BLAW BUSINESS LAW, SECTION B3

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1 UNIVERSITY OF ALBERTA School of Business Department of Marketing, Business Economics and Law BLAW BUSINESS LAW, SECTION B3 Professor: Ivan Ivankovich Course Outline Class: TR 9:30-10:50 Term 2, Winter Term 2004 Location: TB 87 Office: 3-21E Business Building Telephone: ivan.ivankovich@gpu.srv.ualberta.ca Website: Policy about course outlines can be found in Section 23.4(2) of the University Calendar (GFC 29 September 2003). This course is designed to give an introduction to, and an overview of, three major areas of law generally encountered in business and commercial law -- Introduction to the Canadian Legal System, Contract and Tort. Law as an academic subject places somewhat different demands on a student than would be encountered in many other university courses. It requires that the student be able to communicate clearly and effectively even when dealing with fact situations in which there is not always a clear right or wrong answer. Grading You will be graded in this course exclusively by means of your relative performance on two closed book examinations. Your ability to understand factual situations, solve problems and express reasoning in concise written arguments will be of primary importance in grading. The first examination will be given on Thursday, February 12, 2004 and will be worth 40% of the final grade. The final examination will be given on Thursday, April 15th, 2004 at 9:00 a.m., and will be worth 60%. You are expected to write the examinations at the assigned times and no request for alternative arrangements will be entertained. It is my desire to be readily accessible to students. If you are having difficulty with any part of the course, please come and see me. My office is located at 3-21E Business Building.

2 The University of Alberta is committed to the highest standards of academic integrity and honesty. Students are expected to be familiar with these standards regarding academic honesty and to uphold the policies of the University in this respect. Students are particularly urged to familiarize themselves with the provisions of the Code of Student Behaviour (online at any behaviour which could potentially result in suspicions of cheating, plagiarism, misrepresentation of facts and/or participation in an offence. Academic dishonesty is a serious offence and can result in suspension or expulsion from the University. (GFC 29 SEP 2003) Textbook 1. Required: Smyth and Soberman, The Law of Business Administration in Canada, 10 th edition, READINGS IN THE COURSE OUTLINE REFER TO THE SMYTH AND SOBERMAN TEXT

3 I. INTRODUCTION (A) THE CANADIAN CONSTITUTION (Read pp ) (1) Parliamentary Sovereignty (2) Rule of Law (3) Responsible Government (4) Division of Powers Between Federal and Provincial Governments (5) Constitution Act 1867 and Constitution Act 1982 (B) ROLE OF COURTS (Read pp and 17-18) (1) As Arbiter of the Constitution (2) As Interpreter of Legislation (3) As Arbiter of Disputes Between Private Parties (C) SOURCES OF LAW (Read pp and 15-16) (1) Law Made by Judges (2) Statutes (a) Enactment (b) Interpretation (i) Literal Rule (ii) Golden Rule (iii) Mischief Rule (3) Administrative Law (D) COURT SYSTEMS (Read pp ) (1) Alberta (2) Canada (E) USING THE COURTS (Read pp ) (1) Civil Litigation (a) Commencement of Action (b) Pleadings (c) Discovery (d) Trial (e) Judgement and Enforcement (f) Appeal (2) Criminal Prosecutions (a) Summary Conviction Offences (b) Indictable Offences (c) Hybrid Offences (d) Sentencing (F) LEGAL PROFESSION (Read p. 42)

4 1. FORMATION OF A CONTRACT (A) OFFER (Read pp ) (1) Nature (2) Written Offers (3) Lapse (4) Revocation (5) Counter-Offers (B) ACCEPTANCE (Read pp ) II. THE LAW OF CONTRACTS (1) By Words, Silence and Conduct (2) Communication (3) Time (4) Long-Distance Transactions (5) Unilateral and Bilateral Contracts (6) Certainty of Terms (C) CONSIDERATION (Read pp ) (1) Definition - The Bargain Theory (2) Gratuitous Promises (3) Adequacy of Consideration (4) Seals (5) Past Consideration (6) Equitable Estoppel (7) Quantum Meruit (D) INTENTION (Read pp ) (E) CAPACITY TO CONTRACT (Read pp ) (1) Minors (Infants) (2) Mentally Impaired (F) LEGALITY OF OBJECT (Read pp ) (1) Void Contracts (2) Illegal Contracts (3) Agreements in Restraint of Trade (a) Between Employer & Employee (b) Between Vendor & Purchaser of Business (c) Between Existing Businesses (i) Competition Act

