Term
| vicarious liability for torts of agent |
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Definition
1. principal-agent relationship
2. tort was committed within scope of that relationship |
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Term
| principal-agent relationship |
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Definition
1. assent
2. benefit
3. control |
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Term
| vicarious liability for independent contractors |
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Definition
generally NONE
exceptions: inherently dangerous activities; estoppel (holding out as agent) |
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Term
| scope of principal-agent relationship |
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Definition
frolic (new independent journey) NOT within scope
detour (mere departure) is within scope
-also, conduct of the kind agent was hired for and conduct agent intended to benefit principal are within scope |
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Term
| vicarious liability for intentional torts |
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Definition
generally outside scope
exceptions: authorized, natural, or motivated by desire to serve principal |
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Term
| liability for contracts by agent |
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Definition
| principal is liable for contracts entered into by its agent ONLY IF the principal authorized agent to enter it; authorized agent NOT liable except for undisclosed principal |
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Term
| authorization for agent contracts |
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Definition
1. express
2. implied
3. apparent
4. ratification |
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Term
| express authority for contracts |
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Definition
oral/private is enough, unless K itself must be in writing
revocation: unilateral act by either OR death of principal (but survives incapacity w/ power of attorney) |
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Term
| implied authority for contracts |
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Definition
1. necessity
2. custom
3. prior dealings |
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Term
| apparent authority for contracts |
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Definition
1. principal cloaked agent w/ appearance of authority; AND
2. 3rd party reasonably relies on appearance |
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Term
| ratification for contracts |
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Definition
1. knowledge of all material facts; AND
2. accepts benefits
exception: cannot alter terms |
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Term
| duties agent owes to principal |
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Definition
1. care
2. obey reasonable instructions
3. loyalty |
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Term
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Definition
1. no self-dealing
2. no usurping principal's opportunity
3. no secret profits |
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