The VR School of Law

Applicable law (common law vs. UCC goods), formation (offer/acceptance/consideration), mailbox rule, battle of the forms (§ 2-207), statute of frauds, parol evidence, conditions, breach and perfect-tender rule, anticipatory repudiation, defenses (mistake, misrepresentation, unconscionability), third-party beneficiaries, assignment/delegation, remedies (expectation, reliance, restitution, UCC buyer/seller remedies).

A contract is a legally enforceable agreement requiring mutual assent (offer + acceptance) and consideration (bargained-for legal detriment), absent a valid defense.

California recognizes broad promissory estoppel; its remedies overlap with the Remedies subject (specific performance for unique goods/land; liquidated-damages clauses valid if a reasonable forecast and actual damages hard to estimate, Civ. Code § 1671).

Intentional torts (battery, assault, false imprisonment, IIED, trespass) and defenses; negligence (duty, breach, actual + proximate cause, damages) — the single most tested area; negligence per se; res ipsa loquitur; pure vs. modified comparative fault; strict liability (animals, abnormally dangerous activities); products liability (manufacturing, design, warning defects); defamation; privacy torts; nuisance; vicarious liability.

Negligence = a duty of reasonable care, breach, actual cause (but-for) and proximate cause (foreseeability), and damages.

California uses pure comparative negligence (plaintiff recovers even if 99% at fault). Duty is analyzed under Rowland v. Christian factors. Tarasoff duty to warn. Strict products liability follows Greenman/Restatement; design defect uses the consumer-expectation and risk-utility tests (Barker v. Lull).

Substantive: homicide (malice grid — express/implied; first-degree premed; felony murder; voluntary/involuntary manslaughter), inchoate crimes (attempt, conspiracy, solicitation), accomplice liability, theft crimes, defenses (self-defense, insanity tests, intoxication, mistake). Procedure: Fourth Amendment (search/seizure, warrant exceptions, standing, exclusionary rule), Fifth Amendment (Miranda, voluntariness, double jeopardy), Sixth Amendment (right to counsel, confrontation, speedy trial).

A crime requires an actus reus and the requisite mens rea concurring in time, plus causation for result crimes.

California has abolished/limited felony-murder liability (Penal Code § 189(e), post-SB 1437 — liability only for the actual killer, an intent-to-kill aider, or a major participant acting with reckless indifference). California uses M’Naghten for insanity.

Justiciability (standing, ripeness, mootness, political question); state action; Commerce Clause and dormant Commerce Clause; separation of powers; levels of scrutiny; Equal Protection (suspect/quasi-suspect classes); Due Process (procedural + substantive); First Amendment (speech — content-based vs. content-neutral, forums, religion clauses); takings.

Government classifications get rational-basis review unless they burden a suspect class or fundamental right (strict scrutiny) or a quasi-suspect class (intermediate scrutiny).

Mostly federal, but watch crossovers with Remedies (injunctions) and the state-action requirement.

Relevance (and CEC § 352 / FRE 403 balancing), character evidence and its exceptions, hearsay and the exceptions, confrontation (Crawford), impeachment, privileges, authentication, best-evidence rule, expert testimony.

Relevant evidence is admissible unless barred by a specific rule; hearsay is an out-of-court statement offered for its truth, inadmissible unless an exception applies.

Always analyze under both the California Evidence Code and the FRE and note differences. Key splits: California has no Federal-style “residual” hearsay exception; Prop. 8 (“Truth-in-Evidence”) affects criminal cases; CEC § 1101/1108-1109 character rules differ; California treats some prior consistent/inconsistent statements differently.

Estates and future interests; Rule Against Perpetuities; concurrent estates (joint tenancy, tenancy in common; severance); landlord-tenant; easements (creation, scope, termination); covenants and equitable servitudes; recording acts (race, notice, race-notice) and bona fide purchasers; mortgages; adverse possession; marketable-title and delivery doctrines.

A bona fide purchaser is one who pays value, in good faith, without notice (actual, constructive/record, or inquiry).

California is a race-notice recording-act state. Joint-tenancy severance and community-property overlaps are common crossovers.

