Agency Flashcards
What is an Agency Relationship?
A fiduciary relationship that aries when the P manifests assent to the A, who shall act on P’s behalf and be subject to P’s control, and A assents.
Can Be:
- Individuals
- Orgs or associations
- Gov’t or other entity
Types of Principles
- Disclosed: One whom a 3d party knows to be the person fow whom A is acting
- Partially Disclosed: P’s identity is unknown to the 3d
- Undisclosed: 3d does not know P exists
Types of Agents
- General: authority to conduct a series of transactions
- Special: One transacts or specializes
- Subagent: Entitled to do work for Agent
- Real Estate: Special to sell real property
- Gratuitous Agent: perfomrs duties w/o compensation
How do you create an Agency Relationship?
- P must grant authority to A
Requirements:
- Both parties must assent to Agency
- A must agree to act on behalf of P
- A must act under control of P
What are the types of Relationshops between P&A?
Employer-Master
Employee-Servant
Independent Contractor - K’s w/another to do something for him, but who is not controlled by the other, nor subject to the other’s right of control w/respect to his physical conduct
What are the factors to determine if an A is a Servant or Independent Contractor?
- Amount of Control
- Agent is engaged in a distinct business
- Work typically involves supervision by Principle
- Who supplies the tools and the skills requried
- Length of time and payment type
What are the duties of P to A?
P is obligated to A
- Must Compensate
- Reimburse
- indemnify
- exonerate
- cooperate
A can seek usual remedies if P doesn’t do above
P’s defenses are SOF // Illegality // A’s disobedience // Contributory Negligence
Duties of A to P
Duty fo Care and Duty of Loyalty!
- Care is reasonable care, obey reasconable direction, act w/ care normally exercised and indemnify
- Agree not to compete!
P’s Remedies for an A’s Breach of Fiduciary Duties
Transactions resulting from breach is voidable
(CB2)
Authority of A
Actual Authority is Express or Implied
P requests A to act and A agrees to be bound
- Express Authority: Direct Request (not need be in writing, completing tasks is sufficient)
- Implied Authority: Based on reasonable understanding
Equal Dignity Rule: Writing required if required (Land)
Estoppel to Deny Existence of Agency
- P may deny if there is a lack of manisfestation by P
A’s liability to 3d parties?
- If 3d knows of P then A will not incur personal liability
- If P is partially disclosed or unidentified, then A is presumed to be a party to the K
What is the Tort liability of an A?
Respondeat Superior
- Imposes vicarious liability upon P for the torts of A
- Employer is liable for harm casued by employee while he was acting within the scope of employment
- P not responsible for independent contractor unless it was inherently dangerous work and nondelegable, and neg. selection of contractor
- Intentional Torts - Employer not held liable for intentional tort unless as a attempt to serve employer
What the A performing within the Scope of Employement?
Performing tasks assinged by the employer or conduct subject to the employer’s control
- Frolic: Major Deviation
- Detour: Minor Deviation (w/in scope)
Can an A delegate?
No, generally cannot delegate if involves his judgment unless emergency or explicit agreement
Ratification
Retroactive authority for A’s unauthorized actions
- Permits P to correct if A acted w/ lack of authority or conduct outside the scope
- P must know all material facts and hav ebeen able to authorize at the time
