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swarb.co.uk - law indexThese cases are from the lawindexpro database. They are now being transferred to the swarb.co.uk website in a better form. As a case is published there, an entry here will link to it. The swarb.co.uk site includes many later cases. Â |
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Agency - From: 1930 To: 1959This page lists 20 cases, and was prepared on 02 April 2018. ÂCollins v Associated Greyhound Racecourses Ltd [1930] 1 Ch 1 1930 CA Agency An undisclosed principal cannot intervene where the nature of the contract shows that the contract was intended to be with the agent personally. 1 Citers   Smith, Stone and Knight Limited v Birmingham; 1939 - [1939] 4 All ER 116   Luxor (Eastbourne) v Cooper; HL 1941 - [1941] AC 108  Hindmarsh and Another v Brigham and Cowan Ltd (1943) Ll L Rep 141 1943 Atkinson J Agency An agent may not put himself in a position or enter into a transaction in which his personal interest, or his duty to another principal may conflict with his duty to his principal, unless his principal, with full knowledge of all the material circumstances and of the nature and extent of the agent's interest, consents. 1 Citers  Erikson v Carr (1945) 46 SR (NSW) 9 1945 Jordan CJ Commonwealth, Agency New South Wales - an individual was alleged to have disentitled himself to commission as a result of a breach of duty. Held: Though the legal rights of the parties would depend on the jury's conclusions as to, among other things, "whether it was partnership or agency". Jordan CJ had observed that "if a partner in a subsisting partnership finds that his co-partner has made a secret profit for which he is accountable to the firm, this does not entitle him to rescind the partnership ab initio" but "to require the amount to be brought into the partnership account so that he may receive his proper share of it", while "[i]f a person, acting as agent under a subsisting contract of commission agency, accepts a secret commission in relation to an agency transaction, he must account for it to his principal" and "[o]rdinarily he also forfeits his right to commission" 1 Citers  Eccles v Bryant and Pollock [1948] Ch 93; [1947] 2 All ER 865 1947 CA Lord Greene MR, Cohen and Asquith LJJ Landlord and Tenant, Contract, Legal Professions, Agency The Plaintiff contended that a letter written by the purchaser's solicitor which effectively set out the terms of the agreement, enclosed the part of the contract signed by the purchaser, and asked in exchange for the counter-part signed by the vendor, created a binding contract between the parties. Held: Negotiations 'subject to contract' for the grant of a lease remain in a state of negotiation until exchange of lease and counter-part. Letters written by solicitors, acting as solicitors relating to a proposed grant of a lease, or related to a proposed acquisition of property by sale, are letters written by agents of the parties who have no authority to conclude a contract; they are not written by agents within whose ostensible authority there lies the function of making a contract. Once the documents had been exchanged however, the parties would be bound. Lord Greene MR said: "One thing is quite clear on the facts of this case to my mind, that both firms of solicitors, one of whom - that is the vendors' solicitors - practised in East Grinstead and the other of whom, the purchaser's solicitors, practised in London, when they were instructed to carry this matter through by their respective clients, contemplated and intended from beginning to end to do so in the customary way which is familiar to every firm of solicitors in the country, namely, by preparing the engrossment of the draft contract when agreed in duplicate, the intention being to do what I have no doubt at this very moment is happening in dozens of solicitors' offices all over the country, namely, to exchange the two parts when signed by their respective clients." and "When parties are proposing to enter into a contract, the manner in which the contract is to be created so as to bind them must be gathered from the intentions of the parties express or implied. In such a contract as this, there is a well-known, common and customary method of dealing; namely, by exchange, and anyone who contemplates that method of dealing cannot contemplate the coming into existence of a binding contract before the exchange takes place. Lord Greene MR continued: "It was argued that exchange is a mere matter of machinery, having in itself no particular importance and no particular significance. So far as significance is concerned, it appears to me that not only is it not right to say of exchange that it has no