Agent & principal

It was established law that an undisclosed principal could sue and be sued on a contract made by an agent on his behalf, acting within the scope of his actual authority. In entering into a contract, the agent had to intend to act on his principal’s behalf. The agent of an undisclosed principal might also sue and be sued on the contract.

Any defence which the third party might have against the agent was available against his principal. The terms of the contract might, expressly or by implication, exclude the principal’s right to sue and his liability to be sued. The contract itself, or the circumstances surrounding the contract, might show that the agent was the true and only principal.