Legal damages (compensatory, consequential, nominal, punitive) and limiting rules (causation, foreseeability, certainty, mitigation); equitable remedies (specific performance, injunctions — inadequate legal remedy, feasibility, balancing, defenses like laches and unclean hands); restitution and unjust enrichment; constructive trusts and equitable liens; rescission and reformation.

Equitable relief requires that the legal remedy be inadequate.

Remedies is heavily crossover-tested with Contracts, Torts, Property, and Con Law — rarely a stand-alone essay.

Agency (actual/apparent authority, ratification, respondeat superior); Partnership (formation by conduct, fiduciary duties, liability of partners, dissociation/dissolution); Corporations (promoter liability, piercing the corporate veil, duties of care and loyalty, business-judgment rule, derivative suits, shareholder rights); LLCs.

Directors owe the corporation duties of care (business-judgment rule presumption) and loyalty (no self-dealing absent fairness or proper approval).

California fiduciary and derivative-suit rules track general corporate law; watch agency as a crossover with Torts (vicarious liability).

Subject-matter jurisdiction (diversity, federal question, supplemental); personal jurisdiction (International Shoe minimum contacts); venue and removal; Erie; pleadings and amendments; joinder and class actions; discovery; pretrial adjudication (12(b)(6), summary judgment); preclusion (claim and issue).

Personal jurisdiction requires minimum contacts such that suit does not offend traditional notions of fair play and substantial justice.

Test both systems. California uses different deadlines and devices — the demurrer (not a 12(b)(6) motion), the motion to strike, a “long-arm” statute extending to the constitutional limit, and distinct discovery timelines.

The general community-property presumption; characterization of assets (source/tracing rules); commingling; time of acquisition; pensions and stock options; business goodwill (Pereira vs. Van Camp accounting); separate-property contributions to community assets and reimbursement statutes; management and control; division at divorce or death.

Property acquired during marriage by the labor of either spouse is presumptively community property; property acquired before marriage or by gift/bequest is separate.

This is a California-only subject. Master the marital economic community (marriage → permanent separation), the § 2640 reimbursement rules, Pereira (community labor drove growth → separate gets fair return, rest is community) vs. Van Camp (capital drove growth → community gets reasonable value of labor, rest is separate), and the special rules for quasi-community property and putative spouses.

Intestate succession; will formal validity (signature, witnesses) and holographic wills; integration, incorporation by reference, acts of independent significance; revocation (physical act, subsequent instrument, by operation of law); lapse and anti-lapse, ademption, abatement; pretermitted heirs and omitted spouses; will contests (capacity, undue influence, fraud).

A valid attested will requires a writing, signed by the testator, witnessed by two persons who understood they were witnessing the will.

California recognizes holographic wills (material provisions and signature in the testator’s handwriting; no witnesses needed). Strong anti-lapse statute and omitted-spouse/omitted-child protections; heavy crossover with Community Property and Trusts.

Creation (settlor intent, res, trustee, beneficiary, valid purpose); charitable trusts and cy pres; resulting and constructive trusts; trustee duties (loyalty, prudence, impartiality, account); prudent-investor rule; powers of appointment; modification and termination; rights of creditors and spendthrift provisions.

A private express trust requires a settlor with intent, a res, an ascertainable beneficiary, a trustee, and a lawful purpose, with delivery/declaration.

California has adopted the Uniform Prudent Investor Act; revocable living trusts are ubiquitous and crossover with Wills and Community Property.

Duties of competence, confidentiality, and loyalty; conflicts of interest (concurrent, former-client, imputed); fees; attorney-client privilege vs. ethical duty of confidentiality; safekeeping client property (trust accounts); candor to the tribunal; communications with represented/unrepresented persons; advertising and solicitation; withdrawal.

A lawyer must not represent a client if there is a significant risk that the representation will be materially limited by duties to another client or a personal interest, absent informed written consent.

Test both the ABA Model Rules and the California Rules of Professional Conduct and note differences. California’s confidentiality duty (Bus. & Prof. Code § 6068(e)) is narrower than the ABA model; California has unique rules on fee sharing, associate advertising, and unauthorized practice.