significance, but it is the crucial and vital fact which brings the contract into existence. As for importance, it is of the greatest importance, and that is why in past ages this procedure came to be recognised by everybody to be the proper procedure and was adopted. When you are dealing with contracts for the sale of land, it is of the greatest importance to the vendor that he should have a document signed by the purchaser, and to the purchaser that he should have a document signed by the vendor. It is of the greatest importance that there should be no dispute whether a contract had or had not been made and that there should be no dispute as to the terms of it. This particular procedure of exchange ensures that none of those difficulties will arise. Each party has got what is a document of title, because directly a contract in writing relating to land is entered into, it is a document of title. That can be illustrated, of course, by remembering the simple case where a purchaser makes a sub-sale. The contract is a vital document for the purpose of the sub-sale. If he had not got the vendor's part, signed by the vendor, to show to the sub-purchaser, he would not be able to make a good title. "If the argument for the purchaser is right and the contract comes into existence before exchange takes place, it would mean that neither party could call upon the other to hand over his part. The non-exchanged part would remain the property of the party who signed it, because exchange would be no element in the contract at all and therefore you could get this position, that the purchaser might wish to resell and would have no right to obtain from the vendor the vendor's signed part." 1 Citers  Blackpool Corporation v Locker [1948] 1 KB 349; [1948] 1 All ER 85 1948 CA Scott LJ Administrative, Agency The effect of the delegation of a power is that the power in question is exercisable by the delegate and no longer by the pricipal delegator. Scott LJ discussed the rule that ignorance of the law is no excuse: The maxim that ignorance of the law does not excuse any subject represents the working hypothesis on which the rule of law rests in British democracy. That maxim applies in legal theory just as much to written as to unwritten law, i.e., to statute law as much as to common law or equity. But the very justification for that basic maxim is that the whole of our law, written or unwritten, is accessible to the public - in the sense, of course, that, at any rate, its legal advisers have access to it, at any moment, as of right" . . 'John Citizen' should not be "in complete ignorance of what rights over him and his property have been secretly conferred by the minister" as otherwise "For practical purposes, the rule of law . . breaks down because the aggrieved subject's remedy is gravely impaired"." 1 Citers   Industries and General Mortgage Co Ltd v Lewis; 1949 - [1949] 2 All ER 573  Heskell v Continental Express Ltd [1950] 1 All ER 1033 1950 Devlin J Negligence, Agency The court discussed how a warranty of authority could arise in an agent: "An agent who warrants that he has authority need warrant no more than the bare fact. In the absence of special circumstances, he makes no warranty or representation about how he got his authority, whether it is express or implied, specific or general. Still less does he warrant that an event, on which the proper exercise of a general authority may depend, has in fact taken place." Two causes of the damage at issue were equally operative "in that if either had ceased the damage would have ceased": Where the wrong is a tort, it is clearly settled that the wrongdoer cannot excuse himself by pointing to another cause. It is enough that the tort should be a cause and it is unnecessary to evaluate competing causes and ascertain which of them is dominant . . In the case of breach of contract the position is not so clear . . . Whatever the true rule of causation may be I am satisfied that if a breach of contract is one of two causes, both co-operating and both of equal efficacy, as I find in this case, it is sufficient to carry judgment for damages. Reischer v Borwick [1894] 2 QB 548 establishes that for the purposes of a contract of insurance it is sufficient if an insured event is, in this sense, a co-operating cause of the loss. I do not think that Yorkshire Dale SS Co Ltd v Minister of War Transport [1942] AC 691, with its insistence on the ascertainment of "the cause", disapproved this principle. The case decided that the cause of a loss has to be ascertained by the standard of common sense of the ordinary man. Common sense is a blunt instrument not suited for probing into minute points, and I cannot believe that if the ordinary man thinks that two causes are of approximately equal efficacy, he cannot say so without being interrogated on fine distinctions. 