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Undisclosed agent: Difference between revisions
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A charlatan, basically. The kind of knave who tells you, ''after'' having concluded a transaction with you, that he is in fact acting as [[agent]] for someone else, in doing so trying to claim he is not himself [[principal|principally]] liable for the legal consequences of what he has done. | A charlatan, basically. The kind of knave who tells you, ''after'' having concluded a transaction with you, that he is in fact acting as [[agent]] for someone else, in doing so trying to claim he is not himself [[principal|principally]] liable for the legal consequences of what he has done. | ||
Don’t believe a word of it. An [[agent]] who doesn’t tell you he’s an [[agent]] is a [[principal]]. Well — ''effectively''. The actual state of the law — which you can trace back as far as Lord Tenterden's rule from {{casenote|Thompson|Davenport}} in 1829 but finally formalised somewhat differently by Parke B in {{casenote|Heald|Kenworthy}} in 1855, suggests that there ''is'' an {{tag|agency}} relationship, but the if it isn’t disclosed at all the counterparty can choose | Don’t believe a word of it. An [[agent]] who doesn’t tell you he’s an [[agent]] is a [[principal]]. Well — ''effectively''. The actual state of the law — which you can trace back as far as Lord Tenterden's rule from {{casenote|Thompson|Davenport}} in 1829 but finally formalised somewhat differently by Parke B in {{casenote|Heald|Kenworthy}} in 1855, suggests that there ''is'' an {{tag|agency}} relationship, but the if it isn’t disclosed at all the counterparty can choose to sue the [[agent]] ''or'' (if its identity subsequently emerges) the [[principal]]. | ||
Amwell J — a bear with little brain and even less persuasive impact on the courts of England and Wales — says this is all pap, and insists an agent who | Amwell J — a bear with little brain and even less persuasive impact on the courts of England and Wales — says this is all pap, and insists an [[agent]] who neglects to mention {{sex|his}} agency at the time of striking a bargain is simply a principal (and a bounder). If you want authority for that statement, take yourself back to your very first contract law lecture, the one which outlined the essential ingredients of a bargain: [[offer]], [[acceptance]] and [[consideration]]. The terms, as offered and accepted, bind. If the “[[agent]]” made no mention of his “agency”, it is not a term of the contract, and he is yours, fully liable as principal, to throw into the snarling teeth of the common law of contract. It would simply not do if an agent were able to avoid liability by subsequently announcing some other poor fellow who should carry the can. | ||
If | If such a benighted real [[principal]] does subsequently emerge, it would have to acknowledge the purported agency, and the counterparty would have to accept it, to let the agent off the hook. That would be some kind of [[novation]]. | ||
the case law seems to have developed the other way around — to enable an aggrieved principal who actually did exist, to seek performance of the bargain from the third party. But again, its action should not be against the [[ipso facto]] inadvertent third party but against the delinquent agent. and if the agent should be of insufficient means? Well — tough. It was the principal who decided to employ him. | |||
''[[Parvos vetus dominarum legis malus faciunt]]'' | |||
===[[Undisclosed principal]]=== | ===[[Undisclosed principal]]=== | ||