Prepare for your exams
Get points
Guidelines and tips
Sell on Docsity
Docsity AI

Prepare for your exams

Study with the several resources on Docsity

Earn points to download

Earn points by helping other students or get them with a premium plan

Guidelines and tips

Sell on Docsity

Docsity AI

Log in Sign up

Prepare for your exams

Study with the several resources on Docsity

Find documents

Prepare for your exams with the study notes shared by other students like you on Docsity

Search for your university

Find the specific documents for your university's exams

Docsity AINEW

Summarize your documents, ask them questions, convert them into quizzes and concept maps

Explore questions

Clear up your doubts by reading the answers to questions asked by your fellow students

Earn points to download

Earn points by helping other students or get them with a premium plan

Share documents

20 Points

For each uploaded document

Answer questions

5 Points

For each given answer (max 1 per day)

All the ways to get free points

Get points immediately

Choose a premium plan with all the points you need

Study Opportunities

Choose your next study program

Get in touch with the best universities in the world. Search through thousands of universities and official partners

Community

Ask the community

Ask the community for help and clear up your study doubts

Free resources

Our save-the-student-ebooks!

Download our free guides on studying techniques, anxiety management strategies, and thesis advice from Docsity tutors

Business Organizations Outline, Study notes of Law

University of Florida (UF)Law

University of Florida (UF) Levin College of Law notes and outlines. Law school course outlines.

Typology: Study notes

2011/2012

On special offer

~~30 Points~~

Limited-time offer

Uploaded on 02/20/2012

ealpert 🇺🇸

4.5

(8)

32 documents

1 / 82

This page cannot be seen from the preview

Don't miss anything!

Business Organizations Notes

Chapter 1- Agency

I. Who Is An Agent?

RS 1.01 Agency Defined- Agency is the fiduciary relationship that arises when one person (a “principal”) manifests

assent to another person (an “agent”) that the agent shall act on the principal’s behalf and subject to the principal’s

control, and the agent manifests assent or otherwise consents so to act.

RS 1.02 Parties’ Labeling and Popular Usage- whether a relationship is characterized as agency in an agreement between

parties or in the context of industry/popular usage is not controlling (only the above elements are)

RS 1.03 Manifestation- can be through written or spoken words, or conduct

RS 1.04 Terminology

• Coagents- have agency relationships with the same principal

• Disclosed principal- when an agent and 3rd party interact, the 3rd party has notice that the agent is acting for a

principal

• Undisclosed principal- “ “, the 3rd party has no notice that the agent is acting for a principal

• Unidentified principal- “ “, the 3rd party has notice that the agent is acting for a principal, but does not know the

principal’s identity

Gorton v. Doty

Facts: Doty lent her car to the football coach to transport players to the game, and a car accident happened injuring one of

the players being transported.

Issue: Whether Doty lending her car to the coach created a principal-agent relationship

Holding: There was an agency relationship between Doty and the coach.

♦Notes:

•Agency Elements:

• Manifestation of consent-

■Principal manifests consent for agent to act on its behalf (PA)

■Explicit or constructive

• Assent/Consent-

■(AP)

• Control by P over A

1

On special offer

Discover Study notes of Law University of Florida (UF)

Partial preview of the text

Download Business Organizations Outline and more Study notes Law in PDF only on Docsity!

Business Organizations Notes

Chapter 1- Agency

I. Who Is An Agent?

RS 1.01 Agency Defined- Agency is the fiduciary relationship that arises when one person (a “ principal ”) manifests assent to another person (an “ agent ”) that the agent shall act on the principal’s behalf and subject to the principal’s control, and the agent manifests assent or otherwise consents so to act. RS 1.02 Parties’ Labeling and Popular Usage- whether a relationship is characterized as agency in an agreement between parties or in the context of industry/popular usage is not controlling (only the above elements are) RS 1.03 Manifestation- can be through written or spoken words, or conduct RS 1.04 Terminology

Coagents- have agency relationships with the same principal
Disclosed principal- when an agent and 3 rd^ party interact, the 3rd^ party has notice that the agent is acting for a principal
Undisclosed principal- “ “, the 3rd^ party has no notice that the agent is acting for a principal
Unidentified principal- “ “, the 3rd^ party has notice that the agent is acting for a principal, but does not know the principal’s identity Gorton v. Doty Facts: Doty lent her car to the football coach to transport players to the game, and a car accident happened injuring one of the players being transported. Issue: Whether Doty lending her car to the coach created a principal-agent relationship Holding: There was an agency relationship between Doty and the coach. ♦ Notes:
Agency Elements:
Manifestation of consent- ■ (^) Principal manifests consent for agent to act on its behalf (PA) ■ Explicit or constructive
Assent/Consent- ■ (AP)
Control by P over A

