• essentially a waiver of rights for a specific date/time/event in writing and signed by principal
• construed narrowly (fault on side of less power for the agent)

1. capacity of the agent
2. consideration (agent can quit at anytime, however, if without consideration)

• agent does not have express agreement but still has authority
• in presence of principal, agent tells X that he is  an employee of principal even if he isnt.  if principal doesn't object, X assumes its true, and may enforce subsequent contracts negotiated with agent for principal

• principal fires agent but agent continues to act as an employee
• agency continues until propper termination

1. termination by law
2. termination by acts of the parties

1. fulfillment
2. lapse of time
3. specified event 
4. mutual agreement
5. act of one party

• principal cannot terminate an agency coupled with an interest
• coupled with an interest- unique agency relationship created in writing which gives the agent some interest vest in the porperty that is the subject matter of the agency relationship

1. death or insanity
2. bankruptcy
3. change of law
4. loss or destruction

1. comply with agency agreement
2. reimburse reasonable expenses

1. obediance
2. reasonable care
3. accounting
4. notification
5. loyalty

1. no competition
2. no conflict of interest
3. no appropriation of business opportunities
4. no disclosure of confidential information

principal is still liable to third party if:

1. 3rd party reasonably believes that the agent works for the principal and has the authority to enter into contracts
2. agent acted within scope of apparent authority AND
3. third party reasonably relied on the appearance in entering into a contract

• principal must end relationship
• ends all ectual authority including express and implied

• principal must give notice to all of the Agent's regular customers that Agent no longer works for principal
• principal must give constructive notice to potential customers by publishing it in a newspaper (NEVER HAPPENS)

• agent is acting for a principal under actual authority but does not identify the principal
• principal and agent are both liable to the third party

• agent with actual authority does not disclose to a third party the fact that she is acting on behalf of a principal and the third party believes the agent is acting on her own behalf, the agent and the principal are both liable
• agent can identify principal (unless confidentiality agreement) 
• principal liable for damages

1. directs the tort
2. negligent entrustment
3. failure to properly supervise
4. negligent hiring and/or retention

1. existence of master-servant relationship
2. agent is a servant

does A work regular hours for P?

does P provide A's tools?

is A paid by the hour or week rather than by the job?

is P A's major cource of income?

if yes: agent is servant

if no: independent contractor relationship

1. was this the type of work agent was hired to do?
2. did it occur substantially within normal time and space limitations?
3. was is done to serve the principal in some way?

yes=within scope

will not alter principals liability if...

• they are minor;or
• after deviation, A is returning and "reasonably close" to the point of departure

1. where "extrahazardous activity" is involved
2. where a statute imposes a "nondelegable duty"

• principal less likely to be held liable if tort is intentional because it is more likely that its outside of scope 
• however, if agent is authorized to commit the tort or motivated in any important way by a desire to serve the principal, then the principal is probably liable