Agency Part 3 Flashcards
The rule is that a _________ is estopped from denying an agency relationship when a
third party is justifiably induced to make a detrimental change in position because they
believed a transaction with a purported agent was on the principal’s behalf and the purported principal either intentionally or carelessly caused such belief or the purported principle had notice of the third party’s belief, knew that the belief might induce others to change their position but did not take reasonable steps to notify the third party of the facts. Restatement (Third) of Agency § 2.05.
principal
The rule is that a _______ is _________ from denying an agency relationship when a
third party is justifiably induced to make a detrimental change in position because they
believed a transaction with a purported agent was on the principal’s behalf and the purported principal either intentionally or carelessly caused such belief or the purported principle had notice of the third party’s belief, knew that the belief might induce others to change their position but did not take reasonable steps to notify the third party of the facts. Restatement (Third) of Agency § 2.05.
principal is estopped
The rule is that a _______ ____ _______ ____ ________ an agency relationship when a
third party is justifiably induced to make a detrimental change in position because they
believed a transaction with a purported agent was on the principal’s behalf and the purported principal either intentionally or carelessly caused such belief or the purported principle had notice of the third party’s belief, knew that the belief might induce others to change their position but did not take reasonable steps to notify the third party of the facts. Restatement (Third) of Agency § 2.05.
principal is estopped from denying
The rule is that a _______ ____ ____ _____ ______ _____ _____ ________ when a
third party is justifiably induced to make a detrimental change in position because they
believed a transaction with a purported agent was on the principal’s behalf and the purported principal either intentionally or carelessly caused such belief or the purported principle had notice of the third party’s belief, knew that the belief might induce others to change their position but did not take reasonable steps to notify the third party of the facts. Restatement (Third) of Agency § 2.05.
principal is estopped from denying an agency relationship
The rule is that a principal is estopped from denying an agency relationship when a
______ _______ is _______ _________ to make a detrimental change in position because they
believed a transaction with a purported agent was on the principal’s behalf and the purported principal either intentionally or carelessly caused such belief or the purported principle had notice of the third party’s belief, knew that the belief might induce others to change their position but did not take reasonable steps to notify the third party of the facts. Restatement (Third) of Agency § 2.05.
third party is justifiably induced
The rule is that a principal is estopped from denying an agency relationship when a
third party is justifiably induced to _____ ____ _______ ____ ____ ______ because they
believed a transaction with a purported agent was on the principal’s behalf and the purported principal either intentionally or carelessly caused such belief or the purported principle had notice of the third party’s belief, knew that the belief might induce others to change their position but did not take reasonable steps to notify the third party of the facts. Restatement (Third) of Agency § 2.05.
make a detrimental change in position
The rule is that a principal is estopped from denying an agency relationship when a
third party is justifiably induced to make a detrimental change in position because they
_______ ____ ________ with a purported agent was on the principal’s behalf and the purported principal either intentionally or carelessly caused such belief or the purported principle had notice of the third party’s belief, knew that the belief might induce others to change their position but did not take reasonable steps to notify the third party of the facts. Restatement (Third) of Agency § 2.05.
believed a transaction
The rule is that a principal is estopped from denying an agency relationship when a
third party is justifiably induced to make a detrimental change in position because they
believed a transaction with a ________ ______ was on the principal’s behalf and the purported principal either intentionally or carelessly caused such belief or the purported principle had notice of the third party’s belief, knew that the belief might induce others to change their position but did not take reasonable steps to notify the third party of the facts. Restatement (Third) of Agency § 2.05.
purported agent
The rule is that a principal is estopped from denying an agency relationship when a
third party is justifiably induced to make a detrimental change in position because they
believed a transaction with a purported agent was on the ________ ________ and the purported principal either intentionally or carelessly caused such belief or the purported principle had notice of the third party’s belief, knew that the belief might induce others to change their position but did not take reasonable steps to notify the third party of the facts. Restatement (Third) of Agency § 2.05.
principal’s behalf
The rule is that a principal is estopped from denying an agency relationship when a
third party is justifiably induced to make a detrimental change in position because they
believed a transaction with a purported agent was on the principal’s behalf and the ________ _________ either intentionally or carelessly caused such belief or the purported principle had notice of the third party’s belief, knew that the belief might induce others to change their position but did not take reasonable steps to notify the third party of the facts. Restatement (Third) of Agency § 2.05.