A acting on behalf of P
The sticky part in this case is the “control by P over A” Agency No Agency Evidence of control is the precondition/instructions (only coach can drive)

No control by Doty- she only asked that the coach drive, she didn’t specify the manner in which he should drive Coach acting on behalf of school

Dissent: thinks that the control element was lacking here, “it needs to be more than just mere permission”
Vicarious liability: P is responsible for the actions of A
A acting on behalf of P means you are doing something in place of the principal (you are an extension of the principal) A. Gay Jenson Farms Co. v. Cargill, Inc. Facts:
Warren and Cargill entered into a security agreement that provided Cargill would loan money to Warren
- Cargill also was appointed as agent for Warren’s transaction with bank, Cargill had rights of first refusal to purchase grain from Warren, and with new contract Cargill could access and inspect Warren’s books and Warren could not make improvements or repairs over $5,000 without consent(management rights)
Plaintiffs brought action against Cargill (as principal) after Warren defaulted on contracts Issue: Whether Cargill, by its course of dealing with Warren, became liable as a principal on contracts made by Warren with plaintiffs. Holding: Cargill’s taking on management roles makes it more than a creditor
- Warren supplying grain to Cargill (rights of first refusal) made them acting on Cargill’s behalf

♦ Notes:

Evidence that Cargill was acting as Principal:
Manifestation of consent (Cargill consenting that Warren would act as its agent)
- DO NOT NEED EXPLICIT CONSENT OR SIGNED CONTRACTS to form agency relationship
- Cargill said they would be grain agent to Warren
Control by Cargill (P) over Warren (A): Warren’s inability to enter into mortgages, purchase stock, Cargill’s right of entry onto Warren’s premises

Banks

■ 1) to do what is necessary, usual, and proper to accomplish or perform an agent’s express responsibilities or ■ 2) to act in a manner in which an agent believes the principal wishes the agent to act based on the agent’s reasonable interpretation of the principal’s manifestation in light of the principal’s objectives and other facts known to the agent

RS 2.01 Actual Authority - an agent acts with actual authority when , at the time of taking action that has legal consequences for the principal, the agent reasonably believes , in accordance with the principal’s manifestations to the agent, that the principal wishes the agent so to act. RS 2.02 Scope of Actual Authority-

Agent can take action designated or implied in the principal’s manifestations to the agent and acts necessary or incidental to achieving the principal’s objectives, as the agent reasonably understands… RS 3.01 Creation of Actual Authority RS2 35 Incidental Authority- authority to conduct a transaction includes authority to do acts which are incidental to it, usually accompany it, or are reasonably necessary to accomplish it
Apparent Authority: (based on interactions between Principal and Third Party)
“Holding Out”
RS2 8: Apparent Authority- the power to affect the legal relations of another person by transactions with third persons, professedly as agent for the other, arising from and in accordance with the other’s manifestation to such third persons. ■ Principal is essentially holding out agent to third party (he is my guy, you can trust him) ■ Apparent authority depends on the actions between the principal and a third party. The agent’s actions can bind principal/third party.
“Reasonable Belief”
RS2 27: …apparent authority is created as to a third person by words or conduct of the principal which, reasonably interpreted, causes the third person to believe that the principal consents to have the act done on his behalf by the person purporting to act or him. ■ Third party has a reasonable belief that agent is acting on behalf of principal- this is based on principal’s actions
Holding out and reasonable belief can coexist
RS 3.03 Creation of Apparent Authority

