Bianca Mae Y. Bacani AGENCY NOTES DEAN ALBANO * A Principal and B Agent within scope of a thorit!

" A is answera#le for all Bs acts $%%$" $&$' * Agent (iolates agenc!" it is nenforcea#le $)'* +*," $*$-" $%&%" $&$$. /hat is the contract that is (oid0 Between the Agent and the *rd person" when the *rd person 1nows the li2it of the power of the *rd person Between the Principal and * rd person its is nenforcea#le. the principal can ratif!. The 2o2ent there is ratification" principal can #e #o nd. ratification3 recei(ed the #enefits" signed the doc 2ent * Agent granted apparent a thorit!" principal and agent are solidaril! lia#le. Agent is the e4tension of the personalit! of the principal. * 5f agent a thori6ed +$%%7,. #eneficial to the principal" principal is #o nd * Agent o tside a thorit! dealing with a thin1 #elonging to the principal" the principal is #o nd * Agent act for his own #ehalf. Bicol Sa(ings Ban1 ( CA3 Mortgage propert!" agent acting in his own #ehalf * $*$-" $)'*" $%%$8%*" $&$'8$$ * $&'73 9epresents hi2self as agent" Manila Me2orial Par1 case" a law!er was (isited #! agent of 2e2orial" sold land. /ith ass rance that the propert! #e #o ght in cash then agent will grant disco nt. Att! paid the price and de2anded for the title o(er the land. Me2orial denied #ec not paid in f ll. Agent granted disco nt. Me2orial" agent not a thori6ed to gi(e disco nt. Att! relied on the agent. 5f so2e#od! represents hi2self to #e an agent" 1now the e4tent of the a thorit! of the agenc!. otherwise #ear !o r own loss. Yo are charged with 1nowledge of the e4tent of a thorit! of agent" negligence" !o r fa lt. * g arant! co22ission" $&'-3 greater than ordinar! co22ission. $': g arant! co22ission. /hat is the 2eaning if gi(en g arant! co22ission0 instal2ent #asis to #e paid within 7) 2os" s ppose there is fail re of # !er to pa!" $&'- tells !o " !o g arant! the perfor2ance of !o r # !er" if # !er doesn;t pa!" !o are lia#le for the sa2e * if !o are an agent" !o are proc ring ca se of sale" !o are entitled to co2pensation. 5f !o r co2pan! needs 2ed ser(ice and another co2p pro(ides. if the agent of #oth co2p" as1s for red ction of agents fee. agent did not agree" no contract. Co2p witho t the agent" negotiated and entered into the contract. Agent is now as1ing for his fee. SC sa!s agent was not the proc ring ca se. <&7)" if principal ta1es o(er !o r d ties and f nctions of agenc!" that is e4ting ish2ent of agenc! when done in good faith. Therefore" agent here is not entitled to co2pensation. The 2o2ent there is re(ocation of agenc!" not proc ring ca se" no co2pensation. * 2ode of e4ting ish2ent" $&$&3 E=/A9= $. E4piration 7. =issol tion *. /ithdrawal ). Acco2plish2ent >. 9e(ocation ?. =eath * E4piration. 5f there is a pro(ision that the agenc! will last for $ !ear" then after $ !r" agenc! is e4ting ished. After the lapse of the period" agent ceases to #e the agent. * A constit ted B in the perfor2ance of an act. there was a newspaper p #lication" infor2ation that ABC constit tes B" contracts #! B shall #e respected #! ABC. if ABC withdraws" @O/0 5f constit ted in one wa!" then re(o1e in the sa2e for2 it was constit ted. * Principal sent letter to A that A is his agent" an! transaction #! A will #e respected. 5f Principal re(o1es" he 2 st write letter again stating s ch. 5f not" an! transaction will #e hono red #! the principal" #ec there was not proper withdrawal * if agent will withdraw" there 2 st #e notice. A a thori6es B to sell ho se and lot. PROF URIBE * 5f Bris represents her dad in ca2paign" is there a principal agent relationship0 Page 1 of 5

