Friday 28 April 2017

BUSINESS LAW (SM36)

Before starting a business, it is essential to have the knowledge of laws on business in order to help in operation to run a business without any kind of ignorance. Different legal rules related to Sale of Good Act and Supply of Services has been discussed in order to identify the statutory areas involved in case studies. It is necessary for the borrowers to have the idea and details about all the terms and conditions before applying for loans. The efficiency of the credit agreement and the types of agents with their rights and duties in the business world for development purpose has been studied here. The protection of trademarks and business authority is essential in-laws for the growth of a company. The principles related to the protection of inventions by patent rights, copyright protection, and infringement has successfully discussed in this study.
According to the Sale of Goods Act (1979), the goods that are promised to be sold must match with the description given for that particular product and must be satisfactory and fit for the service that it is deemed to perform. In the case of delivery of the product, it must be handled with care and delivered to the respective customer within the stipulated time. In case 1 the implied rule (S13) was not followed as the delivery man broke the product during its shipping process. However, there was no problem as far as the delivery time is concerned. (S14). In case 2, the product matches the description and was qualitatively fine. However, there was casualness in the behaviour the delivery man, as the product was left outside without anyone receiving it, after which it got stolen. As stated by (Dias Simões, (2017, p.161), the customer paid the price for the fitting which was not accomplished and she is liable for a refund. In case 3 the rule of S13 and S14 were followed. At the outset the product matched the description and was supposed to be fit, but, unfortunately, it failed the purpose.
According to the Sale of Goods Amendment Act (2012), if a product is sold defective at the outset or any fault occurs within the first six months of purchase, the customer can claim the product to be sold as a defective piece. Mrs. Smith is very much liable to return the product or ask for a refund (case 1 and 2).
According to the section 17 of the sale of Goods’ Act, Section 29(2), the product must be supplied to the customer within the allotted time and place (business place, residence or somewhere else). In case 1, 2 and 3 the above rule was followed. According to the rule of acceptance the buyer has accepted the desired goods and intimidated it to the seller (case 1, 3) but in case 2 Mrs Smith, even if initially agreed to pay for the desired product, including its delivery and fitting charge, the carpet was delivered when there was no one there to receive it. The product got stolen, before she could get it, accept it and intimidate it to the seller. There was a definite breach of the contract as in the first case the product was broken during the shipping process, in spite of the fact that the product was fine at the time of signing the contract and Mrs Smith had rightfully agreed to it. In accordance with the terms of the contract (S27) the seller must deliver the product to the customer in hand and she must accept and pay for the same. However, in case 2, the carpet was delivered in the absence of the customer and left unattended, which led to its theft.
According to the Rights and Remedies, the consumer must be satisfied with the product, including its quality, description and price. The above rules fit in case 1,2 and 3. If at any time of sale, there is a fault in the product, the consumer is liable to complain. In case 1, the hairdresser equipment was already broken before it could reach the customer, in case 2, the carpet was left at the doorstep unattended, only to be taken by an unauthorised individual. Even if there was no fault of the product per say, there was a breach of contract and fake promises were made. In case 3 the hair straightener caught on fire and was damaged in its first use. In all these cases Mrs Smith was liable to complain and ask for a refund. In the case of 2 the customer is entitled to receive remedies, including compensation or bringing the contract to an end, as the seller has failed to perform something which he was supposed to. Buyers must be given some time to examine the product, and reject the good and ask for a refund.
In case 2, since Mrs Smith did not get the time and opportunity to check the carpet, she could definitely reject it and ask for a refund. In case 1 again, there was no time for Mrs Smith to examine the product because it was already broken before it could reach her, hence, this time as well she was liable for refund.  The customer has the right to claim for compensation in case of damage of product or of any sort of losses, like in case 3. As mentioned by Holub and Mitchell, (2017, p.28), the compensation may come in the form of cost of replacement of a product or its repairment. In a case where there is no clause of replacement or repair, there is a possibility of an alternative remedy of full or partial reduction of price. According to S51 the seller neglects the proper delivery of goods, the buyer can take an action, just like in case 1 and 2, where the product breaks from the manhandling and is left unattended respectively. Customers have an approachment right to the seller regarding any product whatsoever, six years from the date of purchase. So if any product is damaged or has failed to live up to the mark, Mrs Smith can complain or approach to the seller (case 1, 2 and 3). During these six years the sellers have to deal with the customer and inform them the lasting time of the product.