Inherent Authority:
- RS2 8A Inherent Agency- the power of an agent which is derived not from authority, but solely from the agency relation and exists for the protection of persons harmed by or dealing with a servant or other agent
- Three situations: ■ Similar tasks- Principal gives agent some authority to do “task x” and agent does some similar task that deviates away from what agent is authorized to do ■ Independent purpose- the agent does a task not similar to what he or she is authorized to do ■ Disposal- principal tells agent to take care of toxins (but doesn’t say exactly how they should be disposed) and agent dumps toxins in river
- Sole purpose: to prevent inequitable results
RS2 8B and RS 2.05- Estoppel
Crux of Agency problem: “if you want something done right, do it yourself” Mill Street Church of Christ v. Hogan (1990) Facts:
In the past, the church has allowed Bill to hire Sam as his helper.
Bill hired Sam to work as helper and Sam was injured.
Church argued that Bill did not possess implied authority as an agent to hire Sam. Analysis:
To determine whether implied authority exists, it must be determined whether the agent reasonably believes b/c of present or past conduct of the principal that the principal wishes him to act in a certain way or to have a certain authority (circumstantial evidence)
Existence of prior similar circumstances is one of the most important factors.
Note: The person alleging agency and resulting authority has the BOP (Bill) Holding: Bill had implied authority to hire Sam as his helper. To avoid: Church should state that subcontractors/additional help must be approved by Church. Church could have/should have reasonably known that it would take more than one person to complete the job. Dweck v. Nasser Facts:
Dweck was allegedly operating competing businesses out of Kids’ offices in NY Dweck filed a complaint challenging her termination
2007-Dweck retained Wachtel to facilitate a settlement who reached out to Shiboleth (not Nasser’s A of R) - Nassers A of R= Heyman

Reasoning:

Kays had apparent authority to accept the offer , and did accept offer through course of conduct (interactions between principal and third party) - Ampex employed Kays as a salesman, reasonable for third party to presume that one who is employed as salesman has the authority to sell - Absent knowledge of the third party to the contrary, the agent has apparent authority to do those things which are usual and proper to the conduct of the business she is employed to conduct. - Limitations of the agent MUST be disclosed to the third party - Signature block- nothing in document indicates Kays did not have authority to sign on behalf of Ampex - Intra-office memo informed everyone that all contact with 370 would be handled by Kays - [B/c of the principal’s manifestations, 370 reasonably believed Kays had the authority to accept offer]

♦ Notes:

How could you argue that Kays did not have proper authority?
- You could argue Kays’ actions were not on behalf of the principal (the contract was not benefitting the principal)
- How does the fact that 370 already leased the memory play into the analysis? ■ There could be an equitable or estoppels argument made on behalf of EDS Watteau v. Fenwick Inherent Authority (Undisclosed Principal) Facts:
Humble sold business to defendant (Watteau), but remained defendant’s manager
License taken out in Humble’s name and name over door
Agreement: said Humble did not have authority to buy any goods except bottled ales and mineral waters
Fenwick brought action against Watteau to recover price of goods delivered for which Humble took money and ran
Principal- Watteau Agent- Humble (third party: Fenwick) Findings:
Key thing courts look for is what type of authority the agent had:
Humble did not have express authority (he was not allowed to buy cigars)
Humble did not have implied authority (he was expressly told he can’t buy cigars)
Humble did not have apparent authority (b/c this needs to be based on the principal’s manifestations, and the plaintiffs did not know there was a principal)

The court found inherent authority - which is what is used in the case of an undisclosed principal (b/c it is unfair to the innocent third-party)

♦ Notes:

The defendants could argue that buying cigars is not part of the industry custom
Is it a good idea to have undisclosed principals?
- Some people don’t want everyone to know what they invest in there are a myriad of reasons why people do this
- However, it could be bad in these type of agency liability cases RS2 195 Acts of Manager Appearing to be Owner
An undisclosed principal who entrusts an agent with the management of his business is subject to liability to third persons with whom the agent enters into transactions usually in such business and on the principal’s account, although contrary to the directions of the principal. RS 2.06 Liability of Undisclosed Principal

B. Ratification

RS2 82 Ratification- the affirmance by a person of a prior act which did not bind him but which was done or professedly done on his account, whereby the act, as to some or all persons is given effect as if originally authorized by him

Ratification is consenting to what the agent has done RS 4.01 Ratification- A person ratifies by:
Manifesting assent that the act shall affect the person’s legal relations, or
Conduct that justifies a reasonable assumption that the person so consents RS 4.02 Effect of Ratification- Ratification creates the effects of actual authority RS 4.03-4.08 More Ratification Restatements Botticello v. Stefanovicz Facts:
Mary and Walter owned property as TIC (each had ½ interest)
Plaintiff and Walter agreed upon a price of $85,000 for a lease with an option to purchase
Plaintiff paid lease payments and made improvements on the land
Mary and Walter than refused to honor the option agreement
Note: There was no agency relationship between Mary and Walter
There is no automatic agency relationship in a marriage Issue:

There is a sector of people who do not think this case came out correctly- there is a lot of uneasiness about estoppels theory
There is no bright line rule this is decided on a case by case basis

