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A limited liability partnership allows professionals to avoid personal liability for the malpractice of other partners.

A) True
B) False

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Because a franchisor's termination of a franchise can adversely affect a franchisee,much franchise litigation involves claims of wrongful termination.

A) True
B) False

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As the promoter of Glassworks LLC,Hans enters into a contract with Interstate Transport Company.Once formed,Glassworks can


A) forego an adoption process and simply enforce the contract.
B) adopt the contract through a novation.
C) obtain the benefits of the deal without obligation.
D) pierce Interstate's "corporate veil" to hold Hans liable on the contract.

E) C) and D)
F) A) and C)

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Otto is a general partner in Port Exports,a limited partnership.By participating in the firm's management,Otto is liable for its obligations


A) in proportion to the number of partners in the firm.
B) to no extent.
C) to the extent of his capital contribution to the firm.
D) to the full extent.

E) C) and D)
F) None of the above

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Unlike a sole proprietorship or a partnership,a limited liability company cannot be held liable for a loss caused by the wrongful acts of its members.

A) True
B) False

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If a limited liability company is not meeting the economic purpose for which it was established,a court may order the dissolution of the firm.

A) True
B) False

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Beri owns and operates City Delivery Service as a sole proprietorship.When she dies,the business will automatically


A) dissolve.
B) transfer to Bev's heirs.
C) reform with its employees as the owners.
D) transfer to its creditors.

E) A) and B)
F) None of the above

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In a limited partnership,every partner has full responsibility for the management of the partnership.

A) True
B) False

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Dissociation terminates some of the rights of the dissociated partner,requires the firm to buy his or her interest,and alters the parties' liability to third parties.

A) True
B) False

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Without creating a separate business organization,Rey starts up Street Cruisers,a pre-owned auto sales enterprise.This enterprise is


A) none of the choices.
B) a corporation.
C) a franchisee.
D) a sole proprietorship.

E) A) and D)
F) None of the above

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Accounting LLC is a member-managed limited liability company.Unless the members have agreed otherwise,all decisions with respect to the firm's business are made by


A) majority vote.
B) the firm's board.
C) the senior members.
D) the firm's chief executive officer.

E) B) and D)
F) A) and C)

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The proprietor pays only personal income taxes on a sole proprietorship's profits.

A) True
B) False

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Sam buys a franchise from Taco Loco Inc.This relationship,like all other franchise relationships,is governed by


A) contract law.
B) all of the choices.
C) the federal Franchise Rule.
D) applicable state law.

E) C) and D)
F) B) and C)

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Limited legal liability can be an advantage for a small business wishing to raise capital.

A) True
B) False

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In most states,in a dispute on a partnership matter,a third party cannot sue an individual partner but must file an action against the entire firm.

A) True
B) False

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In a limited partnership,a general partner assumes no liability for partnership debts beyond the amount of capital contributed.

A) True
B) False

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Among three partners,unless they agree otherwise,unanimous consent is required to manage the business of the partnership.

A) True
B) False

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Bob buys a Club Fitness,Inc. ,franchise,which the franchisor later terminates.In determining whether the termination was proper,a court will generally


A) balance the rights of both parties.
B) emphasize the right of Club to its business operation.
C) focus on the right of Bob to be dealt with fairly.
D) underscore the interest of consumers in affordability.

E) A) and D)
F) A) and C)

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Sebastian was the manager of Thai Bistro,a restaurant specializing in Southeast Asian foods.Sebastian opened a bank account in Thai Bistro's name,signing the account signature card as "owner." Umeko,who was often at Thai Bistro and had free access to its office,told others that she was "an owner" and "a partner." She also opened a bank account in Thai Bistro's name,and signed the account signature card as "owner." Sebastian told Vijay,the owner of Wong Noodles,Inc. ,that Umeko was a member of a partnership that owned Thai Bistro.On this basis,Wong Noodles delivered its goods to Thai Bistro on credit.In fact,Thai Bistro was owned by a corporation.When the unpaid account totaled more than $10,000,Wong Noodles filed a suit against Umeko to collect.On what basis might Umeko be liable for the debt?

Correct Answer

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The theory under which Umeko would most ...

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Because each type of franchise relationship is similar,franchise contracts tend to be similar.

A) True
B) False

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