Synthesizing the
Material
Creating Useful Outlines
LLM Presentation
October 6, 2015
What Is An “Outline”?
Process: Forces you to synthesize
everything you know in one place
Product: An exam-taking, questionanswering tool (most important!)
NOT the purpose
4 Possible Documents
• Long set of all notes
• Second set of basically chronological
but edited notes (safety blanket)
• Test-taking outline (20-30 pgs max)
• 1-page topics outline
So, How Do I Create My Summary?
Do summaries at the end of each unit.
A good plan executed today
is better than a perfect plan
executed at some indefinite
point in the future.
The Basics
• Materials: syllabus, casebook, case briefs and notes,
perhaps a study aid
• Organizational structure: divide into units and hierarchy
using materials
• Writing: summary of rules and examples of application
• Practice: using with issue-related questions
Organize by Topic—NOT by Cases
• Do NOT include mini briefs in outline.
– Individual case information (facts, date,
parties, holding) is LEAST IMPORTANT
information.
• “Chron” order not effective
• Mini-class summaries not effective
Analogical Reasoning = Classroom
Skill
• Case A
• Case B
• Case C
What about
Case D?
• We talked about this type of reasoning during orientation
when we discussed fruit.
Don’t use analogical for outline.
Should NOT look like this:
Outline
Exam
• Case summary
• Case summary
• Case summary
• Case summary
• Case summary
• Case summary
New Case
Move to Inductive Reasoning
• Analogical
• Inductive--taking lots of specific cases
and creating a general rule.
• Deductive
Inductive Reasoning = Outline
process
• From specific to general
= 180°
= 180°
= 180°
Rule: Interior Angles of all triangles = 180°
Cases
Synthesis
General Rules
A continuum
Offer: A communication
that indicates to its
recipient a willingness to
be bound to the terms
that it expresses which is
complete enough and
specific enough that the
recipient can manifest
acceptance by merely
saying "I accept":
communication must have
DEFINITE AND MATERIAL
TERMS that are clear
enough that reasonable
offeree would understand
the communication to be
an offer and not an
invitation to make an offer.
Case A
Case A
Offer
Case B
Case C
Not Offer
NOT an offer: a
communication that’s too
vague or ambiguous to
constitute an offer; one that a
reasonable person in the
shoes of the offeree would
understand to be a joke; one
that lacks DEFINITE AND
MATERIAL TERMS necessary
to create the ability of the
offeree to accept by merely
saying “I accept.”
Pre-Write the “R”/Roadmap the “A”
IRAC
Rules: Where Do I Get Them?
Application: Create A Formula to Follow
– If/then
– Yes/No Questions
– Flow chart
– Elements, sub-elements
– A continuum
– Historical time chart
Flow charts
Process of Filing a Derivative Action
Is Demand Required?
No Excuse. Demand Required.
Board approves proceedings. Case proceeds, supervised by court
Excuse. No Demand Required
Board does not approve Proceedings
Court determines that plaintiff will not have opportunity to get
hearing
Decision on the Merits
Court determines that Board was interested
Hearing on the merits
A series of questions
Formation: A contract requires an offer, acceptance, and consideration to be binding.
I. Was there an offer?
a. Did the purported offer make any sort of communication specific to the offeree?
i. If no, is there any chance that the purported offer is that rare type of
communication to a nonspecific offeree that is either a reward or a firstcome first-served advertisement for a specific good?
b. Did the offeror intend to be bound?
i. If not subjectively, then was there nonetheless objective manifestation of
intent?
c. Were the terms definite?
d. (etc.)
II. Was there acceptance?
And so on . . .
Test your outline with practice
questions
• Has your inductive reasoning creating general
rules from all the small cases worked?
• Can you make correct and thorough
deductions in response to a question using your
formula (flow chart, questions, etc)?
• You don’t know if your outline is any good until
you take practice questions.
Does outline help to answer the
question?
Enterprise L.P. is a limited partnership organized in a state that
has adopted the Revised Uniform Limited Partnership Act (1985).
Its sole general partner is General Corporation. Spock is one of
Enterprise’s ten limited partners. Spock is not an officer or
employee of General.
Recently, the President of General has been ill, so Spock has
been managing Enterprise’s business, making all business
decisions that need to be made.
On December 1, one of Enterprise’s truck drivers negligently
injured a pedestrian, Khan. It is clear that Enterprise will be liable
to Khan.
Explain why Spock is not liable to Khan.
Not very helpful
Limited Partnerships
Revised Uniform Limited Partnership Act (RULPA) §303. Conditions of
limited partner’s liability to third parties.
Limited partners are only responsible up to extent of their investments
and don’t have full control of management.
• Note that LP acts have been revised to allow some role for limited
partners in management.
