Match each question by the options below, the options for each question are in the picture.

Actual authority Authority the agent/partne appears to have based on how they are held out or described as Section 9 Term used to refer to the partners all being liable together Section 14 Freeman and Lockyear v Buckhurst Park Goldberg v Jenkins Ratification Section 40 Section 24 and Section 25 Choose... Section used to determine whether the wrongful act occurred in the ordinary course of the partnership business Joint liability Apparent authority Case law that concluded the partnership is not liable for the debt as it was not usual for that kind of business Section that deals with the liability of retiring partners Involves the principals adoption or approval of the agent's unauthorised actions Section used to determine whether debt or liability is usual for the kind of business carried on by the partnership Authority expressly given to the partner/agent by the principal/partnership Case law that determined apparent authority for common law agency Sections that defined partnership property Choose... A v 0 Choose... 4) Choose... 0 Choose... 0 Choose... 4) Choose... 0 Choose... Choose... 0 0 Parole Evidence Rule /\\/ Choose... ' I Signature rule If a contract is signed, it indicates the signatory is Constructive notice Reasonable notice test W'H'ng to be bound by The reluctance of courts to exempt liability for breaches of fundamental terms the terms, even If It Limitation clause hasn't been read or Courts will apply an exemption clause only to events that fall within the four corners of the contract under5td When the person relying on the term has given direct notice of the represtation . Clauses that exclude liability Actual notlce . Rule that presumes fully written contracts are complete and terms can no longer be changed or added. Will occur when the Ambiguity FUIE party relying on the terrr Negligence Rule has done that is reasonably necessary to bring it to the attention of a reasonable person 0 Choose... Test used to incorporate unsigned representations into the contract 0 I Choose... Exclusion clause Choose... 0 Clause which limit or restricts liability 0 Choose... Rule that states any ambiguities or uncertainties in the clause will be Choose... interpreted against the party seeking to rely on it 0 Rule that states any ambiguities or uncertainties in the clause will be 1'/ Choose... I interpreted against the Signature rule party seeking to rely on Constructive notice it Reasonable notice test . , The reluctance of courts to exempt liability for breaches of fundamental terms Presumption against . . . Limitation clause ] fundamental breach Courts will apply an exemption clause only to events that fall within the four corners of the contract An exclusion clause will When the person relying on the term has given direct notice of the represtation only protect a person Clauses that exclude liability guilty of negligence if Rule that presumes fully written contracts are complete and terms can no longer be changed or added. negligence is specifically Ambiguity rule 1 mentioned in the Negligence Rule exclusion clause Four corners rule Choose... 0 Is there an unsigned writing which has been incorporated into the contract? i. Unsigned terms may be incorporated into the contract and become a term if E] notice was given. Normally, this must be S the contract is made!! (see Olley v Marlborough Court). In determining reasonable notice, the E and prominence must be considered. ii. The REASONABLE NOTICE TEST requires examination of three elements in determining whether further notice is required: Is the document in nature? Is the term Were there an \\/ statements or promises? reasonable before timing contractual unusual conflicting MIX AND MATCH Duty to act with due care and diligence 3 180(2) Duty to act in Good Faith and for a Proper Purpose 5 182(1) 5183(1) S 184 8 95A Duty to avoid insolvent trading A defence for breach of s 588G where the director took all reasonable steps to avoid or prevent insolvent trading A defence for breach of s 588G where the director had reasonable grounds to believe the company would remain solvent even with the new debt A defence for breach of s 588G where the director relied on a competent and reliable person that the company is solvent even with the new debt A defence for breach of s 588G where the director did not take part in the management of the company at the time the debt was incurred /\\I Choose... 5 588H(3) s 180(1) Section that defines insolvent Duty not to misuse company information 5 181(1) Duty not to misuse position Business Judgement Rule 5 5886 Imposition of criminal consequences for breach of director duties 5 588H(2) s 588H(4) 588H(5) 5 Choose... :1 Choose... 0 Choose... 0 Choose... 0 Choose... 0 8 124(1) Section that described the registration process to establish a company ASIC (Australian Securities ano Investments Commission) Corporations Act 2001 Responsible for the of the company 5127 \\I Choose... Case law that concluded that company secretaries have the customary authority to deal with the internal administrative Case law that established holding out can be done impliedly Directors Case law that established use of company signage and stationary can be sign of valid appointment Section that describes how a company can execute or sign contracts Legislation that lists the statutory rules for Corporations Case law that established the Board of Directors can collective validly appoint an agent as a managing director 5 117 Government body that regulates companies 5 126 s 129(3) 5 128(4) Section that declares a company as a separate legal entity with full legal powers Choose... Section that describes actual authority of ,. individuals acting on behalf of the company Section that states that third parties are not allowed to make assumptions about the authority of the agent if the third party knows or suspects the assumption is incorrect Section that describes apparent authority for company officers or agents w v Choose... Case law that concluded that company secretaries have the customary authority to deal with the internal administrative Case law that established holding out can be done impliedly Directors Case law that established use of company signage and stationary can be sign of valid appointment Section that describes how a company can execute or sign contracts Legislation that lists the statutory rules for Corporations Case law that established the Board of Directors can collective validly appoint an agent as a managing director 5 117 Government body that regulates companies 5126 s 129(3) 5 128(4) Section that declares a company as a separate legal entity with full legal powers Choose... 4 Brick and Pip v Occidental Life Herperu v Morgan Brooks Freeman and Lockyear v Buckhurst Park Panorama Developments v Fidelis Furnishing e \\/ Choose... Case law that concluded that company secretaries have the customary authority to deal with the internal administrative Case law that established holding out can be done impliedly Directors Case law that established use of company signage and stationary can be sign of valid appointment Section that describes how a company can execute or sign contracts Legislation that lists the statutory rules for Corporations Case law that established the Board of Directors can collective validly appoint an agent as a managing director s 117 Government body that regulates companies 3 126 s 129(3) 5 128(4) Section that declares a company as a separate legal entity with full legal powers