1 Citers  Fowler v Bratt [1950] 2 KB 96 1950 Agency It is open to a vendor of a property to withdraw the property from sale and from the estate agent at any time prior to exchange of contracts. 1 Citers  Basma v Weekes [1950] AC 441; [1950] 2 All ER 146 1950 PC Lord Reid Contract, Agency The appellant requested specific performance of an agreement by which the first three respondents had agreed to sell to him two houses, of which they were tenants in common. The respondents pleaded, inter alia, that the agreement alleged was not a sufficient memorandum to comply with the requirements of the Statute of Frauds in that the purchaser named therein was acting, to the knowledge of the respondents, as agent for the appellant who was the principal and that the agreement did not identify the appellant as purchaser. Held: An agent who contracted in his own name did not cease to be contractually bound because it was proved that the other party knew when the contract was made that he was acting as agent. Also the agreement which was made in his name did not cease in that event to contain the names of the contracting parties, and therefore did not cease to satisfy the Statute of Frauds; and, accordingly that, as the agent could have sued on the contract, so could his principal, the appellant. In a contract subject to the Statute of Frauds the required memorandum in writing must identify the parties and a person could not intervene to claim that he was the true party to the contract when this was not consistent with the terms of the memorandum. A party is nonetheless entitled to enforce the contract to the extent he can perform it. 1 Cites 1 Citers  Bank Melli Iran v Barclays Bank Ltd [1951] 2 Lloyds Rep 362 1951 Agency, Banking 1 Citers  Tinsley v Dudley [1951] 2 KB 18 1951 CA Jenkins LJ Agency, Negligence The plaintiff sought damages after the motorcycle he had parked in the defendant hotelier's closed car park was stolen. Held: An occupier is under no duty to protect goods from the risk of theft by third parties. The publican was not a bailee of the motorcycle in that there had been no transfer of possession to the publican. Jenkins LJ remarked on the complete absence of any authority suggesting liability for the loss of a vistor's property. He said that such a principle would produce: "a liability of a most comprehensive and sweeping character, and would have entered into a very great number of cases if it existed."  Reading v Attorney General [1951] AC 507; [1951] 1 All ER 617; [1951] 1 TLR 480; 95 Sol Jo 155; [1951] UKHL 1 1 Mar 1951 HL Viscount Jowitt LC, Lord Porter, Lord Normand, Lord Oaksey Agency, Armed Forces, Trusts The applicant had been a sergeant in the army. He had misused army property and his uniform to assist in smuggling operations. After serving his sentence he now sought repayment of the money he had earned. Held: His claim failed. The money had been earned by his msuse of his official position, and therefore his employer was entitled to keep the money even though it had been earned unlawfully. The soldier owed a fiduciary duty to the Crown, which was an additional ground on which he lost his claim. 1 Citers [ Bailii ]  Rama Corporation Limited v Proved Tin and General Investment Limited [1952] 2 QB 147 1952 Company, Agency The court considered the doctrine of ostensible authority as regards the actions of a single director of a company, identifying three essential elements. 1 Citers  Midgeley Estates Ltd v Hands [1952] 2 QB 432 1952 Jenkins, LJ Agency In the absence of some other clear expression of intent, the intention of the estate agent and vendor when entering into an agreement concerning the sale of a property is likely to be that the commission stipulated for should be payable only in the event of an actual sale resulting. 1 Citers  Hersom v Bernett [1955] 1QB 98; [1954] 3 All ER 370; [1954] 3 WLR 737; (1954) 98 Sol Jo 805 1954 Roxburgh J Agency The defendant had sold stolen goods to the plaintiff, saying that he acted as agent only for an undisclosed principal. The plaintiff had had to return the goods to the true owner. The court rejected the defendant's assertion as to who was the true principal. Held: The defendant should not be heard to name his principal. He was liable himself. 