国际商法第3单元演示文稿.ppt

INTERNATIONAL BUSINESS LAW 法律系 向玉兰 Chapter 3 Law of Agency Main Points of this chapter: Nature of Agency and agency relationship Creation of agency Duties of agent and principal Liability of principal and agent to third parties Termination of agency I. Nature of Agency and Agency Relationships 1. Definition of Agency Simply put it, agency is a legal relationship whereby one person ( the agent) represents another ( the principal)and is authorized to act for him or her. P78 The Black’s Law Dictionary defines “agency” as a fiduciary relationship created by express or implied contract or law, in which one party(the agent) may act on behalf of another party(the principal) and bind that other party by words or actions. I. Nature of Agency and Agency Relationships 所谓代理(agency)是指代理人(agent)按照本人的授权，代表本人(principal) 同第三人( third party) 订立合同或做其他的法律行为，由此产生的权利与义务直接对本人发生效力(沈四宝：国际商法，对外经济贸易大学出版社，2002年版P25)。 I. Nature of Agency and Agency Relationships 2. Agency Relationships Agency law is mainly concerned with three types of relationships: principal-agent, employer-employee, and employer-independent contractor. P79-83 II. Creation of agency (I) Authority of the agent P83-85 (1) Actual authority (2) Apparent or Ostensible Authority (3) Implied Authority (4) Authority by virtue of a position Held . II. Creation of agency (II) Creation of Agency Under civil law system, agency can be created by agreements(意定代理) or by law（法定代理）. Agency by agreement or contractual agency refers to the agency created by the principal’s authorization. [意定代理是指由他人(委托人)授权而产生代理权的代理行为。] Agency by law is an agency relationship created by law[法定代理是指代理人的代理权是根据法律的直接规定而产生的一种代理关系。] II. Creation of agency (II) Creation of Agency Under common law, agency can be created by contract, by ratification, by estoppel or by necessity. 1. by the consent of principal (express contract or the parties’ conduct) 明示或默示授权 The principal will authorize the ag