contract-law
In the event of conflicting instruction given by an agent of a company, whose authority is greater?
<p>Consider the following situation: a Contractor is working at a Company on a job. Company Employee 1 requests that the Contractor attend a meeting. However, the Contractor is later requested to leave the meeting by a different Company Employee 2 (for example, to avoid the possibility of revealing confidential information to the Contractor). The Contractor states to Company Employee 2 that Company Employee 1 has requested their attendance of the meeting.</p>

<p>Does Company Employee 2 have legal authority to remove the Contractor from the premises (either by own force or by contacting the authorities) if Contractor refuses their request?</p>

<ul>
<li><p>Assuming Company Employee 1 outranks Company Employee 2 within Company, would the Contractor be within their legal rights to remain on the premises and refuse Company Employee 2's request? (possibly even to avoid breach of contract if attending to the meeting was <em>required</em> and not merely requested)</p></li>
<li><p>Assuming Company Employee 2 outranks Company Employee 1 within Company, would the Contractor be legally required to leave the premises at Company Employee 2's request? (and would this result in breach of contract if attending the meeting was required?)</p></li>
<li><p>Assuming Company Employee 1 &amp; 2 have the same authority within Company, whose instruction takes precedence? Is it whichever was given later?</p></li>
</ul>

<p>The specific jurisdiction of interest is California. The Contractor was aware of Company Employee 1's position as a low level manager within the Company at the time of the request to join the meeting. The Contractor is not aware of Company Employee 2's position within Company at the time of the request to leave the premises.</p>

<p>In summary: whose authority (1 or 2) is Contractor bound to obey?</p>

<p>The contractor must abide by the provisions of their contract. In addition to the explicit provisions that the contractor will comply with the lawful and reasonable requests of the principal. If the principal gives conflicting instructions the contractor should seek clarification about which ones to follow. A prudent contractor would document what has happened; if they did this a suit for breach of contract would have zero chance of success. Also, a prudent contractor does not get involved in the internal politics of their principal.</p>

<p>Every contract that i have dealt with has had the name of the contracting representative and specifies the line of authority. In fact, usually a contractor is forbidden to work on something unless authorized by the team lead. If the contract is with a government office, only the authorized people can give assignments to the contractor. Subcontractors can only deal with the prime contractor and must follow the line of authority specified in the contract. Contractors must also sign a non-disclosure agreement in order to protect trade secrets.</p>
