se A had authority to sell
goods for B but not to collect payment, and someone should pay him and
he ran off with the money, could his principal still collect the money
of the buyer of the goods? This is a hard case, and has happened many
times. The buyer usually is required to pay the second time. But if B,
notwithstanding his direction to his agent not to collect payment,
should receive it such conduct would operate as a ratification.
Whether the authorized act arises from a contract or from a wrong or
tort, whoever with knowledge of all the facts adopts it as his own, or
knowingly appropriates the benefits, which another has assumed to do
in his behalf, will be deemed to have assumed responsibility for the
act. Of course, such action does not render an act valid that was
invalid before; its character in this respect is not changed by
anything the ratifier may do.
Can a forgery be ratified? The right of the state to pursue the forger
cannot be defeated by its ratification, but so far as the act may be
regarded merely as the act of an unauthorized agent, it may be
ratified like any other. Mechem says that if at the time of signing,
the person doing so purported to act as agent, the act might be
ratified.
Again, a principal cannot accept part of an agent's act and reject the
remainder. The acceptance or rejection must be complete.
In appointing an agent the principal has in mind the qualifications of
the person appointed, he cannot therefore without his principal's
consent, designate or substitute another person for himself. This rule
though does not prevent him from employing other persons for a minor
service. Indeed, in many cases a general agency requires the
employment of many persons to execute the business. How far one may go
in thus employing others to execute the details, and how much ought to
be done by the general agent himself, depends on the nature of the
business. The inquiry would be one of fact, to what extent is a
general agent in his particular business expected or assumed to do the
things himself.
One rule to guide an agent is this: when the act to be done is purely
mechanical or ministerial, requiring no direction or personal skill,
an agent may appoint a subagent. Thus an agent who is appointed to
execute a promissory note, or to sign a subscription agreement, or to
execute a deed, may appoint another to do these things. Likewise an
agent who is authorized to sell real estate with discreti
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