5. Questions Flashcards
X retained Y to act as his agent. X did not have his representative present as he was still disabled from his injury. X solely agreed that Y must act for him only, and that Y may work under Z from time to time. Y refused to act because he did not provide anything in return and it was not in writing. Must Y act for X?
NO agency formed
- NO capacity (X: incompetent)
- NO consent from Y (only X)
- Y was to act on X’s behalf
- Y did not act under X’s control exclusively
- NO consideration required
- NO writing required (UNLESS land transaction - SOF)
Y agreed to act as X’s agent in sending a sold product. X failed to pay Y for the transfer. How may Y claim remedies?
X’s breach of duty (NOT fiduciary) (as principal)
- Breach of agency agreement
- Failure to pay reasonable compensation/reimbursement for expenses
Y’s remedies
- Contract remedies (X to mitigate damages owed by Y for its own breaches)
- Possessory lien (over due amounts from X)
Y agreed to act as X’s agent in selling clothes. Y decided to wear the clothes himself and show customers, although Y damaged them and took no responsibility. X has yet paid Y. How may X claim remedies?
Y’s breach of fiduciary duty of care (as agent)
- Y acted not as reasonable prudent person would in like position
- Y wore customer’s clothes
X’s remedies
- NOT contract remedies (Y is NOT compensated) => Withhold compensation
- Tort remedies (damages for vicarious liability)
- Terminate agency
Y agreed to act as X’s agent in selling clothes. Y decided to sell the clothes to one of his own companies and kept the profit for himself. X has already paid Y. How may X claim remedies?
Y’s breach of fiduciary duty of loyalty (as agent)
- Y engaged in self-dealing between himself + his own company
X’s remedies
- Contract remedies (Y is compensated) => Damages
- Tort remedies (intentional breach) => Damages
- Terminate agency
- Y to account for profits
Y agreed to act as X’s agent in selling clothes. X specifically instructed Y to sell them to young children. However, Y went ahead and sold them to mature adults. How may X claim remedies?
Y’s breach of fiduciary duty of obedience (as agent)
- Y disobeyed X’s instructions in selling to young children only (NOT mature adults)
X’s remedies
- Withhold compensation
- Tort remedies (negligence) => Damages
- Terminate agency
Y agreed to act as X’s agent in selling clothes in State A. X told Y that so long as Y can find any buyer willing to pay above $100, Y should sell. Y went ahead and found a buyer in State B who was willing to pay $200. X was unhappy about the fact that the buyer is outside of State A due to higher delivery expenses. The buyer paid the $200 and wants the piece of clothing. Is X liable to Buyer?
Yes
- Y’s contractual authority
- Actual (implied - Y’s reasonable belief based on X’s manifestations re ‘any’ buyer)
Y agreed to act as X’s agent in selling clothes in State A. Y went ahead and found a buyer in State B who was willing to pay $200. Y assumed that since X has negotiated with buyers across the country over the last few years, it was okay for Y to look for buyers outside of State A. X was unhappy about the fact that the buyer is outside of State A due to higher delivery expenses. The buyer paid the $200 and wants the piece of clothing. Is X liable to Buyer?
Yes
- Y’s contractual authority
- Actual (implied - X’s previous dealings with buyers outside State A)
Y agreed to act as X’s agent in selling clothes in State A. X authorised Y to sell only to buyers in State A. However, Y went ahead and found a buyer in State B. The buyer signed a contract with Y as ‘agent’ of X. X was unhappy about the fact that the buyer is outside of State A due to higher delivery expenses. The buyer paid the $200 and wants the piece of clothing. Is X liable to Buyer?
Yes
- Y’s contractual authority
- NOT actual (X authorised Y to sell in State A, NOT State B)
- Apparent (Buyer had reasonable belief Y had authority - Y signed contract as X’s agent) (Buyer relied on Y’s written authority)
X needed an agent to sell his clothes. X received a random email recommending Y as his agent. X then agreed that Y may act as X’s agent in selling clothes. X authorised Y to sell only to buyers in State A. However, Y went ahead and found a buyer in State B. X was unhappy about the fact that the buyer is outside of State A due to higher delivery expenses. The buyer paid the $200 and wants the piece of clothing. Is X liable to Buyer?
Yes
- Y’s contractual authority
- NOT actual (X authorised Y to sell in State A, NOT State B)
- Apparent (NO actual authority + X negligently hired Y as an imposter - recommendation based on random email)
X agreed that Y may act as X’s agent in selling clothes. X authorised Y to sell only to buyers in State A. However, Y went ahead and found a buyer in State B, in which he informed X who was content with it. Later, X was unhappy about the fact that the buyer is outside of State A due to higher delivery expenses. The buyer paid the $200 and wants the piece of clothing. Is X liable to Buyer?
