failure on the
examination and/or in the course. No
material is allowed during tests or the final examination.
I retain copies of tests, exams & assignments for sixty
days following the end of the semester.
I generally do not entertain questions within 24 hours of
any test including the final examination.
The final exam time is set by the USD Registrar and is available on my.sandiego.edu.
Professionalism requires that you act at all times with
skill, good judgment and respect for others.
Grading:
Scale: A+ 100-97, A
96-92, A-91-90, B+89, B 88-82, B-80-81, C+ 79, C 78-72, C-71-70, D+ 69, D
68-62, D- 61-60, less than 60=F
4 tests = 30%
multiple choice
Final Examination= 40%
Essay and/or multiple choice
Comprehensive
Written Assignments= 15%
Professionalism & Class Participation= 15%
Statement
on Academic Integrity:
“All members of the University community share the
responsibility for maintaining an environment of academic integrity since
academic dishonesty is a threat to the University. Acts of academic dishonesty
include: a) unauthorized assistance on an examination; b) falsification or
invention of data; c) unauthorized collaboration on an academic exercise; d)
plagiarism; e) misappropriation of resource materials; f) any unauthorized
access of an instructor's files or computer account; or g) any other serious
violation of academic integrity as established by the instructor.”
School
of Business Administration Mission Statement:
“We develop socially
responsible business leaders with a global outlook through academically
rigorous, relevant and values-based education and research.”
Tentative
Schedule- Subject to Change
|
Class
|
Topics
|
Assignments/Deliverables
|
|
Week 1
|
Introduction
to Common Law and UCC Contracts
|
Chapters 13-18
(review only)
|
|
Week 2
|
Third-Party
Rights to Contracts
Discharge
& Remedies
|
Chapter 19
& 20
Test #1
|
|
Week 3
|
Introduction
To Sales and Lease Contracts
|
Chapters 21-22
|
|
Week 4
|
UCC
Obligations and Performance
Products
Liability Warranties & Torts
|
Chapters 23-25
Test # 2 |
|
Week 5
|
Negotiable
Instruments
|
Chapters 26
|
|
Weeks 6
|
Transfers of
Negotiable Instruments
|
Chapter 27
|
|
Week 7
|
Liability,
Defenses and Discharge
|
Chapter 28
|
|
Week 8
|
Checks and
Electronic Transfers
|
Chapter 29
Test # 3 |
|
Week 9
|
Secured
Transactions – The Debtor-Creditor Relations
|
Chapter 30
|
|
Week 10
|
Secured
Transactions in Personal Property / Bankruptcy
|
Chapter 31-32
|
|
Week 11
|
Agency
Formation & Duties
|
Chapters 33-34
Test # 4 |
|
Week 12
|
Forms of
Business Organizations
|
Chapters 35
|
|
Week 13
|
Corporations:
Formation & Financing
|
Chapter 38-39
|
|
Week 14
|
Liability and
Ethical Obligations of Professionals
|
Chapter 11
Comprehensive Final Examination |