1 Citers  Peter Long and Partners v Burns [1956] 1 WLR 1083 1956 CA Romer LJ, Singleton LJ, Morris LJ Agency, Contract The estate agency agreement at issue said that commission was payable on the agents "introducing a person ready, willing and able to enter into a binding contract to purchase". The purchaser entered into the contract, but then resiled after discovery of a misrepresentation. The contract was cancelled by agreement between the parties on payment of a sum of money by the purchaser. The estate agents claimed their commission but the vendor refused to pay. The agent failed in their action for breach of contract. That action failed. Held: In this context, a "binding contract" meant one which was legally enforceable by the vendor against the purchaser. Since the contract had been rendered unenforceable by the vendor as a result of the innocent misrepresentation of the estate agents, no commission was payable. The estate agents argued that the vendor could not take advantage of the misrepresentation made by them to the purchaser since she herself had given the relevant information to the estate agents. Singleton LJ did not agree. The making of such a representation to the purchaser without checking the information given by the vendor bordered on recklessness. Romer, LJ, said: "I have no doubt that the contract which [the purchaser] did sign was not a binding contract within the terms of the commission note. I agree … that "a binding contract" in this context is the same as a legally binding contract, and that means a contract binding on the purchaser and legally enforceable against the purchaser by the vendor. The contract which [the purchaser] signed was never legally enforceable against her by [the vendor] because of the innocent misrepresentation which was made to her by [the estate agents' representative]. Moreover, the contract was voidable by [the purchaser], who could rescind it the moment that she discovered what the true facts were. Accordingly, it appears to me impossible to say that it was a binding contract within the meaning of that phrase as used in the commission note. A voidable contract, when rescinded, is avoided ab initio." Morris LJ said: "The Plaintiffs further submit there was an estoppel. They plead as follows in paragraph 3 of the reply: "If it is found that the said contract was not binding on [the purchaser] [the estate agents] will further say that [the vendor] having innocently misled [the estate agents' representative] who upon [the vendor's] said instructions innocently misled [the purchaser], [the vendor] is estopped from setting up her own misrepresentation, resulting in the rescission of her contract with [the purchaser], to defeat [the estate agents'] claim for commission." But, in my judgment, this is not a case where the doctrine of estoppel can be relied upon. There was nothing to prevent [the purchaser] from proving that there had been an innocent misrepresentation and so from resiling from the contract. Upon proof that [the purchaser] did disaffirm the contract it was shown there had been no binding contract and so that commission had not been earned. There is no evidence, for no oral evidence was called, that had Mrs Pritchard known the true facts as to the road widening she might have purchased at a lower figure and so enabled [the estate agents] to earn some commission. There was no evidence to that effect. What, then, is the legal basis of [the estate agents'] complaint? [The estate agents] may say that they wasted some time because they had some dealing with [the purchaser] which led to an abortive contract. But there is no claim against [the vendor] on that basis; nor do I see there could be. [The vendor] made no fraudulent misrepresentation to [the estate agents], and no sort of suggestion of that kind is or could be made. [The estate agents] do not suggest that [the vendor] gave any warranty to them of the truth of the representation which she made." 1 Citers  Allan v Leo Lines Ltd [1957] 1 LL 127 1957 Devlin J Agency The court, considering whether an estate agent was entitled to his commission, emphasised the importance of the mere introduction of a buyer. In this case first the plaintiff was “the effective cause of the introduction”; and that that was “a very important consideration in determining who is the cause of the sale because in these matters the introduction is perhaps often the main difficulty.” Negotiations and efforts by the buyer personally did not displace the causative effect of the introduction which was the effective cause of the sale. If a broker effects an introduction and is willing to go on with the usual business negotiation, it hardly lies in the mouth of an owner who takes it out of his hands to say that he has made no further contribution. 1 Citers  Midland Silicones Ltd v Scruttons Ltd [1959] 2 QB 171 1959 QBD Diplock J Contract, Agency A bailment arises when, albeit on a limited or temporary basis, the bailee acquires exclusive possession of the chattel or a right thereto. 1 Citers  |
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