Professional Documents
Culture Documents
For an agency to
arise, it is not necessary that the
principal personally encounter the third
person with whom the agent interacts.
The law in fact contemplates, and to a
great degree, impersonal dealings where
the principal need not personally know
or meet the third person with whom her
agent transacts; precisely, the purpose of
agency is to extend the personality of
the principal through the facility of the
agent. (at p. 622)
a. Consent
c. Consideration
The cause or consideration in agency is the
compensation or commission that the principal
agreed or committed to be paid to the agent for the
3
b. Consensual
The contract of agency is perfected by mere
consent. Under Article 1869, an agency may be
expressed or implied from the act of the principal,
from his silence or lack of action, or failure to
repudiate the agency; agency may be oral, unless
the law requires a specific form.[5]
xxx
In the instant case, it appears plain to us
that private respondent CSC was a
buyer of the SLDFR form, and not an
agent of STM. Private respondent CSC
was not subject to STMs control. The
question of whether a contract is one of
sale or agency depends on the intention
of the parties as gathered from the
EXCEPT WHERE:
(1) Agents interests are adverse to those of the
principal;
(2) Agents duty is not to disclose the information,
as where he is informed by way of confidential
information; and
Unless:
The Court also held in Nielson & Co. that where the
principal and paramount undertaking of the
manager under a Management Contract was the
operation and development of the mine and the
operation of the mill, and all other undertakings
mentioned in the contract are necessary or
incidental to the principal undertakingthese other
undertakings being dependent upon the work on the
development of the mine and the operation of the
mill. In the performance of this principal
undertaking the manager was not in any way
executing juridical acts for the principal, destined to
create, modify or extinguish business relations
between the principal and third person. In other
words, in performing its principal undertaking the
manager was not acting as an agent of the principal,
in the sense that the term agent is interpreted under
the law of agency, but as one who was performing
material acts for an employer, for compensation.
Consequently, the management contract not being
an agency cannot be revoked at will and was
binding to its full contracted period.
e. From Broker
A broker is best defined in Schmid and Oberly, Inc.
v. RJL Martinez, 166 SCRA 493 (1988), where the
Court held that a broker is one who is engaged, for
others, on a commission, negotiating contracts
relative to property with the custody of which he
has no concern; the negotiator between other
parties, never acting in his own name but in the
name of those who employed him. . . . a broker is
one whose occupation is to bring the parties
together, in matters of trade, commerce or
navigation. (at p. 501) In other words, the services
of a broker is to find third parties who may be
interested in entering into contracts with other
parties over particular matter, and may include
negotiating in behalf of both parties the perfection
of a contract, but that the actual perfection must still
be done by the parties represented. A broker
essentially is not an extension of the persons of the
parties he is negotiating for.