On the opposite side, if the customer has received the product within the mentioned time, and was in its proper form, but still refuses to accept or pay the required amount, the seller has the right to take an action against him.
According to the Product Liability Law, the suppliers, distributors and retailers are liable for any damage or injury, including death caused by any product, under the Common Protection Act. as opined by McCormack et al. (2017, p.11), the products must be safe and usable by buyers in the first place, unlike in case 3. To prevent any accident, the sellers, producers or manufacturers must warn the customers about the risk, must ensure that the buyers understand the potential risk that they may face and take action if any problem arises. In case the product bursts or in a case of injury, like in case 3, the one responsible is liable to be sued, imprisoned or punished. The responsibility not only befalls on the importers, manufacturers or businesses that supply their own branded goods, but also on sellers, and hence, they are as much prone to imprisonment as the others.
In case 3 Mrs Smith can begin its court procedure three years from the date of injury or sue up to 10 years from the date of injury. But since her daughter was safe the rule does not apply in her place.
In accordance with the termination rights, unless the entire payment procedure has been made, the credit is considered to be the legal owner. By using a court order, implementation of a credit agreement against a consumer is possible which helps them to stop the procedure of repaying a loan in case of loss of job. As stated by DiMatteo, (2016, p.21), the debtor is free to buy or return the product to the creditor after the end of the agreement. At the time of hire purchase, agreement is made containing the condition that unless the final installments are paid the debtor is not the owner of the goods and the lender possess the power to take back the goods in case the debtor fails to make the payments. The proposed credit agreement must be explained thoroughly to the borrowers by the lenders while taking the loan. If the terms of the agreement are broken by the borrower the account is considered to be default. The creditor at that point feels that the borrower is incapable of repaying the money. In the case scenario, Peter is not able to pay further due to loss of job but he hopes to get another job soon for restart the payment. It would be wise for Peter to inform the truth to Alf & Sons so that they do not take any actions or take back the due to not paying the installments on time and also not informing about the issue. The creditor with respect to the default account can take actions of either taking back the car or serious legal steps.

According to Keskiner and Crul, (2017, p.283), a credit agreement is a detailed document which briefs about all the terms related to the given contract. Loans of different types have credit agreement that needs to be signed and approved upon by both the creditor and debtor. Different types of the credit agreement and its different characteristics are discussed below:
Conditional Sales Agreement: This type of agreement deals with the sales of products to its customers where a seller gets money for goods while a buyer gets the goods. Here an agreement is made in order to pay the installments. Ownership of the products gets transferred to the buyer after the installments are cleared which is termed as receiving good title.
Credit Sale Agreement: As mentioned by Kaya and Tuncer, (2017, p.149), in this type of agreement, as soon as the agreement gets approval with payment through installments, the transfer of ownership takes place. Unless the supplier of the product agrees, the products cannot be given back. With a credit sale agreement, the products purchased are supplied and owned by the marketer who sells them. In this respect, the agreement is with the marketer.
Hire Purchase:  In this type of contract, until the full amount is paid the buyer does not carry ownership and will lease the goods. Using this agreement while purchasing involves a concurrence in order to pay the cost of what is bought in installments.
According to Funk and Hirschman, (2017, p.32), in the commercial activity, agents play an important role in order to represent the interests of individual principals for conducting of the business. Agents can be classified in different ways which include the following:
Specialist agents: This type of agents is appointed on the basis of particular tasks where the agency lasts for period of time. Examples of specialist agents are:
•           Estate agents act for the dealer of the property with the capacity of finding a buyer.
•           Auctioneers act as agents for the seller in order to sell the products on behalf to the highest applicant and act as an agent to the buyer once sale has been stated.
•           Brokers act as intermediaries with the duty of introducing clients enabling them to run their business.
