What is a principal/agent relationship?
Agent is appointed by another party and is empowered to enter into contract on behalf of principal
Actual Authority: Implied
Conduct
Actual Authority: Express
Written (power of attorney) , oral (unless against Statute of Frauds)
Apparent Authority
The authority an agent is believed by third parties to have because of the behavior of the principal.
Incidental Authority
A needs to assume additional authority to perform his duties to P
Ratification
P may ratify contracts made by A binding P if there is stated, part performance, or accepting benefit
Fiduciary Duties
duty of care and duty of loyalty to principal
Termination
Either party may terminate at any time, but wrongful termination can lead to lawsuit
Can A deal with 3 without disclosing identity of P?
Yes, but if P breaches, both are liable to 3. Can sue both, can only collect from one.
Partially Diclosed Principal
A reveals representation of P but not identity. 3 can sue both P and A and can collect from both. Limited to single recovery.
Vicarious Liability
P is liable if A commits negligent tort, if it is intentional, P can only be liable if it furthers interest of P