Agency Flashcards

1
Q

Creation of agency relationship

A
  1. Principal manifests assent to an Agent
  2. A acts on P’s behalf
  3. A’s actions are subject to P’s control, &
  4. A manifests assent or otherwise consents
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2
Q

A principal is liable to third parties for contracts of the agent if there is

A

Authority: actual )express or implied) or apparent Or Ratification.

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3
Q

A principal is liable for an agents torts if?

A

Within the scope of agency.

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4
Q

An agent can be liable as a party to a contract if:

A

The identity of the principal is not disclosed.

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5
Q

Agents have what duties?

A

Duty of care and lyoalty.

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6
Q

Principals have what duties?

A

Duty not to interfere and duty to indemnify A for losses in scope of agency.

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7
Q

Vicarious liability

A

A form of strict liability in which one person is liable for the tortious actions of another

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8
Q

A person is an employer if . . .

A

The person has the right to control the means & methods by which another performs a task or achieves a result

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9
Q

Employee

A

Person subject to employer’s control

—> absent a right to control, the person is likely an independent contractor

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10
Q

When is an employer liable for the tortious conduct of an employee?

A

When the conduct is within the scope of employment

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11
Q

Conduct within the scope of employment includes . . .

A
  1. Acts that the employee is employed to perform, or

2. Acts that were intended to benefit the employer

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12
Q

Effect of employer’s instructions for employee on employee’s subsequent tortious conduct

A

Careful instructions directed at employee do NOT insulate the employer from liability - even when employee acts counter to the instructions - IF the employee is acting within the scope of employment

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13
Q

When is a principal liable for a tort committed by an agent with apparent authority?

A

When the agent’s appearance of authority enables him to:
(A) commit a tort, OR
(B) conceal its commission

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14
Q

When does apparent authority exist

A

For apparent authority to exist:

  1. A third person believes that the agent acted with actual authority
  2. Such belief is reasonable, &
  3. Belief is traceable to a manifestation by the principal
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15
Q

What are the agency theories under which a principal could potentially be held liable for the acts of its agent?

A
  1. Vicarious liability (employer/employee)
  2. Actual authority (express or implied)
  3. Apparent authority
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16
Q

When can an agent bind a principal to a K with a third party?

A

An A has the power to bind the P to a K when the A acts with actual or apparent authority

16
Q

Actual authority

A

Exists when the P makes a manifestation that causes the A to reasonably believe that the A is authorized to act on the P’s behalf

16
Q

Apparent authority

A

Exists when a 3P reasonably relies on manifestations by P concerning the A’s authority to act on the P’s behalf

17
Q

Undisclosed principal

A

A P is undisclosed if the 3P has no notice of the P’s existence

18
Q

An A who enters into a K on behalf of an undisclosed P . . .

A

Becomes a party to the K

—> i.e. when A does not inform a 3P of the identity or the existence of the P, the A becomes liable to the 3P on the K

19
Q

Partially disclosed principal

A

A P is partially disclosed if the 3P has notice of the P’s existence, but not the P’s identity

20
Q

An A who enters into a K on behalf of a partially disclosed P . . .

A

Becomes party to the K (unless A & 3P agree otherwise)

—> i.e. A who discloses P’s existence, but not identity, becomes liable on K with 3P

21
Q

Ratification (requirements)

A

4 requirements:

  1. P ratifies entire act/transaction
  2. P & 3P both have legal capacity to enter into K
  3. Ratification is timely (i.e. occurs before 3P withdraws from the K), &
  4. P knows the material facts of the transaction
22
Q

Effect of P’s ratification of A’s act

A

P becomes liable to 3P for act A took to benefit P when P ratifies said act, even if A did not have actual or apparent authority to act

23
Q

Frolic

A

The employee’s personal errand involving a significant deviation from performing work —> outside scope of employment

24
Q

Detour

A

Travel for a personal errant may be within scope of employment if it is merely a detour

25
Q

3 situations where P is directly liable to 3P for act of A

A
  1. A has actual authority
  2. P’s ratification
  3. Negligence in selecting, supervising, or controlling A
26
Q

Ratification (definition)

A

P affirms a prior act that was done or purportedly done on P’s behalf