General Agents: As mentioned by Micklitz and Durovic, (2017, p.69), this type of agent has the power of performing all the acts related to business in accordance with the interest of his principal.
Co-Agents: Two or more person is appointed to jointly act as co-agents with the concurrence in the effort of their power unless situations reveal any motive to the contrary.
Sub-Agents: This type of agents under the command of the original agent is employed and performs accordingly in the business of the agency.
According to Brown et al. (2017, p.397), the duties of an agent are described in the following:
●          As per the interest of the principal, an agent needs to perform accordingly. The commanding power remains with the principal itself.
●          Within the authority assigned to the agent by the principal, an agent needs to act on the given instructions.
●          With a decent amount of care, an agent needs to perform all his responsibilities. All kinds of issues must be avoided with respect to his interests.
●          In accordance with all the instructions of the laws provided by some upper authorities, an agent needs to maintain the conformity.
As stated by Voiculescu, (2017, p.227), the rights of an agent discussed are the following:
Retainer rights: The amount which is paid to an agent by the principal, an agent has the right to deduct an amount from the amount which he has developed through his performance.
Indemnity rights: In case of any sufferings caused by an agent, this right states that the principal will be answerable to him.
Lien right: If the legal duties are not fulfilled, an agent has the power of maintaining the ownership of the property.
Remuneration: For all the services the agent has provided, he is legally labeled to receive payments.
Stoppage in transit: As opined by Shackelford et al. (2017, p.115), in case the buyer of products becomes insolvent, an unpaid seller has the right to stop in terms of transition. It is said that as long as they are in the transition process, an agent may resume the occupancy of the goods and may absorb them till the payment procedure is made.
Monopolies in UK are those which has a market share of more than 25% with a lot of power in the market. According to Burton, (2017, p.69), in monopolies, there is only a supplier and the products have less or no substitutes. Monopolies include the Britain Post office.
Whereas anti-competitive practices are those which includes illegal deals and agreements among businesses in a particular market to join forces against the consumers , competitors or the suppliers which can reduce competition in the market. As stated by Wilson, et al. (2017, p.448), this can be done by either raising the prices up or down which will harm the consumers and competitors respectively. Anti competitive practices also include Pricing strategies which can be done by making the market unappealing or by making the entry cost too high. This strategy usually is used to restrict the entry of a competitor. There is another way to damage the sales of a particular company by forcing the suppliers to stop supply of products or by forcing the retailers to place the products of certain company where buyers usually don’t take a look at or to be clear these products are used out of eye level reach.
       Competitive commission (CC) generally look after appeals made against the rules and regulations formed by the OFT (Office of Fair Trading).
       The CC also looks after mergers or companies and its working procedure. The CC also includes investigation of markets and report to the secretary of the state based on its findings Singer, (2017, p.17).
       The CMA (Competition and Market Authority) which has taken the responsibilities of CC and OFT, helps in the development of competition both interior and exterior parts of UK.
       The CMA also investigates some markets where there is some suspicious matter taking place which has its impact in multiple markets. The participants of the market also can take steps if they have any issues and the CMA looks after that.
       The CMA carries or can carry on their investigation as per the Enterprise Act(2002). The mergers which sometimes can lesser the competition should try to prevent these between them during the investigation process.
       Investigation of personal or individual businesses to observe if they have violated any anti-competitive agreements prohibited by the UK or EU.
       Criminal proceedings are brought against them who does Cartel Offences under the act EA02.
       Prohibiting the unfair trading practices by bringing the criminal offences under The Consumer Protections from Unfair Trading regulations(CPRs)
       CMA regulates the license policies, price arrangements, other regulatory methods including legislature of specific sectors like gas, electricity, aviation etc.
       The CMA in case of mergers and monopolies look after the company economy, market share, development of the company, undertaking of different orders and local monopolies.
