General Principals Flashcards
Every agency relationship has
Who are the parties?
A principal and agent
Is consideration required for an agency relationship?
No
For an Agency relationship to exist, what three things must there be?
1) Assent
2) Benfit
3) Control
Define
Assent
Assent requires btoh parties manifest assent to work with one another
When one party disclaims assent to where do the courts look?
look to the creation of the agency relationship for manifestations of assent
Define
Benefit
the agent agrees to work for the principals benefit
Define
Control
the agent agrees to work subject to the control of the principal
Who can be a Principal
Any person or entity that has legal capacity
This excludes:
1) minors
2) incapacitated or intoxicated people
Who has capacity to be an agent?
any person or entity who has minimal capacity
Define
Minimanl capacity
to have minimal capacity the agent must:
1) assent to agency relationship
2) perform the tasks on the behalf of the principal, and
3) be subject to the principals control
Are employees and independent contractors agents?
Employees can be agents because the employer has the right to control the agent’s physical conduct of work
An independent contrator is generally not an agent because a principal does not have control over the agent’s physical conduct of work.
If there is question regarding whether someone is an independent contractor or an employee, what are some considerations of the Court?
Whether the person has characteristics of an independent contractor such as
1) mainting high level of independence
2) free to work for others
3) fixed fee
4) typically the owner of their tools.
When can an Agency Relationship be terminated?
either party may terminate an agency relationship unilaterally.
What fidiuciary duties are owed by the Agent to the Principal?
1) duty to excerise reasonable care
2) duty of loyalty
3) duty to obey reasonable instructions
What is encompassed in the duty of loyalty?
1) agent cannot usurp a business oppurtunity
2) agent cannot take in secret profits
3) agent cannot compete in a competeing business w principal
What are the four kinds of legal authority?
Express, Implied, Apparent, and Ratification
Define
Express authority
Principal creates acutal express authority through words
Look at communciation between agent and principal
What is the requisit intent for express authority?
Subjective Intent: Agent must believe that he is doing want the Principal wants him to do.
Objective Intent: Belief must also be reasonable
Does express authority terminate by death?
Upon death of the Principal, express authority terminates when the agent has knowledge of P’s death
Upon death of the Agent express authority immediately terminates.
Define
Implies Authority
Principal creates implied authority by using words, written or spoken, or other conduct to convey authority to the agent to take whatever steps are necessary to acheive the P’s objectives
Look to communication between A and P
Once an Agent has implied authority, it what manner may the Agent act?
within the accepted business custom or general trade
Define
Apparent Authority
Principal creates apparent authority by written or spoken words that cause the third party to reasonably believe that the P consents to have acts done on the Ps behalf by the agent
Look at communication between P and 3rd party
Ask: Is the 3rd parties belief reasonable? Have they had similar dealings?
When does a P ratify A’s actions?
Ratification requires that
1) P has knowledge of the material terms of the contract, and
2) the P then accepts the benefits of the contract
If a principal is disclosed to a 3rd party