Bianca Mae Y. Bacani AGENCY NOTES 8 if !o will consider $%?%" when a person #inds hi2self to render so2e ser(ice and to do so2ething in representation of another" or on #ehalf of another with the consent and a thorit! of the latter" there appears to #e a principal agent relationship. @owe(er" CBD 9e!es finds this definition defecti(e #ec not e(er! 1ind of representation was en(isioned #! the code co22ission. /hat is reall! co(ered #! this contract is representation where there is an e4ec tion of a E ridical act. * /hat is a E ridical act0 5t is an ac which wo ld create" 2odif! or e4ting ish a legal relationship 8 e.g. 5f a person is a thori6ed to # ! so2ething and he did # ! the thing in #ehalf of the other person" then a legal relationship wo ld #e created #et the principal and * rd person +# !er8seller relationship,. 5f a person was a thori6ed to pa! the de#t of another" eg a #an1. 5f the agent paid the de#t with the #an1" then a creditor8de#tor relationship is e4ting ished +principal and #an1,. * criticis2 in the pro(ision3 F/ith the consent and a thorit! of the latterG. this appears to #e red ndant accdg to CBD 9e!es. the article starts with FA contract of agenc!G... therefore there shld #e consent as far as the parties are concerned. * BA9 HIEST5ON3 Co8ann as1ed her close friend Aisa" to # ! so2e groceries for her in the s per2ar1et. /as there a no2inate contract entered into #et Co8ann and Aisa0 YES" if Aisa agreed" a contract of agenc! was entered into. * 5f an agree2ent ses the word agenc!" e(en if the title of the agree2ent is FContract of Agenc!G that doesn;t necessaril! 2ean that the parties entered into an agenc!. A contract is not what parties call it" the nat re of contract is deter2ined #! law. * Agenc! 2a! connote an instr 2entalit! J go(t agenc!. pertain to e4cl si(e right of a person to sell in a territor! * Nat re of Contract3 consider the characteristic 8Preparator! li1e a contract of partnership. 5ts not an end #! itself" rather" it is a 2eans to enter into another contract. 8 perfected #! 2ere consent" 2eetings of the 2inds as to the o#Eect and the ca se" th s this is consens al 8 Inli1e sale" agenc! is not essentiall! onero s" altho gh it is pres 2ed to #e for co2pensation. /ho has the # rden of pro(ing that this is 2erel! grat ito s0 /hoe(er alleges that the contract is grat ito s" the law pres 2es that it is an onero s contract. 8 /h! wo ld an agent want to pro(e that the contract of agenc! is grat ito s0 Inder $&'&" agent 2a! want to pro(e that the contract is grat ito s #ec if he ca ses da2age to the principal" thro gh negligence or fra d" his lia#ilit! 2a! #e 2itigated #ec of the fact that it is grat ito s. * Keat res of contract of agenc! 8 Contract of agenc! (s. contract for piece of wor13 There is representation in Agenc! and no representation in piece of wor1. Nielson (s Depanto Mining3 if there is no right to represent the other part! then there is no agenc!. 2anner of ter2ination3 Agenc! 2a! #e ter2inated at will. the principal 2a! ter2inate the ser(ices of the agent at an! ti2e. /hereas" for a piece of wor1" will onl! #e ter2inated pon the e4piration of the ter2 agreed pon. Kresel (s. Mariano I! Changco3 The difference goes to the e4tent of the contract of one part! o(er the other. 5n agenc!" the principal can gi(e specific instr ctions to Page 2 of 5

Bianca Mae Y. Bacani AGENCY NOTES agent as to how wor1 is to #e done. the 2anner or 2ethod to #e e2plo!ed. @owe(er" in a contract for piece of wor1" the control of principal" e4tends onl! to the res lt" no control o(er independent contractor. * Binds of agenc! 8 Act al Manner of creation3 EAP9ESS or 5MPD5E= o 52plied agenc!3 =elapena ( @idalgo3 @idalgo was a thori6ed to ad2inister the properties of =ela Pena. @idalgo had to lea(e the co ntr! for 2edical reasons. So he wrote a letter to his principal who was also a#road" that he appointed another person to ad2inister the properties of =ela Pena. despite recei(ing the letter" =ela Pena did nothing" the he died. =ela Pena;s heirs filed an action against the original agent @idalgo. The defense raised #! @idalgo was he was no longer the agent #ec theres a new ad2inistrator. SC r led that the silence of =ela Pena" #ec of his lac1 of action" #ec of fail re to rep diate the acts of the new ad2inistrator" an i2plied agenc! was created #et =elapena and new ad2ini. o B! his 2ere silence" 2a! a person #e pres 2ed to ha(e i2pliedl! accepted the agenc!0 YES nder certain circ 2stances. the law consider 7 scenarios3 $. As to those present 8 deli(ered a special power of att! to another person and the latter acted the SPA witho t o#Eection 7. As to those a#sent +the! are not in the sa2e place, 8 5f SPA was deli(ered and was recei(ed witho t an! o#Eection" the agent will #e considered to ha(e accepted 8 5f principal entr sted the SPA for a certain # siness" the agent is dee2ed to ha(e replied if he is engaged in the # siness entr sted to hi2 Scope of a thorit!3 a thori6ed to certain acts of ad2inistration or a thori6ed to perfor2 specific acts o BA9 HIEST5ON3 A as principal appointed B as his agent" granting B general and nli2ited 2anage2ent o(er A; properties stating that A withholds no power fro2 B and that the agent 2a! e4ec te s ch acts as he 2a! consider appropriate. Accordingl!" B leased the A;s land in Manila to C for ) !ears at ?'"''' per !ear" pa!a#le ann all! in ad(ance. B leased another land of A in Caloocan to = witho t fi4ed ter2 at *"''' per 2onth pa!a#le 2onthl!. All those contracts were e4ec ted #! B while A was confined d e to illness. 9 le on the (alidit! and #inding effect of each of the contracts pon A" the principal. o ANS/E93 The lease to C is nenforcea#le #ec of the a#sence of SPA while the lease to = is (alid and #inding. The first contract in(ol(es a parcel of land for 2ore than $ !r" the agent MIST ha(e an SPA. 5n the pro#le2" he doesn;t ha(e SPA" 2erel! general powers of ad2inistration. E(en if the principal states that he withholds no power and e(en if agent 2a! e4ec te s ch acts as he 2a! consider appropriate" this will still pertain to acts of ad2inistration. As far as the lease 5KO of =" tho gh there is no fi4ed ter2" there is a 2anner of pa!2ent of rentals. The law pro(ides that the period of the lease will depend on the 2anner of pa!2ent of rental. @ere" the period of the lease will #e for $ 2onth. This is E st an act of ad2inistration" not reL iring an SPA" therefore (alid and #inding as against the principal. Page 3 of 5