III. Liability of Principal to Third Parties in Tort

A. Servant versus Independent Contractor

General Rules:

Generally a principal is vicariously liable for actions of their employees
Generally a principal is not liable for actions of an independent contractor RS 2.04 Respondeat Superior - an employer is subject to liability for torts committed by employees while acting within the scope of their employment RS 7.01 Agent’s Liability - an agent is subject to liability to a third party harmed by the agent’s tortuous conduct (even though the actor acts as an agent or employee) RS 7.02 Principal’s Liability -
Principal is subject to direct liability to a 3 rd^ party harmed by agent when
Agent acts with actual authority or principal ratifies conduct (and conduct is tortious)
The principal is negligent in selecting, supervising, or controlling agent
Principal is subject to vicarious liability “ “
The agent is an employee who commits a tort while acting within the scope of employment or
Agent commits a tort when acting with apparent authority RS 7.07 Employee Acting Within Scope of Employment - an employer is subject to vicarious liability for a tort committed by its employee acting within the scope of employment
An employee acts within the scope of employment when performing work assigned by the employer or engaging in a course of conduct subject to the employer’s control
An employee’s act is not within the scope of employment when it occurs within an independent course of conduct not intended by the employee to serve any purpose of the employer
For the purposes of this section an employee is an agent whose principal controls or has the right to control the manner and means of the agent’s performance of work Humble Oil & Refining Co. v. Martin Facts:

Persons were injured when unoccupied automobile left for service at Humble filling station rolled off premises and struck persons
Schneider (station operator) ran the gas station and his employee, Manis was an employee- who was the only employee present at the time Issue: Whether Schneider (who operated the store) should be held liable instead of Humble Findings:
The court found numerous pieces of evidence that amounted to a master-servant relationship, thus Humble was correctly held to be liable.
Evidence examples:
Required Schneider to do many things (make reports, pay operational expenses, hours of operation)
Advertising, equipment, location controlled by Humble
Title of occupancy terminable at will of Humble ♦ Notes:
Does this satisfy agency theory? Yes.
There is consent- through the contract (easy to establish)
Schneider is acting on behalf of Humble agreeing to use Humble’s signage, abide by his restrictions
Humble is exerting control over Schneider.
How would you argue that Humble is not liable? (these are the things Lin wants us to do on the exam- how is each set of facts distinguishable, how can you argue both sides?)
He was fixing the car at the time of the accident Humble Oil is only liable for the parts they control, this was outside of Humble’s control
There is something else going on outside the scope (two separate businesses here Hoover v. Sun Oil Company Facts:
Fire was started at Hoover’s car by alleged negligence of Barone’s (operator of station) employee John
Hoover brought suit against John, Barone and Sun Oil Company (owner) Findings:
Barone operated business pursuant to a lease which was terminable by either party
Station and almost all of its equipment was owned by Sun
Dealer’s agreement- Barone was to purchase petroleum products from Sun and Sun was to loan necessary equipment and advertising materials

You can hire independent contractors, but this might not be the best thing to do for your company image b/c you can’t control the I.C. and therefore can’t control your reputation
You may want to invest more money in training and controlling your employees
If you were advising franchisee who wanted to operate some gas stations…
How would you frame agreement? ■ Have a mutual opt out but have some preconditions (when and how you can do it, penalty fee)
What do you think about the Mills case in this context?
Painter was independent contractor b/c he did one job for a limited period of time (he did not work exclusively for church)
What is the difference between employees and independent contractors?
Exceptions to Principal not being liable for Independent Contractor:
Put explicit provision in contract that says you are an independent contractor, but you are given a lot of instructions on how to do the job ■ Express language of contract is not dispositive- if the actions that take place suggest that it is an employer-employee relationship then liability is still on you
You are hired even though principal knows you have no experience maintaining nuclear submarine and you destroy motherboard ( negligent selection ) ■ Principal that engages an incompetent independent contractor is liable
Chef at a fancy restaurant hires independent contractor to cook for the evening can you be held liable? Yes. Same as above- can’t engage incompetent I.C., and can’t transfer responsibilities either
Principals can engage independent contractors for malicious purposes or nuisance per se, and when they do that- liability attaches

Murphy v. Holiday Inns, Inc. Facts:

Murphy sued Holiday Inn alleging that they owned and operated the motel and they negligently maintained their premises causing her to slip and fall in a wet area caused by a draining A/C Issue: Whether the license agreement gives Holiday Inn enough control over the Betsy-Len Corporation that it establishes a true master/servant relationship Findings:
License:

Created a “system” in which the licensee was “to conduct the operation of the inn…in accordance with the terms and provisions of the license and the Rules of operation of said System”
Plaintiff listed several provisions and rules which he said satisfied the control test and established the principal-agent relationship (p. 50) ■ Licensee did control architecture, signage, fees/credit cards, promote trade name ■ Licensor did not control maintenance, hiring and firing of employees, no profit sharing (Licensee controlled these things)
The court found this agreement was a franchise contract the court also found the regulatory provisions in the agreement did not give the Holiday Inn “control or right to control the methods or details of doings the work.”- No control over the day-to-day operation
So, no principal-agent or master-servant relationship
Vandemark -
Some courts construe franchiser liability narrowly and find that the key question is whether or not the franchisor exercised control over the alleged “instrumentality” that caused the harm (i.e. whether they had control over security measures in a rape case)
Other courts seem to only apply the “right to control the daily operations” test which is broader in scope

♦ Notes:

How does this case reconcile with the two gas/oil cases?
- It has to do with the control over the “day-to-day operations”
Which type of authority is here?
- It would be apparent authority, whether Holiday Inn held out Betsy-Lin as their agent
What is the benefit of Holiday Inn holding out Betsy Lin as their corporation?
- That is how they make a lot of their money (reputational benefits for Holiday Inn)
- You also get a lot of synergies in terms of doing things in bulk (i.e. buying tons of sheets)
If you were staying at a hotel, would it change your mind knowing the hotel was owned by the franchisor or the franchisee? - Most third parties do not care. So who should bear the risk? The franchisor or the franchisee

B. Tort Liability and Apparent Agency

Miller v. McDonald’s, Corp. Facts:

Could argue that it is was the employee who messed up in this case, we don’t control HR decisions, the franchisee dictates those decisions ■ The franchisor does not want to dictate HR decisions b/c it is an expansion of liability

C. Scope of Employment

Ira S. Bushey & Sons, Inc. v. United States Facts:

An intoxicated seaman (Lane) turned some wheels on the drydock wall of the U.S. Coast Guard Tamaroa vessel which caused the ship to slide off the blocks and into the wall
Government employed Lane and insisted by contract that he have access
The government attacks imposition of liability on the ground that Lane’s acts were not within the scope of his employment - Relies on RS 228 (1)- which says that “conduct of a servant is within the scope of employment, if but only if (c) it is actuated, at least in part, by a purpose to serve the master” Findings:
The court found that Lane’s conduct was not so “unforeseeable” as to make it unfair to charge the Government with responsibility - NEW RULE: It suffices to show that the conduct arose out of and in the course of employment.

♦ Notes:

It was foreseeable that Lane could have some kind of accident or do something to cause harm, but maybe that particular action was not foreseeable
When deciding whether someone was acting within or outside scope of employment a lot of it depends on how broad their scope is
The court found this was foreseeable b/c it is foreseeable that a drunken sailor may perform some negligent act (industry custom), and the sailor had unrestricted access to the boat
Scope Analysis:

• ELEMENTS OF FORSEEABILITY TEST:

Related to principal’s purpose (the action that occurred)
Authorized time/space
Motivation

Customary Practices/add into these other factors ■ Custom/Common Practice can dictates whether you can determine if Principal becomes liable to a third party
General purpose test is being replaced by the foreseeability test in this case (and the foreseeability test encompasses all of the above factors)
HR problems come up a lot in principal-agent relations:
How is the U.S. Coast Guard different from the principals in the previous cases (gas/oil, hotel, etc.)? ■ The screening process to be in the U.S. Coast Guard is a lot more rigorous than the screening process to get a job in the other cases ■ The more rigorous you are in the screening process, the more liable you will be for the employee’s actions ( however you will also be reducing your liability by making sure you have better employees)
Some practical tips for principals:
Have standards that are suggestive v. required
If you are a franchisor, you want to make sure your franchisee gets insurance (put in agreement), and also put in an indemnity provision into agreement (not dispositive- but evidence)
Independent consultant for training
Be careful of the amount of oversight you have
Mutual opt out clause (shows less control)
Language that says “not a principal-agent relationship” (once again this is not dispositive)