Yes
- Y’s contractual authority
- NOT actual (X authorised Y to sell in State A, NOT State B)
- Apparent (NO actual authority + X knew of Buyer’s dealing)
X runs a concern venue. X was currently in hospital due to a recent leg injury. X agreed that Y may act as X’s agent in purchasing amp equipment for X’s concert venue. X authorised Y to purchase only from sellers in State A. However, Y went ahead and found a seller in State B who was willing to sell for less than the original price. Y mentioned that he was working for someone, but not X. X was unhappy about the fact that the seller is outside of State A due to higher delivery expenses, although X did not know about the purchase price. Later, X installed only some of the amp equipment and conducted festivals. Y is yet to pay the seller. Is X liable to Seller?
NO
- Y has NO contractual authority
- NOT actual (X authorised Y to sell in State A, NOT State B)
- NOT apparent (Y did NOT specify written authority to Seller)
- NO ratification (X should have known of ALL material facts of deal including purchase price by inquiring into deal, BUT X did NOT accept ENTIRE transaction as X used only some of amp equipment + X is NOT competent (injured))
X agreed that Y may act as X’s agent in purchasing amp equipment for X’s concert venue. X authorised Y to purchase only from sellers in State A. However, Y went ahead and found a seller in State B who was willing to sell for less than the original price. Y told Seller that he was working for X, but that he was actually only allowed to purchase in State A. X was unhappy about the fact that the seller is outside of State A due to higher delivery expenses, despite realising the discount that Seller was willing to give. Later, X installed the amp equipment and conducted festivals. Y is yet to pay the seller. Is X liable to Seller?
NO (Second Restatement - Majority view)
- X is disclosed + identified as principal => X can NOT ratify
Yes (Third Restatement - Minority view)
- Y has contractual authority
- NOT actual (X authorised Y to sell in State A, NOT State B)
- NOT apparent (Y did NOT specify written authority to Seller)
- Ratification (X knew ALL material facts of deal + X accepted ENTIRE transaction by installing ALL of amp equipment + X is competent)
- X is disclosed + identified as principal => X can still ratify
X agreed that Y may act as X’s agent in purchasing amp equipment for X’s concert venue. X authorised Y to purchase only from sellers in State A. However, Y went ahead and found a seller in State B who was willing to sell for less than the original price. X was unhappy about the fact that the seller is outside of State A due to higher delivery expenses, despite realising the discount that Seller was willing to give. Later, X installed the amp equipment and conducted festivals. However, since Y has yet to pay Seller, Seller wants to cancel the deal as he is concerned that acceptance of his discount will see revenue drop dramatically. Is X still liable to Seller?
NO
- Ratification (X knew ALL material facts of deal + X accepted ENTIRE transaction by installing ALL of amp equipment + X is competent)
- X’s ratification => Material change towards Seller’s position (lower revenue) + Seller’s withdrawal from deal => NO ratification => Y has NO contractual authority
Y agreed to act as X’s agent in selling clothes in State A. X told Y that so long as Y can find any buyer willing to pay above $100, Y should sell. Y went ahead and found a buyer in State B who was willing to pay $200. Y told Buyer that he was working for someone as his agent. X was unhappy about the fact that the buyer is outside of State A due to higher delivery expenses. The buyer paid the $200 and wants the piece of clothing. Is Y liable to Buyer?
No
- X is disclosed (NOT identified)
- NO contract intent for Y’s liability
Y agreed to act as X’s agent in selling clothes in State A. X told Y that so long as Y can find any buyer willing to pay above $100, Y should sell. Y went ahead and found a buyer in State B who was willing to pay $200. Y told Buyer that he was working for someone as his agent. X was unhappy about the fact that the buyer is outside of State A due to higher delivery expenses. The buyer paid the $200 and wants the piece of clothing. Buyer told Y he will sue Y, but Y refuses to pay. Is Y liable to Buyer?
Yes
- X is disclosed (NOT identified)
- Y refuses to be sued => Buyer can sue X or Y
Y agreed to act as X’s agent in selling clothes in State A. X told Y that so long as Y can find any buyer willing to pay above $100, Y should sell. Y went ahead and found a buyer in State B who was willing to pay $200. Y told Buyer that he was working for X as his agent. X was unhappy about the fact that the buyer is outside of State A due to higher delivery expenses. The buyer paid the $200 and wants the piece of clothing. Is Y liable to Buyer?
Yes
- X is identified
Y agreed to act as X’s agent in selling clothes in State A. X told Y that so long as Y can find any buyer willing to pay above $100, Y should sell. Y went ahead and found a buyer in State B who was willing to pay $200. Y told Buyer that he was working for X. X was unhappy about the fact that the buyer is outside of State A due to higher delivery expenses. Buyer received the clothing but has yet to pay the purchase price. Is Buyer liable to X or Y?