Bianca Mae Y. Bacani AGENCY NOTES 8 Apparent or Ostensi#le3 on its face Enshrined in Art $%-* 9allos (s Yangco3 Yangco sent a letter to 9allos infor2ing 9allos that a certain Collantes has the a thorit! to o#tain certain goods fro2 9allos on co22ission #asis. Collantes failed to re2it the proceeds of the sale as 9allos as1ed Yangco +principal, to pa! for the goods. Yangco clai2s that he alread! re(o1ed the a thorit! of Collantes" so he is no longer lia#le for the goods o#tained #! Collentes after the re(ocation of a thorit!. YANGCO 5S ST5DD D5ABDE. A thorit! of the agent will contin e to ha(e f ll force and effect ntil s ch notice is rescinded in the sa2e 2anner it was gi(en. Since in this case" a letter was gi(en #! Yangco to 9allos" re3 agenc!. Yangco sho ld ha(e also infor2ed 9allos thro gh letter as to the ter2ination of agenc!" in order for hi2 not to #e #o nd #! the acts of the agent. =espite the letter of the law +$%-*," CBD 9e!es sa!s" this is witho t preE dice to * rd persons ha(ing act al 1nowledge of the ter2ination of a thorit! of the agent. 5t is #ad faith on his part to contin e transacting # siness with the agent 1nowing that the a thorit! was ter2inated 8 B! estoppels3 A person #! his acts" is not allowed to den! that another has the a thorit! to represent hi2 to the preE dice of others to relied on s ch ad2ission or representation. * Ele2ents 8 Consent3 principal and agent. the *rd person is not a part! to the contract of agenc!. 8 S #Eect 2atter of an agenc! is an e4ec tion of E ridical act 8 ca se of the o#ligation3 As to the principal J the pro2ise of the agent to render ser(ice As to agent J Grat ito s3 li#eralit! of the agent 8 Onero s3 the principal;s pro2ise to pa! co2pensation *C ridical act J G93 Acts which a person can lawf ll! do #! hi2self 2a! #e delegated to an agent 8 EACEPT5ONS3 p rel! personal acts can;t #e delegated +2a1ing of will" e4ec tion of an affida(it,. prohi#ited acts can;t #e delegated * Kor2 of contract 8 law doesn;t reL ire a for2. 8 Agenc! 2a! #e oral nless the law reL ires a specific for2 8 law reL ires a for2 for enforcea#ilit!3 Contract of agenc! 2a! #e co(ered #! Stat te of Kra ds. nder the $st paragraph" if the agree2ent #! its ter2 if not to #e perfor2ed within one !ear 2 st #e in writing" otherwise" it will #e nenforcea#le +$)'*, 8 5f the agenc! is oral" wo ld the contract entered into #! the agent with * rd person #ind the principal3 As a r le YES" # t there are e4ceptions" if the a thorit! of the agent is not in writing" the contract entered into #! the agent is (oid. 5t is the contract entered into #! the agent and not the contract of agenc! that is (oid - eg. if the agent is authorized to sell a land and his authority is not in writing, the sale is (oid" not the agenc!. 8 $%-%" SPA" witho t which the contract entered into is nenforcea#le as against the principal. eg if the agent was a thori6ed to sell a car of the principal # t his a thorit! is not in writing. the agent sold the car" that sale is nenforcea#le (s the principal #ec that will #e co(ered #! last paragraph of A9T $%-%. +An! another act of strict do2inion,. 8 SPA if agent accepts or rep diate inheritance. 5nheritance 2a! incl de o#ligations 8 Contract of lease entered #! an agent3 eg contract of lease of car for a pd of * !r was entered #! an agent witho t SPA wo ld that #e a (alid and #inding lease0 YES. SPA will onl! #e necessar! if the Page 4 of 5

Bianca Mae Y. Bacani AGENCY NOTES propert! leased is 9EAD and pd is 2ore than $ !r. 5f agent entered into a contract of lease in(ol(ing a parcel of land for > !rs witho t an SPA" 2a! that lease #e (alid0 YES if in the contract of lease" the principal will onl! #e the lessee and not the lessor. Meaning" the land is not owned #! the principal # t rd #! a * person. nder par % $%-%" the SPA is needed for lease to another person for 2ore than $ !r." what is conte2plated in the law is that the principal is the lessor - Is there a particular form for the SPA? IT M ST !" I# $%ITI#&. 'y its natures, its a written authority. (owe)er, its is not re*uired that an SPA 'e in a pu'lic document. ")en in pri)ate instrument, it is )alid and 'inding - TIM"+ ,,+--

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