Warren operated a grain processing company in which Cargill, Inc. was his main source of financing operations. As the lender, Cargill exercised significant control over Warren’s operations, including approving any expenditure over

$500, approving any sale of Warren’s stock, and requiring mandatory disclosures from Warren for any withdrawals from the bank account. Warren also sold Cargill the majority of the grain produced. Jensen Farms was a creditor to Warren and became concerned about Warren’s ability to survive financially, but Cargill gave Jensen Farms assurances that Warren was financially stable.

Warren’s financial condition continued to worsen, and the company owed Jensen Farms nearly $2 million when it ceased business operations. Jensen brought suit against Cargill claiming that Cargill’s manifestation of an offer to be a principal in an agency relationship with Warren made Cargill liable for Warren’s debt.

Cargill argued that it never manifested an offer and that Warren never expressly consented to the agency.

CASE QUESTIONS

1. Is it possible for Warren to consent to an agency without doing so expressly?

2. Compare this case to Bosse v. Brinker. Should the Bosse court reasoning apply here, or are there different circumstances?