As mentioned by Bisalski et al. (2017, p.9), the dominant positions are those which can be achieved by monetary strength. The people acquiring the dominant position are usually immune of the competitors and the the consumers. People in the dominant positions are not only economically strong but also have a greater share of the market. Compared to others, their product quality and availability is better and in greater demand. Survey reports suggest that dominant companies or people give a better sales rate and show a better business. As mentioned by Dove and Bryant (2016, p.263), the dominant positions are not only identified by the portion of market share but also the satisfaction of consumers and behaviour of other companies. Companies or positions including more than 40% share are considered as dominant. It is taken into account that if there is any other conditions or barriers restricting the entry of certain companies in the market.
According to Seligson, (2017, p.21), the EU makes sure that exemptions are made in the building of a marketplace in the interior of the country. The main motive is to develop and promote business within member states and different parties without any issues or problems. Article 101 which states to prohibit restrictive agreements and article 102 which prohibits the unfair use of dominant positions are the major targets of Competition law. These laws are made to conduct certain business without any hassle in business and to conduct businesses fluently. There are four conditions to be followed in order to satisfy this. They are:
       There should be development in the goods production and economic process.
       There must be fair share of benefits available to the consumers achieved as a result.
       The elimination of certain companies from competition by any agreement should be prohibited.
       There are certain rules and regulations which are necessary to avoid the achievement of these goals.
There are two types of Intellectual property (IP), Automatic and Application.
       Automatic type of IP include Design right, copyright and patent mark.
As stated by Frankel, (2016, p.91), design right is applied automatically to particular design and protects it for 10 years after it was sold or 15 years after the design was created. The rights of the owners are reserved in this case and a new design or impression should be different from it to be qualified. If the designer commissions anybody for the design then the rights differ.
Copyright is usually used to protect certain documents which are creative and unique in nature. The copyright life can be different from 50 years for artistic and dramatic works to 25 years for photographs. Copyrights prevent others from stealing,copying or posting protected documents in the internet. If there is any such issue the owner can recover the exact file from the damaged file and also can sue the person whole stole or damaged the work.
Patent marks are rights offering protection to certain inventions of a country and this works on a country basis. Patent right excludes important schemes, games, computer process and application, business. Patent rights are very useful for protecting technological discoveries such as medicines, tools, certain parts of machine and so on. The patent rights in UK takes 3 to 5 years to be granted through Intellectual Property Office in UK.
       Applicable type includes the registered marks like the Trademarks and registered designs.
Trademarks are those signs or symbols on the products which distinguishes one product from the other. As mentioned by (Perry-Kessaris, (2016, p.31), trademarks are dated back to ancient times when people used to put their sign on a certain product or products. Thus every product in the market differs from each other in the field of trademarks and anything made similar is considered as duplicate. The process of registration takes almost 4 months if no one has any objections and it lasts for almost 10 years. There are two types of trade names registered and unregistered trademarks. The trademarks are used to protect the brand name of any company and if anyone copies or steals the brand name, then the owner has the right to take legal actions.
As stated by Landry, (2016, p.165) registered designs are those which are used to protect articles containing certain design, shapes, patterns. It takes almost a month to register this and this process provides protection rights up to 25 years. The conditions on which this registration relies are the product should be a new one, should not use the designs or patterns of protected emblems like the rings of Olympic and the content should not be offensive in nature.
●       Lawrence et al. (2017, p.68) opined that the stand alone nature of certain things can be protected by the invocation of Patent Laws. To take into explainable examples, innovative machines or its parts, the formula of newly discovered medicines, etc can be protected. Patenting laws gives one the power to protect such technological inventions and products.
●     An invention is protected by a patent and hence, grants the invocation of legal actions against the pirated use of the invention which includes anyone who tries to duplicate the item, or tries to sell or obtain the invention without prior permission of the patent holder. Even using the item without permission or consent is taken into account.
●      For an item to be protected by patent laws in the UK, an application has to be made in account of the Intellectual Property Office (IPO). Generally, a time period of 3 to 5 years is required for the grant of patent laws to an item (Buss and Peukert, 2015, p.981).
A patent is valid depending on the following:
●       When the item is new and original, i.e. an unusual novelty.
●       The item being not obvious to someone who is skilled in the discussed art, i.e. inventive.
●       The item being applicable in industrial uses.
