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15 Cards in this Set
- Front
- Back
When does a Principal-Agent Relationship exist?
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ABC:
Assent - an informal agreement between principal who has capacity and the agent Benefit - The agent conduct must be for the principal's benefit Control - The Principal must have control over the agent by having the power to supervise the manner of agent's performance |
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What is liability for Principal over Sub-Agents and Borrowed Agents?
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None unless there is ABC.
For subagent we don't usually have A or C, for borrowed agent we don't usually have C. |
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How to distinguish Agent from Independent Contractor?
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No right to control independent contractor because there is no power to supervise the manner of its performance.
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What is Principal's liability for Independent Contractor?
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No vicarious Liability for independent contractor's torts except for:
1) ultra hazardous activity and 2) Estoppel - if you "hold out" independent contractor with appearance of agency you are estopped from denying liability |
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How to determine whether acts fall within scope of Agent's authority under Principal?
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-Was conduct "of the kind" agent was hired to perform?
-Did tort occur "on the job" (Frolic vs Detour) -Did the agent intend to benefit the principal |
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What is Liability of principal for Ks entered by agents
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§ Principal is liable for contracts entered into by its agent if the principal authorized the agent to enter the contract
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What are the four types of authority for principal-agent K?
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Actual Express, Actual Implied, Apparent, Ratification
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Actual Express Authority & how to revoke?
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Oral, Private, Narrow - note "equal dignity rule" exception.
Can revoke with 1) death or incapacity of principal, 2) unilateral act of either party |
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Actual Implied Authority?
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Authority which agent reasonably believes he has because of 1) necessity, 2) custom, 3) prior dealings between P and A
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Apparent Authority
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2 part test:
1) principal cloaked agent with the appearance of authority 2) hird party reasonably relies on appearance of authority. note: secret limiting instruction and lingering authority |
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Ratification?
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Principal has knowledge of all material facts regarding the K AND
Principal accepted its benefits Exception - ratification cannot alter the terms of the K (else authority is void) |
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Rules of liability on the K (with regard to Agent/Principal)
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If no authority, principal not liable on the K. If no authority, agent is liable for K
If authority, principal is liable on the K. If authority, agent is not liable on the K |
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Liability for partially disclosed / undisclosed Principal when Agent enters into a K?
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Exception - if prinicpal is partially disclosed or undisclosed, the authorized agent may nonetheless be liable at the election of the third party
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What duties does an Agent owe his Principal?
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Fiduciary Duty
Obey Loyalty |
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Components of Loyalty?
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No self dealing, usurpation of opportunity of principal, no secret profits (disgorge these in damages)
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