purported principal
The rule is that a principal is estopped from denying an agency relationship when a
third party is justifiably induced to make a detrimental change in position because they
believed a transaction with a purported agent was on the principal’s behalf and the purported principal either ________ ____ ________ caused such belief or the purported principle had notice of the third party’s belief, knew that the belief might induce others to change their position but did not take reasonable steps to notify the third party of the facts. Restatement (Third) of Agency § 2.05.
intentionally or carelessly
The rule is that a principal is estopped from denying an agency relationship when a
third party is justifiably induced to make a detrimental change in position because they
believed a transaction with a purported agent was on the principal’s behalf and the purported principal either _______ ___ ______ _____ ____ ______ or the purported principle had notice of the third party’s belief, knew that the belief might induce others to change their position but did not take reasonable steps to notify the third party of the facts. Restatement (Third) of Agency § 2.05.
intentionally or carelessly caused such belief
The rule is that a principal is estopped from denying an agency relationship when a
third party is justifiably induced to make a detrimental change in position because they
believed a transaction with a purported agent was on the principal’s behalf and the purported principal either intentionally or carelessly caused such belief or the _______ _____ ____ ____ ____ ____ _____ ______ ______, knew that the belief might induce others to change their position but did not take reasonable steps to notify the third party of the facts. Restatement (Third) of Agency § 2.05.
purported principal had notice of the third party’s belief
The rule is that a principal is estopped from denying an agency relationship when a
third party is justifiably induced to make a detrimental change in position because they
believed a transaction with a purported agent was on the principal’s behalf and the purported principal either intentionally or carelessly caused such belief or the purported principle had notice of the third party’s belief, knew that the _______ might _____ ______ to change their position but did not take reasonable steps to notify the third party of the facts. Restatement (Third) of Agency § 2.05.
belief
induce others
The rule is that a principal is estopped from denying an agency relationship when a
third party is justifiably induced to make a detrimental change in position because they
believed a transaction with a purported agent was on the principal’s behalf and the purported principal either intentionally or carelessly caused such belief or the purported principle had notice of the third party’s belief, knew that the belief might induce others to _____ ____ _____ but did not take reasonable steps to notify the third party of the facts. Restatement (Third) of Agency § 2.05.
change their position
The rule is that a principal is estopped from denying an agency relationship when a
third party is justifiably induced to make a detrimental change in position because they
believed a transaction with a purported agent was on the principal’s behalf and the purported principal either intentionally or carelessly caused such belief or the purported principle had notice of the third party’s belief, knew that the belief might induce others to change their position but did not take _______ _______ to ______ the ____ _______ of the _______. Restatement (Third) of Agency § 2.05.
reasonable steps
notify
third party
facts
+ Case: Hoddenson v. Koos Bros case (Furniture Store)
You have to stand in the shoes of the person who has been injured and say what would they think.
Koos Bros did not act with ordinary prudence.
Question of Fact!
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Where a _______ of a ______ ___ ______ by his dereliction of duty (failure to fulfill obligations) enable one who is not his agent conspicuously to act as such and ostensibly to transact the proprietor’s business with a patron in the establishment, the appearances being of such a character as to lead a person of ordinary prudence and circumspection to believe that the impostor was in truth the proprietor’s agent, in such circumstances the law will not permit the proprietor defensively to avail himself of the impostor’s lack of authority and thus escape liability for the consequential loss thereby sustained by the customer.
proprietor
place of business
Where a proprietor of a place of business by his ______ ____ _____ (failure to fulfill obligations) enable one who is not his agent conspicuously to act as such and ostensibly to transact the proprietor’s business with a patron in the establishment, the appearances being of such a character as to lead a person of ordinary prudence and circumspection to believe that the impostor was in truth the proprietor’s agent, in such circumstances the law will not permit the proprietor defensively to avail himself of the impostor’s lack of authority and thus escape liability for the consequential loss thereby sustained by the customer.
dereliction of duty
Where a proprietor of a place of business by his dereliction of duty (failure to fulfill obligations) enable one who is not his agent conspicuously to act as such and ostensibly to transact the proprietor’s business with a patron in the establishment, the appearances being of such a character as to lead a person of _____ _______ ____ _______ to believe that the impostor was in truth the proprietor’s agent, in such circumstances the law will not permit the proprietor defensively to avail himself of the impostor’s lack of authority and thus escape liability for the consequential loss thereby sustained by the customer.
ordinary prudence and circumspection
A _______ _________ may ratify a prior act done by another, whereby the act is given effect as if done by an agent acting with actual authority. Restatement (Third) of Agency § 4.01(1).