Holzman v. De Escamilla (Cal 2d) (1948)
• A partner can be considered a general partner in an LP if:
– Name is on certificate, represents himself as liable, takes part in
management
• In this case, the “limited partners” were clearly involved in the
management and thus should be treated as general partners. They
could overrule general partner’s choice of crops to plant and had a
direct role in finances.
First Draft of Answer
Original rule was that limited partners who got involved in “control”
of entity were able to be found liable, like in the case of Holzman
where LP’s were clearly involved in management because they
could choose which crops to plant and were involved in finance,
and were thus treated as general partners. (Why waste time talking
about historical rule when not called for here?)
Modern rule is under RULPA 303 says LPs only liable up to extent of
investment and can have some limited role in management without
liability. (Need more targeted definition).
Spock was doing management but that’s probably allowed (what is
standard exactly?) unless he met exception (need list of
exceptions).
Slightly more helpful—formal rule
statement
• RULPA SECTION 303. NO LIABILITY AS LIMITED PARTNER
FOR LIMITED PARTNERSHIP OBLIGATIONS. An obligation
of a limited partnership, whether arising in contract,
tort, or otherwise, is not the obligation of a limited
partner. A limited partner is not personally liable,
directly or indirectly, by way of contribution or
otherwise, for an obligation of the limited partnership
solely by reason of being a limited partner, even if the
limited partner participates in the management and
control of the limited partnership.
Even More Helpful
Limited Partnerships:
RULPA section 303 Modern Rule--liability shield for limited partner.
Eliminates “control rule”—no more personal liability for entity
obligations, even if limited partner has management and control.
Exceptions:
*When others transact business with entity believing, based
upon the limited partner's conduct, that limited partner is a general
partner.
*When a third party asserts that a limited partner’s own
wrongful conduct caused injury.
To Perfect Application: “Questions” Format
Limited Partnerships:
YES: Then ask:
RULPA section 303 Modern Rule-liability shield for limited
partner, eliminates control rule.
1) did others transact business
with entity believing, based
upon conduct, that the limited
partner is a general partner?
NO: No personal liability. YES:
Possible personal liability.
Did LP have “control?
NO: no personal liability.
2) Has third party asserted that
a limited partner’s own wrongful
conduct caused injury? NO:
No personal liability. YES:
Possible personal liability.
NO
Did LP Have
Management or
Control?
Yes
Did 3d party do
business with
entity believing
LP was GP based
on conduct?
Yes
NO
No personal
liability
Is 3d party
claiming injury
due to LP’s
wrongful
conduct?
Possible
personal
liability
Flow Chart Format
Better answer: Outline provides the Rule and
flow chart provides roadmap for Application
• Limited partners are not ordinarily personally liable for the obligations of the
limited partnership. RULPA § 303(a). They may be liable if they participate in
control of the business, but only to those who transact business with the
limited partnership reasonably believing, based upon the limited partner’s
conduct, that the limited partner is a general partner.
• Spock is making all business decisions for Enterprise, so he’s probably
participating in control of Enterprise’s business. But, even if he is, Khan, the
accident victim, did not enter into a transaction with the limited partnership
reasonably believing Spock was a general partner. Khan, an accident
victim, did not choose to enter into a transaction with Enterprise at all, much
less do so believing Spock was a general partner. Khan’s injury is not due to
Spock’s wrongful conduct.
• Therefore, Spock will not be liable.
More practice:
Donald Trump meets Shepard Fairey, the artist of the iconic
Obama “Hope” poster, and says he’d love to commission
a poster of his own, maybe one with the tag line “You’re
Hired! For President.”
Fairey says, “I accept” and the two shake hands. Fairey
goes back to his studio and creates the portrait. At a
stump speech in Iowa a month later, Fairey presents Trump
with his work and asks for $3.5 million for the original work,
and all usage rights. Trump says, “what are you, an idiot?”
Does Fairey have a viable legal claim against Trump?
YOU’RE HIRED
For President
Not Helpful: Straight from Notes with
Focus on Cases
Offer
Must be definite. Must create power of acceptance
in the offeree.
– Lucy v. Zehmer. Selling farm on back of napkin.
Joke? Objective manifestation or subjective intent?
– Leonard v. Pepsico, Inc. Harrier jet case.
Reasonable or joke?
– Longergan v. Scolnick (and so on incessantly listing
cases with a phrase to remember them by . . . )
Our first answer
The question is whether there is a valid offer. An offer has to be
definite and create a power of acceptance in an offeree. (is there a
better definition?).
An offer can’t be a joke. In the Lucy case, the farmer was joking
when he wrote on a napkin that he wanted to sell his farm but then
said he was joking; and in the Leonard v. Pepsico case, the offer of a
Harrier jet by Pepsi wasn’t intended for acceptance. (do either of
these fact recitations answer the question?)
Here, Trump might have been joking, or just making conversation.
Fairey said “I accept” and they did shake hands, but Trump probably
did not intend to be bound or intend for Fairey to accept anything.
Fairey did do work so there may be detrimental reliance (definition?)
