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Business Associations

In: Business and Management

Submitted By papashu
Words 21088
Pages 85
Business Associations Outline

1. Agency
a. Creating the Agency Relationship
i. agent and principal enter into an agreement (not required to be in writing....no K required) in which the agent acts on the principal’s behalf in entering K’s etc….
1. if done within the scope of the agency (enter into K, etc…) anything done by the agent is binding on the principal
1. principal may be liable in K, tort, property, etc…. (Vicarious liability) ii. question of agency is a factual matter to be determined as a “matter of fact”
b. Res 3d Agency 1.01 (definition of “Agency”)
i. Agency relationship created when (First Question to ask when dealing with agency)
1. The principal manifests assent to have the agent act on the principal’s behalf and under the principal’s control; and
2. The agent manifests assent or otherwise consents so to act
1. When agency exists the principles of attribution bind’s the principals to agents dealings with third parties
2. manifestation need not be by words (spoken or written), it may be created by conduct/actions
i. Agent rx believes that Principal has manifested assent, and has rx accepted ii. (Notes….Legal Consequences of Agency)
1. Inward Looking Consequences: relate to the relationship between the principal and the agent and are largely governed by the contracts between the parties and by the law of fiduciary duties
2. Outward Looking Consequences: relates to the relationship among the principal, the agent, and a third party and are governed by various “principles of attribution” (authority….actual/apparent)
1. Tend to be the primary focus where central issue is agency formation
2. Come about because principals can be held liable for the tortuous actions of their agents
c. Res 3d Agency 1.02
i. Whether a relationship is characterized as agency in an agreement between parties or in the context of industry or popular usage is...

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