purported principal
A purported principal _____ ______ a prior act done by another, whereby the act is given effect as if done by an agent acting with actual authority. Restatement (Third) of Agency § 4.01(1).
may ratify
A purported principal may ratify a _____ ____ ____ ____ _____, whereby the act is given effect as if done by an agent acting with actual authority. Restatement (Third) of Agency § 4.01(1).
prior act done by another
A purported principal may ratify a prior act done by another, whereby the ___ ____ ___ ______ as if done by an agent acting with actual authority. Restatement (Third) of Agency § 4.01(1).
act is given effect
A purported principal may ratify a prior act done by another, whereby the act is given effect as if done by an _____ _____ ____ ____ ______. Restatement (Third) of Agency § 4.01(1).
agent acting with actual authority
A _______ ratifies a prior act when they have knowledge of the material facts and demonstrate an assent to be bound. See Lemley v. Lemley
principal
A principal ______ __ ____ _____ when they have knowledge of the material facts and demonstrate an assent to be bound. See Lemley v. Lemley
ratifies a prior act
A principal ratifies a prior act when they _____ ______ of the ______ ______ and demonstrate an assent to be bound. See Lemley v. Lemley
have knowledge of the material facts
A principal ratifies a prior act when they have knowledge of the material facts and _______ ___ _____ ___ ____ _______ See Lemley v. Lemley
demonstrate an assent to be bound.
A principal ratifies a prior act when they
1.
2.
- have knowledge of the material facts
- demonstrate an assent to be bound
Facts are “_______” when they concern the existence or extent of the obligations created by the transaction.
material
Facts are “material” when they ______ the ________ or _______ of the obligations created by the transaction.
concern
existence or extent
_______ are “material” when they concern the existence or extent of the obligations created by the transaction.
Facts
Facts are “material” when they concern the existence or extent of the ________ created by the ________.
obligations
transaction
A _______ demonstrates assent to be bound when they either accept the benefits of the act or fail to repudiate the act. Lemley
principal
A principal demonstrates _____ ___ ___ _____ when they either accept the benefits of the act or fail to repudiate the act. Lemley
assent to be bound
A principal demonstrates assent to be bound when they either ____ ___ _____ of the ______ or fail to repudiate the act. Lemley
accept the benefits of the act
A principal demonstrates assent to be bound when they either accept the benefits of the act or _____ ___ _____ ___ _____ Lemley
fail to repudiate the act
A principal demonstrates assent to be bound when they either
1.
2.
Lemley
- accept the benefits of the act or
- fail to repudiate the act.
A _______ is subject to direct liability to a third party harmed by an agent’s acts when the principal has ratified the agent’s conduct. Restatement (Third) of Agency § 7.03(1)(a).
principal
A principal is subject to _____ ______ to a _____ _____ harmed by an agent’s acts when the principal has ratified the agent’s conduct. Restatement (Third) of Agency § 7.03(1)(a).
direct liability to a third party
A principal is subject to direct liability to a third party harmed by an ______ _____ when the _______ has ratified the agent’s conduct. Restatement (Third) of Agency § 7.03(1)(a).
agent’s acts
principal
A principal is subject to direct liability to a third party harmed by an agent’s acts when the principal has _______ the agent’s conduct. Restatement (Third) of Agency § 7.03(1)(a).
ratified
A principal is subject to direct liability to a third party harmed by an agent’s acts when the principal has ratified the _______ ________. Restatement (Third) of Agency § 7.03(1)(a).
agent’s conduct
+ Case: Lemley v. Lemley (Ratification of Contracts)
Different place of delivery – knew the material facts.
Just like in Lemley where the Contract said to deliver it to A, and she said to deliver it to B that showed knowledge of the material facts. Here, that is the same thing because they are saying things that makes it seem like they know the material facts.
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A ______ ___ _____ if, when an agent and a third party interact, the third party has notice that the agent is acting for a principal and has notice of the principal’s identity
Principal is disclosed
A principal is disclosed if, when an _____ and a _____ _______ interact, the third party has notice that the agent is acting for a principal and has notice of the principal’s identity.
agent
third party
A principal is disclosed if, when an agent and a third party interact, the _____ ______ has notice that the ______ is acting for a _______ and has notice of the principal’s identity.
third party
agent
principal
A principal is disclosed if, when an agent and a third party interact, the third party has ______ that the agent is acting for a principal and has _______ of the ______ _______.
notice
notice of the principal’s identity
Who is liable if a principal is disclosed?
Principal is liable.
Agent is not liable by default.
Third-Party is liable.
If you disclose that you are acting for a principal and say who it is, then the agent is off the hook.