Slightly more helpful?
Formal Rule Statement
Offer: A communication that indicates to its recipient a willingness to
be bound to the terms that it expresses which is complete enough
and specific enough that the recipient can manifest acceptance by
merely saying "I accept": communication must have DEFINITE AND
MATERIAL TERMS that are clear enough that reasonable offeree
would understand the communication to be an offer and not an
invitation to make an offer.
• The rule is here, but you have to decode the formal language and
decide how to apply that rule. Would this be helpful in answering the
Trump question?
Best Version
Offer: statement/act that creates “power of acceptance” indicating willingness to be
immediately bound by acceptance without further negotiation.
I. Was there an offer?
a. Did the purported offer make any sort of communication specific to the offeree?
i. If no, is there any chance that the purported offer is that rare type of
communication to a nonspecific offeree that is either a reward or a firstcome first-served advertisement for a specific good?
b. Did the offeror intend to be bound?
i. If not subjectively, then was there nonetheless objective manifestation of
intent? (Lucy v. Zehmer)
c. Were the terms definite?
d. Would a reasonable person have interpreted the statement as an offer?
e. Was it clear no further negotiation was needed/expected?
Our second answer.
The question is whether there is a valid offer. An offer is a statement or act
that creates “power of acceptance” indicating willingness to be
immediately bound by acceptance without further negotiation.
Here, Trump did make an oral communication to Fairey about wanting to
commission a painting. After he said that, Fairey used the language of
contract to say “I accept” and they shook hands, which is a general sign
of agreement.
However, despite the handshake, there is no indication that Trump
intended to be bound. There were no definite terms decided, and if
Trump were serious, as a big business mogul he likely would have
wanted to negotiate terms. Therefore, a reasonable person would not
have interpreted this as an offer.
Fairey may have detrimentally relied on his wish that there was a
contract, but (need to write up definition of this!)
Is my summary
good?
Use it to answer
a practice
question.
Meh.
Edit it with what
you learned.
Use it to answer
another practice
question.
Monday
7 am
8 am
Tuesday
Wednesday
Thursday
Friday
Saturday
Sleep
Wake up; shower, eat
Sunday
Sleep
Review notes and reading
9 am
10 am
Class
Reading
11 am
Lunch, talk to
classmates
12 pm
Call family
and friends!
Lunch, talk to classmates
1 pm
2 pm
3 pm
4pm
Reading
5 pm
6 pm
Personal time—workout; eat;
phone/text/internet
Social outing—
movies, dinner
7 pm
8 pm
Quiz questions;
summary of notes
9 pm
10 pm
11 pm
Sleep
R&R
WEEKLY SCHEDULE DURING SECOND THIRD OF
SEMESTER
• Class Time = 18 hours
• Reading Time = 35 hours
• Quiz questions/notes summary = 20
hours
• Personal (Free) Time = 38 hours
• Sleeping = 57 hours
WHAT DO I DO WITH MY SUMMARY?
• Use summary when taking practice exams and
continue to refine it until exam
• Ask prof, study group, classmates when you
find questions/ambiguities
• Create a one-page “checklist” outline to assist
in issue spotting
SAMPLE TORTS “TOPICS OUTLINE”
SAMPLE CIV PRO “TOPICS OUTLINE”
• Personal Jurisdiction
• Minimum Contacts
• Specific Jurisdiction
• Substantial Contacts
• General Jurisdiction
• Purposeful Availment
• Fairness Factors
• Long Arm Statute
• Subject Matter Jurisdiction
• Federal Jurisdiction
• Arises under federal law
• Diversity
• Amount in Controversy
• Forum:
• Removal
• Convenience
• Relationship to the Forum
• Erie
• Rules of Decision Act
• Substance vs. Procedure
• Joinder
• Permissive
• Compulsory
• Parties/Claims
• Service of Process
• Amending Pleadings
• Discovery
• Scope
• Methods
• Pre-trial Dispositive Motions
• Rule 56—Summary Judgment
• Rule 12—Motion to Dismiss
• Rule 11—Sanctions
• Res Judicata--Claim Preclusion
• Collateral Estoppel--Issue Preclusion
FAQ’S
• When should I start my outline?
• When should I finish my outline?
FAQ’S
• I already have a [commercial, upper classman’s,
online, student org-generated] summary—do I need
to do my own?
FAQ’S
•How long should it be?
•Compare it to being in a dark parking
lot searching for your keys.
FAQ’S
• Do I have to include all the cases we
read?
STUDY GROUPS
• Don’t delegate portions of summary
• Do share summaries and refine based on everyone’s
input
• Take multiple practice questions alone and with
group. Compare answers—and again, refine
summary
• If group isn’t for you, trust your instincts
https://www.law.georgetown.edu/campus-life/advising-counseling/1L-101.cfm
Elizabeth Ewert
ee3@law.georgetown.edu
662-6044
1L 101Outlining