. DUTIES OWED BY AGENT TO PRINCIPAL These duties are implied into every contract of agency unless expressly altered by the parties. 1. Duty to Obey Instructions Agent is in breach of contract if he fails to obey express instructions or exceeds his actual authority. Gilmour v Clark (Case 16) Agent loses right to claim fees or commission for period he is in breach of contract: Graham & Co v United Turkey Red Co (Case 17)

2. Duty not to Delegate Delegatus non potest delegare - an agent must not delegate. An agent must always act personally, unless: (a) The agent is expressly allowed to delegate: De Bussche v Alt (Case 18) (b) Right to delegate is implied by what is usual in a trade or profession.

3. Duty of Care and Skill Agent who fails to exercise reasonable care and skill in carrying out his duties may be liable to his principal for negligence. Applies even when agent is acting without payment.

4. Duty to Account Agent must keep accounts and hand over all money received on behalf of his principal. He will be liable for any shortfall even if no evidence that he was dishonest. Tyler v Logan (Case 19)

5. Duty of Relief Agent must indemnify principal against any liability principal incurs because agent acted outside his authority. Milne v Ritchie (Case 20)

6. Fiduciary Duty Agent owes principal a duty of loyalty and good faith. He must not let his own interests conflict with those of his principal. Fiduciary duty is restricted to what is done in the course of the agency. Lothian v Jenolite Ltd (Case 21) (a) Agent must not transact with the principal on his own behalf unless principal is aware of all the facts and consents. The principal could have the contract set aside. McPhersons Trustees v Watt (Case 22) (b) Agent must not receive any profit, commission or benefit from the third party, unless the principal consents. If he does: (i) He will be liable to pay any amount received over to the principal: Ronaldson v Drummond & Reid (Case 23) De Bussche v Alt (Case 24)

(ii) Agent will lose his right to any commission and may be dismissed for breach of contract. (iii) Principal may be able to claim damages from third party for bribing the agent. (iv) Principal may be able to rescind the contract with the third party. (v) Both agent and third party may be liable to criminal penalties under the Prevention of Corruption Acts 1906 and 1916. It is an offence for an agent to accept or agree to accept a bribe, and for a person to offer a bribe.

(c) An agent owes a duty of confidence in respect of information relating to his principal which he has gained through the agency. He will be liable to his principal for breach of confidence if he discloses this: Liverpool Victoria Friendly Society v Houston (Case 25)