THE LAW OF AGENCY.
An architect may be empowered, and net, as agent of the owner. Aside from this possibility, the.law of agency is so much involved in business transactions, that it is highly desirable to understand in some degree the principles of that branch of the law. The general principle of agency is that a person acting through another is as much bound as if he acted directly, without such an instrument.
Agent or Independent Contractor. Not every person em ployed by another to accomplish an object, is an agent. The rela tion of u,gency implies control of the agent by the principal. A person may be employed to do certain things in such a way as to leave hint independent, so far as any such authority of his employer is concerned, and bound to his employer only by such definite agreements as exist between them. 'Thus it has been held that a person employed under a certain contract to build a house for an other, was not an agent, but was an independent contractor; and it is probable that the contractor under the ordinary building con tract would be so held. An important result of this would be that the owner would not be liable for acts and neglect of the con tractor in the way in which it will appear a principal is liable for acts and neglect of his agent.
Powers of Agent. So long as an agent acts within the scope of his authority, he binds his principal thereby. The authority of an agent may be expressly granted or impliedly granted. If per sons dealing with an agent know him to be acting under a written power of attorney, they are bound to inquire and take notice of the natnre and scope of the power, and fail to do so at their own risk. If the expression of the authority has excluded a certain power, persons dealing with the agent are held to know that such is the fact, and cannot, therefore. hold the principal bound by the action of his agent in excess of the power granted. But an agent may, and usually does, have powers outside of such as are expressed. These are called implied powers. The extent of such implied powers is oftentimes a difficult question of law. Such powers are to be implied only from facts from which is inferred the intention of the principal to grant them. It is said that every delegation of power carries with it, as implied powers, authority to do all things reasonably necessary and proper to carry into effect the main power conferred, and not forbidden by the principal. Moreover a widely known and long existing usage which is reasonable and not con trary to law, may have the effect of conferring power upon an agent in addition to that expressly granted. It is also to be noted
that although an act of an agent exceeds his authority, the princi pal may subsequently ratify the act so as to make it binding upon himself as if authorized in the first instance.
Liability of Principal. Not only is a principal liable upon such contractual obligations as may be entered into by his agent acting in his behalf within the scope of the granted authority, but the principal is also liable for such torts, or civil wrongs, such as trespass, assault, or battery, which his agent may commit in the course of his business. This often proves a serious matter to em ployers, although the development of liability insurance has fur nished a means of equalizing the risks. This shows further the importance of the question whether a person is an agent or an independent contractor. If he be the former, then the principal as well as the agent himself, is liable for torts. If the latter, there is no way of going back of the individual wrongdoing.
Duties of Agent to Principal. The first duty of an agent is the strict and far reaching one of loyalty to his trust. In enforc ing this the law looks not at the intent or effect in any given transaction, but at the tendency of such transactions in general, and at the policy of permitting a given course of dealing. Thus it is a general rule that an agent may not deal in the business of the agency for his own benefit, but that all the profits made in the business of the agency belong to the principal. A decision in accordance with this rule held that where one person employed another for hire to pursue and capture a horse thief, the principal was entitled to a reward offered for the capture effected by the agent. While an architect in the ordinary course of his profes sional duties does not act exclusively as agent of the building owner, yet in matters where he is not acting as arbiter between the owner and the contractor he is in general held to a duty of loyalty to his employer which is substantially that of an agent. Thus it sometimes occurs that dealers offer rebates to architects specifying their wares; such rebates undoubtedly belong to the owners, the owner being entitled to singleness of purpose in his interest on the part of the architect, and the latter being under obligation to obtain supplies at the lowest possible price and give his employer the full benefit thereof. The operation of the rule of agency is not defeated by a custom to the contrary, nor is an agent allowed to accomplish by indirect means what would not be per mitted if done openly and directly.