Chapter V. On Mandate and Management of Affairs

Mandate is a contract by which some business, for example, of buying something, selling, etc., is committed by one person to another, and is undertaken by that same other person to be carried out gratuitously. - I said gratuitously; for if it is undertaken because of an established price, it is rather called hiring of work.

But management of affairs is a certain quasi-contract by which someone undertakes usefully to manage the business of an absent and ignorant person, without express mandate, but with his commission reasonably presumed.

Concerning the obligations of the mandator and of the mandatary, these things are to be held:

I. The mandator: 1st, ought to fulfill all obligations contracted by the mandatary and consonant with the mandate; but not that which has been contracted beyond the mandate, unless he has expressly or tacitly ratified it; 2nd, ought to furnish to the mandatary those things which are necessary for the execution of the mandate, and to refund to him the legitimate expenses which he made on occasion of the mandate, even if he did not bring the matter to a happy outcome; 3rd, he is held to indemnify the mandatary by reason of damages which, apart from culpable imprudence, he suffered on occasion of the mandate; for no one is held, nor is he judged to wish, to confer a benefit upon another with his own loss.

II. But the mandatary is held: 1st, to manage the business of the mandator diligently and as his own, and therefore it is necessary that he answer for deceit and theologically culpable carelessness; 2nd, he must keep himself within the limits of the mandate, whence he can buy nothing for more or sell for less than has been prescribed to him; for otherwise he would not act by force of the mandate; 3rd, he cannot exact a wage, nor is it licit for him secretly to compensate his own work.

Concerning obligations connected with management of affairs, observe the following:

I. The manager of an affair, just like a mandatary, is held to administer another's matter as a good father of a family, and to make good damages inflicted on the absent person from his deceit, negligence, or fault. Nevertheless, in several circumstances the obligation of compensating damages can be tempered, even in the external forum, especially when those damages proceed from the inexperience or negligence of the manager, who undertook managing another's matter in default of one more skilled.

II. The absent person whose business is managed is held to observe agreements duly made by the manager, and to make good to him expenses and damages proceeding from such management, even if the matter has succeeded badly.