Use LEFT and RIGHT arrow keys to navigate between flashcards;
Use UP and DOWN arrow keys to flip the card;
H to show hint;
A reads text to speech;
23 Cards in this Set
- Front
- Back
|
Agent |
Does things on behalf of the principal (no need for consideration) |
|
|
Principal |
Directs the agent's acts (no need for consideration) |
|
|
Components of Agency Relationship (ABC) |
Assent: both parties agree to have agent work for him & agent agrees
Benefit: agent agrees to work for principal's benefit Control: agent agrees to act subject to principal's control |
|
|
What happens when one or more parties disclaim the creation of the agency relationship? |
Courts will look to manifestations of assent (formal letter, spoken words or physical actions) |
|
|
Who can be a principal? |
Any person or entity that has legal capacity NOT minors, intoxicated or mentally ill Entities can be principals (employer, corp, LLC, partnership, LLP) - not unincorporated assoc. |
|
|
How do Employers exert control over employees? |
1. Giving the employees tools to work with @ the work place; 2. Paying employees on a structured pay period; 3. Directing the ways in which employees should finish/perform tasks |
|
|
Who can be an Agent? |
Any person or entity who has minimal capacity (minor may serve as an agent -- any entity may) Minimal Capacity: agent must be able to assent to the relationship, perform tasks on behalf of the principal & be subject to P's control |
|
|
Servants/Employees |
Employer has the right to control the agent's physical conduct of work |
|
|
Independent Contractors |
Principal does not control or have right to control the agent's physical conduct of work. Factors: maintain a high level of independence, free to work for other people, paid on a fixed fee, has his own tools |
|
|
How do you terminate an agency relationship? |
Any party can terminate an agency relationship at anytime. (Unilaterally) |
|
|
How to recognize an agency relationship on the bar exam? |
1) activity that arguably constitutes the formation of an agency relationship; 2) the agent will do the work; and 3) the principal is going to be sued by the third party |
|
|
When is the principal liable for contracts that an agent enters on behalf of him? |
When the principal authorized the agent to enter into a contract (agent acted with legal authority) Four types of legal authority: actual express, actual implied, apparent, and revocation |
|
|
Actual Express Authority |
Comm. b/t agent & principal; Principal creates actual express authority by using words (written or spoken) to convey authority to the agent. Subjective Intent: agent must believe that he is doing what the principal wants him to do; Objective Intent: belief must be reasonable Death of Principal (authority ends when agent has knowledge); Death of Agent (terminates automatically) |
|
|
Actual Implied Authority |
Comm. b/t agent & principal; Principal creates actual implied authority by using words or other conduct to convey authority to the agent to take whatever steps are necessary to achieve the principal's objective Agent has implied authority (absent express instructions to the contrary) to act w/in general business custom/trade usage |
|
|
Apparent Authority |
Comm. b/t principal & 3rd party; Principal creates apparent authority by words that cause the 3rd party to reasonably believe principal consents to agent doing acts on his behalf. |
|
|
Ratification |
There's no pre-act communication to consider. Ratification requires that the principal has knowledge of all material facts of the contract & the principal then accepts contract's benefits. |
|
|
Disclosed Principal |
3rd party knows the agent is acting for a principal & the identity of the principal is known. Parties to the contract are the 3rd party & the principal. |
|
|
Partially Disclosed Principal |
3rd party knows agent is acting for a principal, but does not know the identity of principal
Parties to the contract are the 3rd party, principal & the agent
|
|
|
Undisclosed Principal |
3rd party knows neither the agent is acting for a principal nor the principal's identity Parties to the contract are the 3rd party & the agent (only if undisclosed principal AND agent lacks authority -- if agent has authority & principal is undisclosed, principal is party to K too) |
|
|
Vicarious Liability (Respondeat Superior) |
Principal may be liable for tortious acts of his agent if: principal has sufficient control over agent's conduct; and tort committed by agent while agent was acting w/in scope of employment Control: physical conduct (manner/means) of the agent's performance of work (more control = more liable) |
|
|
Is a principal vicariously liable for torts committed by an independent contractor? |
NO - UNLESS task is inherently dangerous, principal was negligent in hiring, and principal retains certain control over tasks & tort w/in those tasks Not liable for frolic (significant deviation) Yes liable for detour (minor deviation) |
|
|
Vicarious Liability for Intentional Torts |
Intentional torts are not w/in scope of employment & therefore principal would not be liable UNLESS the conduct occurred w/in general space/time limits of employment, agent was motivated in part to benefit the principal; OR the act was the kind the agent was hired to perform |
|
|
Agency Fiduciary Duties |
TO PRINCIPALS, ALL AGENTS OWE: Duty to exercise reasonable care Duty to obey reasonable instructions & Duty of Loyalty: agent cannot usurp business opportunities, cannot take in secret profits & cannot compete directly w/principal |