5 2. GROUNDS FOR IMPEACHING A CONTRACT (A) MISTAKE (Read pp ) (1) Mistakes About Terms (2) Mistakes About Assumptions (3) Unilateral Mistakes (a) Void vs. Voidable Agreements (b) Re. Identity of Contracting Party (c) Non Est Factum (d) Wording of Offer (B) MISREPRESENTATION (Read pp ) (1) Types of Misrepresentation (2) Remedies (3) Contracts of Utmost Good Faith (C) UNDUE INFLUENCE (Read pp ) (D) DURESS (Read pp ) (E) REQUIREMENT OF WRITING (Read pp ) (1) Contracts Affected by the Statute of Frauds (2) Note or Memorandum (3) Effect of Non-Compliance (4) Doctrine of Part Performance (5) Sale of Goods Act (6) Fair Trading Act: Direct Sales Contracts 3. INTERPRETING CONTRACTS (Read pp ) (A) Express Terms (B) Parol Evidence Rule (C) Implied Terms 4. PRIVITY OF CONTRACT (Read pp ) (A) General (B) Novation (C) Vicarious Performance (D) Exceptions to the Privity Rule (1) Undisclosed Principal (2) Trusts (3) Statutory Exceptions (4) Contracts Concerning Land

6 5. ASSIGNMENT OF CONTRACTUAL RIGHTS (Read pp ) (A) General (B) Equitable Assignments (C) Statutory Assignments (D) Notice 6. DISCHARGE OF CONTRACTS (Read pp ) (A) By Performance (B) By Agreement (C) By Frustration (1) Frustrated Contracts Act (2) Sales of Goods Act 7. BREACH OF CONTRACT (Read pp ) (A) General (B) Repudiation - Anticipatory Breach (C) Major Breach (D) Exemption Clauses 8. REMEDIES FOR BREACH (Read pp ) (A) Damages (1) General - The Expectation Interest (2) Duty to Mitigate (3) Hadley v. Baxendale (4) Measurement of Damages (B) Quantum Meruit (C) Specific Performance (1) General (2) Land (3) Chattels (4) Personal Service Contracts (D) Injunction (E) Limitation of Actions (1) Limitations Act

7 (A) INTRODUCTION (Read pp ) (1) Definition (2) Purpose of Tort Law (3) Remedies (4) Modern Impact of Insurance (B) INTENTIONAL TORTS (Read pp ) III. THE LAW OF TORTS (1) Examples of Intentional Interference With The Person (a) Assault and Battery (b) False Imprisonment (c) Defamation (2) Example of Intentional Interference With Land (a) Trespass (3) Example of Intentional Interference With Chattels (a) Conversion (C) UNINTENTIONAL TORTS - NEGLIGENCE (Read pp and 69-87) (1) DUTY OF CARE (a) Donoghue v. Stevenson (b) Foreseeability (c) Unreasonable Risks (2) STANDARD OF CARE (a) The Reasonable Person (i) Custom (ii) The Mentally Deficient (iii) The Young (b) The Reasonable Professional (i) Medicine (ii) Hedley-Byrne v. Heller (3) RESULTING DAMAGE (a) Causation (i) Cause-in-Fact (ii) Multiple Causes - Joint and Several Liability (b) Measure of Damages (c) Heads of Damage (i) General Damages (ii) Special Damages (iii) Economic Loss

8 (D) BURDEN OF PROOF (Read p. 54) (1) General Rule (2) Statutory Exceptions (3) Res Ipsa Loquitur (E) DEFENCES (Read pp ) (1) Contributory Negligence (F) ECONOMIC TORTS (pp ) (1) Deceit (2) Inducing Breach of Contract (3) Unlawful Interference with Trade

TABLE OF CONTENTS. Preface... iii Preface to the First Edition... v Table of Cases... TC-1 Table of Statutes... TS-1

TABLE OF CONTENTS. Preface... iii Preface to the First Edition... v Table of Cases... TC-1 Table of Statutes... TS-1 TABLE OF CONTENTS PAGE Preface... iii Preface to the First Edition... v Table of Cases... TC-1 Table of Statutes... TS-1 PART I. INTRODUCTION... 1-17 CHAPTER 1. INTRODUCTION... 1 PART II. ENFORCEABILITY...