When?
Principal disclosed
A ______ ____ _______ if, when an agent and a third party interact, the third party has no notice that the agent is acting for a principal.
principal is undisclosed
A principal is undisclosed if, when an ______ and a _____ ________ interact, the ______ _____ has no notice that the agent is acting for a principal.
agent
third party
third party
A principal is undisclosed if, when an agent and a third party interact, the third party has _____ ______ that the ______ ___ ______ for a ________.
no notice
agent is acting
principal
Who is liable if a principal is undisclosed?
Principal is liable.
Agent is liable.
Third-party is liable
A ________ ____ _______ if, when an agent and a third party interact, the third party has notice that the agent is acting for a principal but does not have notice of the principal’s identity.
principal is unidentified
A principal is unidentified if, when an ______ and a _____ ______, the third party has notice that the agent is acting for a principal but does not have notice of the principal’s identity.
agent
third party
A principal is unidentified if, when an agent and a third party interact, the ______ ____ ______ ____ that the agent is acting for a principal but does not have notice of the principal’s identity.
third party has notice
A principal is unidentified if, when an agent and a third party interact, the third party has notice that the _____ ____ _____ for a _______ but does not have notice of the principal’s identity.
agent is acting for a principal
A principal is unidentified if, when an agent and a third party interact, the third party has notice that the agent is acting for a principal but ____ _____ ___ _______ of the ______ _______.
does not have notice of the principal’s identity.
Who is liable when the principal is unidentified?
Principal is liable.
Agent is liable.
Third-party is liable.
Agency relationship ends with the
1. ?
2.
3.
4.
of the agency relationship.
- agent’s death or incapacitation
Agency relationship ends with the
1.
2. ?
3.
4.
of the agency relationship.
- principal’s death or incapacitation
Agency relationship ends with the
1.
2.
3. ?
4.
of the agency relationship.
purpose of the agency is completed
Agency relationship ends with the
1.
2.
3.
4. ?
of the agency relationship.
- revocation or renunciation
__________ of actual authority does not necessarily end an agent’s apparent authority unless communicated to the third party. Apparent agency ends when it is no longer reasonable for the third party with whom an agent deals to believe that the agent continues to act with actual authority. Restatement (Third) of Agency § 3.11(2).
Termination
Termination of _____ ________ does not necessarily end an agent’s apparent authority unless communicated to the third party. Apparent agency ends when it is no longer reasonable for the third party with whom an agent deals to believe that the agent continues to act with actual authority. Restatement (Third) of Agency § 3.11(2).
actual authority
Termination of actual authority ____ ______ necessarily end an agent’s apparent authority unless communicated to the third party. Apparent agency ends when it is no longer reasonable for the third party with whom an agent deals to believe that the agent continues to act with actual authority. Restatement (Third) of Agency § 3.11(2).
does not
Termination of actual authority does not necessarily end an _____ _____ ______ unless communicated to the third party. Apparent agency ends when it is no longer reasonable for the third party with whom an agent deals to believe that the agent continues to act with actual authority. Restatement (Third) of Agency § 3.11(2).
agent’s apparent authority
Termination of actual authority does not necessarily end an agent’s apparent authority _____ ______ to the _____ _____. Apparent agency ends when it is no longer reasonable for the third party with whom an agent deals to believe that the agent continues to act with actual authority. Restatement (Third) of Agency § 3.11(2).
unless communicated to the third party
Termination of actual authority does not necessarily end an agent’s apparent authority unless communicated to the third party. ______ ______ ______ when it is no longer reasonable for the third party with whom an agent deals to believe that the agent continues to act with actual authority. Restatement (Third) of Agency § 3.11(2).
apparent agency ends
Termination of actual authority does not necessarily end an agent’s apparent authority unless communicated to the third party. Apparent agency ends when it is no longer _________ for the third party with whom an agent deals to believe that the agent continues to act with actual authority. Restatement (Third) of Agency § 3.11(2).
reasonable
Termination of actual authority does not necessarily end an agent’s apparent authority unless communicated to the third party. Apparent agency ends when it is no longer reasonable for the _____ _____ with whom an ______ deals to believe that the ______ continues to act with _______ ________. Restatement (Third) of Agency § 3.11(2).
third party
agent
agent
actual authority
Agency law does not create independent, freestanding causes of action for third parties against a principal. It is through vicarious liability. !!
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Agency law does not attribute freestanding legal consequences to a principal, independent of other doctrines. There are other legal doctrines such as contract law and tort law. !!
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