Explanation of Article 491
The article addresses a number of actions that involve a conflict between the agent's interest in purchasing and the principal's interest; the agent is prohibited from these actions by virtue of his obligation to exercise care in executing the agency and not to exceed its limits.
The first paragraph clarifies that the agent in purchasing is not allowed, if tasked with purchasing a specific item, to buy it for himself; because the purchase of this item is intended for the principal, and the requirements of the agency dictate that the agent adheres to the limits of his agency and acts in the interest of the principal. If the agent is tasked with purchasing a specific item and buys it for himself, the purchase is considered for the principal even if the agent declares at the time of purchase that he is buying it for himself, with consideration to the exception mentioned in Article (492).
There is no conflict between what this article contains and what is contained in Article (91) of the general rules, which states that "if the contracting deputy does not inform the other party at the time of contract formation that he is contracting in his capacity as a deputy, the effect of the contract is not attributed to the principal as a creditor or debtor unless it is assumed that the party contracting with the deputy knows of the agency or it is indifferent to him whether he deals with the principal or the deputy"; Article (91) addresses the relationship between the deputy, who is the agent here, and the other contracting party; the contract is not attributed to the principal if the agent does not clarify at the time of contracting with others that he is contracting in his capacity as an agent. As for the relationship between the principal and the agent, it is governed by the agency contract concluded between them; the agent is not entitled to claim for himself the effects of what he was tasked with in terms of rights, and the agent refers back to the principal for obligations arising from the contract as long as they are within the limits of his agency. The relationship remains dual among the three parties: a relationship between the agent and the seller governed by the sales contract, and a relationship between the principal and the agent governed by the agency contract; if the agent does not declare his agency to the party he contracted with, his relationship with his principal does not differ from that of an agent who declared it; there is no difference between them in terms of the agent's duties and responsibilities towards his principal and not claiming the deal he concluded for himself.
The second paragraph clarifies that the agent in purchasing is not allowed to buy for his principal from his own money or from the money of his ascendants, descendants, spouse, or from someone with whom the transaction would bring gain or avert loss for the agent, except with the permission of his principal.
Related To
Article 491
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An agent appointed to purchase a specific thing may not purchase said thing for his own account. The purchase shall be deemed made for the principal’s account, even if the agent declares that the purchase is made for his own account.
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An agent may not, without the principal’s authorization, purchase his own property or the property of his ascendants, descendants, or spouse, nor the property of a person the agent, in dealing with him, would make a gain or avoid a loss.