Beta

Flashcards Studio

Practice bar questions and get clear AI feedback on every answer.

Study Settings View Stats

Topic

Question Type

Essay Multiple Choice

Question Source

All Jurisprudence based

0 tracked cards Commercial and Taxation Laws

Promoter Kai Alvarez forms NovaSphere Solutions, Inc. before incorporation and signs a service agreement with Quantum Courier to provide logistics for a new research project to be undertaken by the future corporation. The contract reads: 'NovaSphere Solutions, Inc., a corporation to be formed under the laws of the Philippines,' and is signed by Kai in his capacity as promoter. Delivery of services is performed; after incorporation, NovaSphere Solutions, Inc. takes over the project, and Quantum Courier sues for the balance due. Which statement is correct regarding liabilities on the pre-incorporation contract and the steps to bind the corporation after incorporation?

Choose the Best Answer

Kai Alvarez is personally bound on the pre-incorporation contract; NovaSphere Solutions, Inc. is not bound until the corporation adopts the contract after its incorporation; if NovaSphere formally adopts the contract (e.g., by a board resolution and performance by NovaSphere), the corporation becomes liable and Kai is released from liability, with Quantum Courier's claim thereafter against NovaSphere. Implied adoption arises merely from NovaSphere's acceptance of delivered services; this binds NovaSphere and releases Kai. Until NovaSphere adopts the contract after incorporation, Kai remains the only liable party; NovaSphere is not bound. NovaSphere is bound automatically upon incorporation because the contract was with a to-be-formed corporation; Kai is released.

Load another random question

Your Progress

No data Retention

Tracked Cards: 0
Accuracy: No data
Retained: 0

View Detailed Analytics

Difficulty Breakdown

Answer flashcards to build a real score-based difficulty breakdown.

Current Streak 0 Days

Start a streak with this card.

Suggested Decks

View All

Leech Cards

Review

No recent weak flashcards in your saved workbook.

More

Flashcards Studio

Question

Choose the Best Answer

Hello