IV. Fiduciary Obligation of Agents

RS 8.01 General Fiduciary Principle- an agent has a fiduciary duty to act loyally for the principal’s benefit in all matters connected with the agency relationship RS 8.02 Material Benefit - (duty of loyalty) an agent has a duty not to acquire a material benefit from a third party in connection with transactions conducted or other actions taken on behalf of the principal or otherwise through the agent’s use of the agent’s position RS 8.03 Duty not to Act as or on Behalf of an Adverse Party RS 8.04 Duty not to Compete with the Principal RS 8.05 Duty not to use Principal’s Property or Confidential Information for Agent’s Own Purposes or Those of a Third party

Industry practice and custom (times were different back then) General Automotive Manufacturing Co. v. Singer Facts:
When there were jobs that Singer (GM) decided Automotive could not do, he would sub-contract the jobs out to other companies and retain profits for himself
Singer eventually set up a business of his own, calling himself manufacturer’s agent and consultant
Automotive sued Singer to recover the profits Singer made from his side business Issue: Whether the operation of Singer’s side line business was a violation of his fiduciary duty to Automotive. Findings:
Singer argued that it was in the exercise of his duty as GM to refuse orders which in his opinion Automotive could not/should not fill and in that case he was free to treat the order as his own property
The court disagreed, and found that Singer had the duty to exercise good faith by disclosing to Automotive all the facts regarding this matter and that it was up to Automotive to sub-contract; Singer’s actions result in a violation of his fiduciary duty to act solely for the benefit of Automotive.

♦ Notes:

It is your employer’s decision to make-you can’t turn away that corporate opportunity
- Singer has actual authority which requires him to tell Automotive about the business coming in (he is in breach of that authority)
If you were representing Singer what would you argue?
He could say he was the general manager and had the implied authority to make these decisions (based on his expertise) it was in the scope of his authority
Two general duties of agents to their principals:
Duty of care- what would a reasonable, similarly situated agent do (special skills, knowledge or circumstances can be taken into account)
Duty of loyalty- an agent has a duty not to acquire a material benefit from a third party ■ Kickbacks, bribes, secret profits, farming out business, grabbing and leaving (situations when you see these problems pop up)
Would the analysis change if this was a major corporation instead of a small company?
It would be the same. You would just report up the chain to your superior (then it is out of your hands)

B. Duties During and After Termination of Agency: Herein of “Grabbing and Leaving”

RS 8.04 Duty not to Compete with the Principal

RS 8.05 Duty not to use Principal’s Property or Confidential Information for Agent’s Own Purposes or Those of a Third party Town & Country House & Home Service, Inc. v. Newbery Facts:

Newbery was employed by Town & Country and then started their own company
T & C wants to stop them from engaging in the same business as P, from soliciting its customers, and using their business methods (P said there was a breach of confidential relationship resulting in the taking of trade secrets) Findings:
The only trade secret which could be involved in this case was P’s list of customers
- Testimony showed that P’s customers were not and could not be obtained merely by looking up their names or going to advertised locations, but had to be screened from among many other housewives who did not want their services (lengthy process of locating neighborhoods and calling each home)

♦ Notes :

The employees in this case grabbed some trade secrets and left
If they just took method for finding clients and not the client list this probably would not rise to the level of a trade secret - But-for the principal-agent relationship, they would not have had the list
What arguments could you make on the break-away groups behalf?
- It is the customer’s choice
What if the Bucs got the Dolphins assistant manager and the Dolphins sued the Bucs assistant manager for taking trade secrets (know methods of coaching)? - A lot has to do with custom and practice within the industry HP Articles: First Article
HP chief executive (Mr. Hurd) was ousted for failing to disclose his use of company funds.
There were inaccurate expense reports that covered payments made to a woman (who was a contractor that helped with marketing for HP
The board urged Mr. Hurd to resign and eventually he agreed to do so. ♦ Notes:
Argument for HP
As an employee of HP, Mr. Hurd had fiduciary obligations to HP during his employment

Business Organizations Outline, Study notes of Law

Related documents

Partial preview of the text

Download Business Organizations Outline and more Study notes Law in PDF only on Docsity!

Business Organizations Notes

Chapter 1- Agency

I. Who Is An Agent?

B. Ratification

III. Liability of Principal to Third Parties in Tort

A. Servant versus Independent Contractor

B. Tort Liability and Apparent Agency

C. Scope of Employment

• ELEMENTS OF FORSEEABILITY TEST:

IV. Fiduciary Obligation of Agents

B. Duties During and After Termination of Agency: Herein of “Grabbing and Leaving”