1. PIERCING THE CORPORATE VEIL
    1. FIVE FACTOR ENTITY TEST; PIERCING THE CORPORATE VEIL.png
      1. FIVE FACTOR ENTITY TEST; PIERCING THE CORPORATE VEIL.pdf
      2. THE LIMITS OF BUSINESS LIMITED LIABILITY ENTITY VEIL PIERCING AND SUCCESSOR LIABILITY DOCTRINES John H. Matheson.xmind
      3. ENTITY VEIL PIERCING & SUCCESSOR LIABILITY DOCTRINES; S.D. #3.xmind
      4. ENTITY VEIL PIERCING & SUCCESSOR LIABILITY DOCTRINES; S.D. #1.xmind
      5. ENTITY VEIL PIERCING & SUCCESSOR LIABILITY DOCTRINES; S.D. #2.xmind
      6. PIERCING THE CORPORATE LLC VEIL.xmind
      7. SINGLE ENTITY FIVE FACTOR TEST; PIERCING THE CORPORATE VEIL.xmind
      8. VEIL PIERCING AND SUCCESSOR LIABILITY.pdf
      9. http://www.xmind.net/m/8B77/
  2. A PRINCIPAL IS LIABLE TO THIRD PERSONS ON CONTRACTS MADE BY THE AGENT FOR THE PRINCIPAL WITHIN THE SCOPE OF THE AGENTS AUTHORITY.
    1. AUTHORITY OF THE AGENT
      1. a. ACTUAL AUTHORITY
      2. CONTRACT
      3. BETWEEN AGENT & PRINCIPAL
      4. Actual authority is EXPRESS or IMPLIED authority the principal INTENTIONALLY confers on the agent.
      5. EXPRESS AUTHORITY is the actual authority given the agent in words - oral or written.
      6. IMPLIED AUTHORITY is the actual authority of the agent which is INFERRED from the words or conduct of the principal.
      7. INCIDENTAL AUTHORITY is reasonably necessary to carry out the EXPRESS AUTHORITY.
      8. CUSTOMARY AUTHORITY is normally given to agents by custom.
      9. ?
      10. CAPACITY
      11. EMPLOYEE/EMPLOYER
      12. INDEPENDENT CONTRACTOR
      13. CONSUMER/CORPORATION
      14. TRUST RELATIONSHIP?
      15. SCOPE & PURPOSE
      16. b. APPARENT AUTHORITY
      17. OSTENSIBLE AUTHORITY is that which the principal either intentionally or negligently allows a third person to believe the agent has.
      18. GOOD FAITH REQUIREMENT
      19. If a third person reasonably and in good faith relies upon apparent authority of an agent, the principal is bound by the agreement.
      20. ACTS OF PRINCIPAL
      21. Acts which would lead a third person to believe that agent had authority is the test.
      22. LIABILITY; EVASION
      23. ?
      24. WHERE DOES MISREPRESENTATION WITH DELIBERATE INTENT TO EVADE LIABILITY CROSS THE LINE INTO FRAUD?
      25. FRAUD; EXTRINSIC v. INTRINSIC.pdf
      26. COPY & PASTE THIS LINK: https://docs.google.com/document/d/1hpXJ3X5HsidKyL9ViAhE4fZLO-oXbKLAMseTG20x_Yo/edit
      27. DEPENDS ON WHOSE ASKING (ASSKISSN) AS FAR AS YOU KNOW..
      28. DON'T ASK DON'T TELL
      29. WHEN DOES "KEEP AWAY" BECOME MEAN & SPITEFUL?
      30. BOBS YOUR UNCLE
      31. c. UNAUTHORIZED ACTS
      32. When agent contracts without actual or apparent authority the principal is not bound.
      33. RATIFICATION; If principal subsequently ratifies unauthorized act it becomes authorized.
    2. DISCLOSED PRINCIPAL
      1. Where principal is named and not excluded by its terms and the existence of agency appears, the authorized contract made by the agent is that of the principal.
    3. UNDISCLOSED PRINCIPAL
      1. Where an agent enters into a contract on behalf of the principal without disclosing to the third party that he is an agent the transaction is for an undisclosed principal.
        1. a. RIGHT OF UNDISCLOSED PRINCIPAL
        2. Since the contract is for the principal, even though undisclosed the principal has the right to enforce it against the third party.
        3. b. RIGHT OF THIRD PARTY
        4. Third party when he discovers the identity of the undisclosed principal may enforce the contract against either the agent or the principal but NOT BOTH.
        5. RATIONALE: Third party orginally believes agent was principal and may continue to hold him as such, but in reality the contract was that of the undisclosed principal. There can be only one principal to a contract, third party must elect which party he intends to hold responsible.
        6. CONSIDER: Where third party sues agent on the contract and obtains judment without knowledge of principals identity he can still sue the principal when discovered but is limited to a single recovery.
        7. c. PARTIALLY DISCLOSED PRINCIPAL
        8. When agent makes contract with third person and reveals that he is acting as an agent but does not disclose the principal, this is undisclosed principal.
        9. d. COMMERCIAL PAPER
        10. U.C.C. 3-401, 3-403 an undisclosed principal whose name or description does not appear on commercial paper is not liable as a party thereto.
  3. CREATED by Lisa Stinocher O'Hanlon 03.25.2013 using XMind Software For More of my Maps: https://www.xmind.net/share/hennalady/ For More of my Musings: http://angryjeweler.wix.com/write http://angryjeweler.wix.com/thehennalady