Ba--K Duties

Front 1

Duties of 3P to P

Back 1

duty of inquiry--3P must determine existence and extent of A's authority
-can;t merely rely on representations of the agent
-if there is any doubt, then 3P must go directly to P

Front 2

3P to disclosed/partially disclosed P

Back 2

3P owes all duties of a normal K relationship
-required to perform all duties of the K or liable for breach or specific performance

Front 3

3P to undisclosed P--problems

Back 3

same as 3P owed to A
-P takes K subject to all defenses 3P has against A

Problems
-personal performance
-misrepresentation of P's existence
-misrepresentation of Agency
-Performance before P's identity is disclosed

Front 4

Subsequent events affecting liability

Back 4

-law recognizes for obligor's non-performance of a K
-excuses app;y to any contracting P[A, P, 3P]
-impossibility, destruction of subject matter, intervening death or incapacity, supervening illegality, frustration of purpose or impracticability