Exclusions of patentability includes playing games, sets of methods or rules to perform mental acts, doing business, crucial schemes and computer programs (Bentley and Sherman, 2014, p. 44).

The infringement of a patent is done in the UK by performing certain acts without the consent of the patentee, which includes:
●       Sculpting, discarding or proposing to discard, holding possession of a patented item or an item acquired by a direct process of patent procedures or utilizing it.
●       Making use or offering to make usage of the patented process in the UK.
●       Providing or offering to provide the patented item in the United Kingdom by a person who is not the actual license holder with any opportunity that relates to the main spark of the patented invention to be put into effect.
Fate of the infringers is set by a various categories which include:
●       The breach of a patent is an issue to be looked over with civil laws and not criminal laws.
●       Doings for the injunction, or an account of the profits made, and even damages can be presented in the Patents Court, a part belonging to the Chancery Division of the High Court.
●       The Patents County Court is set up by the 1998 Act.
●       The Patents Act 2004 which is currently in action allows the patent office to offer an independent opinion which is not binded, on the validity of patents and their breaches.
The work of artists is protected by copyright, stopping others from making use of it without the patentee’s consent. The following creations are automatically protected by copyright:
●       Works of arts, music, dramatic or other literary creations original in ideas, including citations and photography.
●       Original works of non-literary skills, like software, databases or web contents.
●       Audios and musical recordings
●       Motion pictures or television recordings and broadcasts
●      Papageorgiadis et al. (2016, p.267) analyzed that copyright also protects layout of editions of works in fields of writing, drama and music which have been published
Things to be done by the patentee if the copyright has been breached:
●       The owner can sue the broacher in the court of law if a copyright is being infringed and may seek an authoritative warning in against chances of future violations of the patent
●       The patentee may attempt to recover the actual damages, including the losses suffered and also the profits made by the infringer by using the patented work. The owner can also choose to receive a fixed amount to compensate the damages as explained in the copyright statute (Aghion et al. 2015, p.231)
●       If the claim meets success, civil remedies may be called upon, like an award of damages or effective immediate orders to make the infringer stop using the product.
It is often a case that the brand or trademark is seen as synonymous to the product, thus making brand names and trademarks as high prices assets to a business. Specific products or even names of companies are identified by their brand names. When the brand name works its way in the job, positive images and vibes are projected on the consumers, thus making the brand name dearly valuable. Often, in some cases, the everyday vernacular is represented by the brand name, eg., hoover to mean vacuum.
On the other hand, a trademark is referred to a sign having the capability to distinguish goods or services provided by one undertaking from the other, and also are represented graphically. It often contains words, letters, design or various shapes to represent their product. It is due to the importance of the brand’s name that the companies want to get it secured through trade marking (Wang et al. 2014, p.264).
The difference between the both can be pointed as:
●       At various local and state levels, brand names can be incorporated as trades name. Corporations, partnerships and limited liability companies holding business structures may register with the state. Whereas, trademarks are acquired from Patent and Trademark Office by registering the brand name by providing a sample of the brand name for submission along with an application and its fee (Sharpio, 2016, p.198).
●       By providing a doing-business-as statement within your region notifies the local area about the business name. For the case of trademark registration, the process is lengthy and has legal implications.
●       A trademark protection is valid generally for 10 years, which needs to be renewed in between the fifth and sixth years after the registration. It can also be done by filing an Affidavit of Use before the end of every 10th year period. In Case of of brand names, there happen to be no time frame limitations, except for restrictions invoked at local levels (Oswald, 2014, p.17).
For trademarks, there is allowance of a grace time of six months at the end of 10th year during which the registration of the trademark can be kept as it is by providing an additional fee.
The scenarios paves way for the basic understanding of laws as applied to business relations and also protecting innovations by patent laws. The walk through of the problems clarifies how to deal with the problems taking toll in day to day life, thus helping simplification of the issues by being empathetic to both the parties.

Careful analysis and breakdown of the problems allows the implication of the laws designed to be enforced at various situations such as crooked behavior of organizations’ or their failure to meet their boastings. Light is also shed on the protection of original ideas, works and creations through patenting, and invoking laws to protect them.

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