Theme 4 PT 2 Flashcards
Unidentified principal:
1) This is when A informs the third party that he acts on behalf of the principal but refuses to reveal the principal’s identity, and the third party is willing to contract on the basis that the contract is solely between the third party and the unidentified principal.
Non-existent principal:
1) At common law, it is not possible to represent a non-existent principal. In this instance, the contract is void ab initio and cannot subsequently be ratified when the principal comes into existence.
2) However, it is now possible to contract on behalf of a corporation that has yet to exist, provided specific requirements are met.
3) The contract will become binding on the corporation only once it has come into existence and adopted or ratified the contract entered into on its behalf upon incorporation
RELATIONSHIP BETWEEN AGENT AND THIRD PARTY:
1) Suppose the agent acts out of authority and promises the third party that he is acting as the agent for such principal.
2) In that case, the agent is liable to the third party by contract for breach of warranty of authority.
3) If the agent fraudulently or negligently misrepresented that he or she had the necessary authority without warranting this fact, his liability is delictual in nature.
PERFORMANCE BY A THIRD PARTY:
A third party may sometimes perform a performance that is owed by one of the parties to the contract, but this does not mean they become a party to the contract
PERFORMANCE MADE TO A THIRD PARTY:
1) Suppose the parties agree that the debtor may discharge his obligation by making his performance to a third party (the adiectus solutionis cuasa).
2) In that case, such a third party is merely added for payment’s sake, and unlike in a stipulatio alteri, he does not become a creditor with his own right to claim performance.
