Liability For Contracts Of Agents

Front 1

Is P liable for A's contracts?

Back 1

Only if P authorized A to eneter K.

Front 2

Four types of Authority

Back 2

1. Actual Express

2. Actual Implied

3. Apparent

4. Ratification

Front 3

1. Actual Express Authority

Back 3

Formation:

- P used words to express authority

-- can be oral and private

Generally:

-- narrow -- limited to words within it

Exception:

- if underlying K must be in writing, then authorization must be in writing

---- e.g., sale of land, interest in land lasting more than 1 yr.

Front 4

Revocation of Actual Express Authority

Back 4

Revocation:

1. unilateral act of either P or A

2. death of P.... UNLESS P gives Power of Attorney -- written expression of authtority

Incapacity -- terminates with P's incapacity unless PoA that specifically deals with issue

Front 5

2. Actual Implied Authority

Back 5

Formation:

-- through conduct or circumstance

Methods:

1. Necessity -- needed to carry out expressly authorized tasks

2. Custom -- generally performed by agents

3. Prior dealings between P and A -- agent believes he has authority

Front 6

3. Apparent Authority

Back 6

Two Part Test:

1. P "cloaked" A with appearance of authroity

2. TP reasonably relies on appearance

Front 7

4. Ratification

Back 7

Authority can be granted after K is formed if:

1. P has knowledge of all material facts, and

2. P accepts benefits

3. NY Exception: ratification does not alter terms

Front 8

Agent Liability on K?

Back 8

Generally NOT

Excpetion:

-- the undisclosed principal case -- then A is liable at elecetion of other party