PART III. TIT. III. CAP. II. agent. gross misconduct or negligence, or by gross unskilfulness. (Sm. Merc. Law, 129; Add. Cont. 595; Story on Agency, § 326, 331-4.) An agent may charge his principal with Advances by all advances which he has made in the regular course of trade, or in some pressing emergency. (Sm. Merc. Law, 130-1; Story on Agency, § 335-6.) The principal is bound to indemnify his Indemnity. agent against all losses or damages incurred in properly executing his office. (Sm. Merc. Law, 131; Story on Agency, § 339-40.) of a deed. An agent who executes a deed may either Execution sign his principal's name, or express that it is executed by himself as agent for his principal, or by his principal, through him, the agent. But if he simply signs his own name, his principal will not be bound. (Sm. Merc. Law, 138-9; Paley, 180-2.) indorsing, or bills or notes. An agent may be employed to draw, in- Drawing, dorse, or accept negotiable instruments; and accepting in such case the principal is said to draw, indorse, or accept by procuration. An agent so acting should not do so in his own name; for if he does, he will himself be liable to the holder. (Sm. Merc. Law, 139; Add. Cont. 628; 1 Selw. N. P. 362.) The words per procuration denote a limited authority, into the extent of which the per PART III. son who takes the bill is bound to enquire. (1 Selw. N. P. 362.) TIT. III. CAP. II. Purchases from an agent. Pledges, lien, or securities Any person may contract for the purchase of goods with an agent who is intrusted with the possession of the goods, or to whom they may be consigned, and may receive the same of, and pay for the same to, the agent, even knowing him to be such, if such contract and payment are made in the ordinary course of business, unless he has notice that the agent is not authorised to sell or to receive the price. (Sm. Merc. Law, 142; 2 Ste. Com. 77.) An agent intrusted with the possession by an agent. of goods, or of the documents of title to goods, is also deemed to be the owner of such goods and documents, so far as to give validity to any contract or agreement, by way of pledge, lien, or security, bonâ fide made by any person with such agent; notwithstanding the person claiming such pledge or lien may have had notice that the person with whom such contract or agreement was made is only an agent. (Sm. Merc. Law, 143; 2 Ste. Com. 77.) Notice to agent or to principal. Agent's representation Notice to the agent is notice to the principal; and notice to the principal, generally or admission. Speaking, is notice to the agent; and the PART III. TIT. III. CAP. II. tender, or agent's representation binds the principal; and his admission is evidence against the principal. (Sm. Merc. Law, 150-1; 2 Selw. 815.) Payment, tender, or delivery to an agent, Payment, in the usual course of his employment, is delivery to payment, tender, or delivery to the principal. (Sm. Merc. Law, 151-4; 1 Selw. N. P. 108; Add. Cont. 604.) A debtor should not pay to an agent money due upon a written security, such as a bill or bond, unless the agent produces the security, or unless the debtor knows that the agent is empowered to receive the money; for, otherwise, the debtor may not be discharged, unless the money reaches the principal. (Sm. Merc. Law, 153; Paley, 274-6.) an agent. A principal is answerable for the negli- Responsi gence of his agent, but not for his wilful agent's acts and malicious tort, or for fraud not sanc- (Sm. bility for or neglects. tion of thority. The agent's power is in general deter- Determinaminable: 1. By the revocation of the prin- agent's aucipal, unless it is coupled with an interest, or given for valuable consideration; as in the case of a power of attorney given by way of TIT. III. PART III. security. 2. By the agent's renunciation of CAP. II. it, with the consent of the principal. 3. By the principal's marriage, if a feme sole. 4. By the principal's death.* 5. By his bankruptcy, except in certain cases. 6. By the fulfilment of his commission. 7. By the expiration of the time limited for the duration of the agency. (Sm. Merc. Law, 158-60; 2 Ste. Com. 65; Add. Cont. 587-8.) Ratification of the act of an agent. Agent's liability. An act professedly done for another person, though without any precedent authority from him, becomes his act, if subsequently ratified by him. (Broom Com. 681; Add. Cont. 609.) Agents (except masters of ships) professedly contracting, as such, for known and responsible employers, incur no personal liability to third parties, except for losses incurred by their own fault or negligence. But if an agent contracts, without professing to act as an agent, the opposite party may, in most cases, at his option, charge either the agent or the principal, on discovering him. And the rule appears to be the same, where, at the time of contracting, he states himself to be an agent, but does not disclose his principal. (Sm. Merc. Law, 123-4, 161, * But see 22 & 23 Vic. c. 35, s. 26, as to trustees, executors, and administrators. 168; 2 Sm. L. C. 321, 333, 336; Broom Com. 516, 526-7, 529; 2 Ste. Com. 66; Add. Cont. 601-2, 607, 626, 628-9.) PART III. TIT. III. CAP. II. agent. And if an agent lends money or enters Suits by an into any other contract in his own name, but in reality for an undisclosed principal, either principal or agent may sue upon it; unless it be by deed; in which case the agent alone can sue upon it. (Sm. Merc. Law, 161, 167; Broom Com. 527; 2 Ste. Com. 66; Add. Cont. 607; 2 Sm. L. C. 333, 336.) brokers. Factors are mercantile agents who are Factors and intrusted with the possession and disposal of property. Brokers are mercantile agents who are employed to enter into contracts. respecting property, without being in possession of such property. (Sm. Merc. Law, 118; 2 Ste. Com. 76.) It is the duty of a goods with the same factor to keep the Keeping and insuring care with which a goods. prudent man would keep his own; and it is often, if not usually, his duty to insure them, or, if unable to insure, to give notice of his inability to his principal. (Sm. Merc. Law, 124-5; Story on Agency, § 111; Paley, 15, 16.) If no price is fixed for the goods, the price. factor must sell them for their fair value. He may sell for credit, or not, according to Credit. the usual course of business. If he gives |