X
- X is disclosed => X can enforce contract vs Buyer
NOT Y
- X is disclosed => Y can NOT enforce contract vs Buyer
Y agreed to act as X’s agent in selling clothes in State A. X told Y that so long as Y can find any buyer willing to pay above $100, Y should sell. Y went ahead and found a buyer in State B who was willing to pay $200. X was unhappy about the fact that the buyer is outside of State A due to higher delivery expenses. Buyer received the clothing but has yet to pay the purchase price. Is Buyer liable to X or Y?
Y
- X is NOT disclosed => Y can enforce contract vs Buyer
NOT X
- X is NOT disclosed => X can NOT enforce contract vs Buyer
X agreed that Y may act as X’s agent in purchasing amp equipment for X’s concert venue to improve festival activity. Y was hired until X no longer required his services and that he would be paid on an hourly basis, rather than by full compensation. X authorised Y to purchase only from sellers in State A as Y did not have particular expertise in finding appropriate sellers across the country. However, Y went ahead and found a seller in State B who was willing to pay less than the original price. X was unhappy about the fact that the seller is outside of State A due to higher delivery expenses. Y has yet to pay Seller. Is X liable to Seller?
Yes
- Respondeat superior (X is jointly + severally liable to Seller for Y’s actions)
- Employer-employee relationship existed - X had right to control Y’s actions as employee (Y was hired to improve X’s business; Y was paid on-time compensation; Y was hired permanently; Y has NO particular skill/expertise)
- Y acted within his scope of employment (motivated to serve X)
X agreed that Y may construct X’s new company building of 50 stories based on Y’s substantial experiences. Y was hired for one year and was to be paid $100,000 once the building was constructed. One day, a pedestrian was walking by when Y was constructing the top floor and dropped a wrench on Pedestrian’s head. Pedestrian suffered injuries. Is X liable to Pedestrian?
Yes
- Respondeat superior (X is jointly + severally liable to Seller for Y’s actions)
- Y is NOT employee (Y was hired NOT to improve X’s business; Y was hired temporarily; Y was to be paid lump sum; Y had particular expertise)
- Y is independent contractor + engaged in inherently dangerous activity (constructing 50-story building)
- Y was acting within scope of employment (constructing building)
X is a banker. X was about to enter a major $1 million corporate deal, but X suddenly suffered a heart attack. X asked Y, his secretary, to negotiate the deal with the client. Eventually, Y negotiated the deal but gave false information that led to Client suffering damages. Is X liable to Client?
Yes
- Respondeat superior (X is jointly + severally liable to Seller for Y’s actions)
- Y was given non-delegable duty (banking)
- Y was acting within scope of employment (negotiating deal)
X agreed that Y may repair X’s toilet. X was recommended to use Y’s services based on an anonymous email. One day, Neighbour was in his garden and Y was repairing the toilet when it suddenly exploded and caused damage to Neighbour’s garden. Is X liable to Neighbour?
Yes
- Negligent hiring (X hired incompetent Y based on anonymous email) (X is liable to Seller for X’s actions, NOT Y’s actions)
- NO respondeat superior (X is NOT jointly and severally liable to Seller for Y’s actions)
- NO employer-employee relationship - Y is NOT employee (Y is NOT hired to further X’s business; Y has particular expertise; Y is hired temporarily)
- Y is independent contractor (NO dangerous activity; NO delegation of duty)
X agreed that Y may act as X’s agent in purchasing amp equipment for X’s concert venue to improve festival activity. X authorised Y to purchase only from sellers in State A as Y did not have particular expertise in finding appropriate sellers across the country. However, Y went ahead and contacted an upcoming indie rock band. Y assumed the band could derive more ticket revenue for X, although X only wanted hip hop artists to perform at his venue. Y has yet to pay Seller. Is X liable to Seller?
NO
- NO respondeat superior (X is NOT jointly + severally liable to Seller for Y’s actions)
- Employer-Employee relationship existed - X had right to control Y’s actions (Y was hired to improve X’s business; Y has NO particular expertise)
- Y did NOT act within scope of employment (hiring artists is NOT similar/incidental to purchasing amp equipment)
X hired Y to deliver his donuts to customers in the city. One day, Y was driving to deliver some donuts to a customer. Instead of taking the usual route, Y realised he left his baby son alone in his house. Y drove all the way back outside the city to the suburbs. On the way, Y suddenly crashed into a pedestrian without looking. Pedestrian suffered injuries. Is X liable to Pedestrian?
NO
- NO respondeat superior (X is NOT jointly + severally liable to Seller for Y’s actions)
- Employer-Employee relationship existed - X had right to control Y’s actions (Y was hired to improve X’s business; Y has NO particular expertise)
- Y did NOT act within scope of employment (Major deviation/Frolic - Driving on different route outside city to Y’s home vs Driving on usual route to Customer’s house)
