Chapter V. On Mandate and Management of Affairs

846. Mandate is a contract by which the obligation of doing something for the advantage of another is undertaken gratuitously, for example, of transacting some business, of buying something, of selling, etc. I said, gratuitously; for if it is undertaken for a fixed price, it is rather called a hiring of work ¹.

¹ Above, in the note to n. 673, we observed that from the nature of mandate what should be called a wage properly so called is excluded, but not a salary or honorarium. Moreover, others are not pleased by this definition of mandate, in which no account is had of the mandator, but only of an obligation assumed by the mandatary. Therefore they think it is better defined thus: It is a good-faith contract, consisting in consent, by which an honorable business is committed to another accepting it, to be conducted gratis. Voet, book 17, title 1, n. 2.

1. He must fulfill all obligations contracted by the mandatary and consonant with the mandate; but not that which has been done beyond the mandate, unless he has expressly or tacitly ratified it.

2. He must furnish the mandatary those things which are necessary for the execution of the mandate, and refund the legitimate expenses which he made by occasion of the mandate, even if he has not brought the matter to a happy outcome.

3. He is bound to provide indemnity to the mandatary by reason of damages which, culpable imprudence being excluded, he has suffered by occasion of the mandate; for no one is bound, nor is he judged to wish, to confer a benefit on another with his own loss.

847. 1. He is bound to manage the business of the mandator diligently and as his own. Hence he is held at least for fraud and for carelessness theologically culpable.

2. He must keep himself within the limits of the mandate. Hence he can buy nothing for more, or sell for less, than what has been prescribed to him; for otherwise he would not act by force of the mandate.

3. He cannot demand a wage, unless it has been promised, or he himself had asked for it beforehand; nor is it lawful for him secretly to compensate his own labor.

4. He cannot by himself retain a profit for himself, if he sells, nor an excess of price, if he buys below the determined price, unless the owner consents. Yet accidentally the mandatary or broker can retain for himself an excess of price: 1. if the thing has become better by his special industry and undue labor; 2. if he tacitly agreed with the owner that he would give him nothing beyond the determined price or value; 3. if, for his favor, the seller lowers the price, or the buyer offers a greater sum. St. Lig., n. 825. See Cases, n. 885 and following.

Mandate is broken off in three ways: 1. by revocation of the mandate, which the mandator can do at will; 2. by renunciation of the mandatary, notified in due time; 3. by natural or civil death, or by interdiction, whether of the mandator or of the mandatary.

848. Management of affairs is a certain quasi-contract, by which someone undertakes the business of one absent and ignorant of it, to be usefully managed, without an express mandate, but from his commission reasonably presumed.

1. The manager of the business, just as a mandatary, is bound to administer another's affair as a good father of a family, and to repair damages inflicted on the absent person by his own fraud, negligence, or fault. Yet in many circumstances the obligation of compensating damages can be tempered, even in the external forum, especially when those damages arise from the inexperience or negligence of the manager who undertook the affair of another in the absence of a more skilled person.

2. The absent person, whose business is managed, is bound to observe agreements duly made by the manager, and to repair the expenses and damages arising from such management, even if the matter has turned out badly.

More probably he has a right to a congruent wage; for otherwise few would be found who would voluntarily undertake to manage the affairs of an absent person. Thus Antoine, c. 4, at the end, and others. See Cases, n. 889.