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and retained by Crocus from exhibitors located in the former
Soviet Union.
Our conclusion is consistent with and confirmed by the
notion that Crocus would also be entitled to compensation for
operating the foreign trade shows under common law principles of
agency and quantum meruit. Section 441 of the Restatement
(Second), Agency (1958) states:
Unless the relation of the parties, the triviality of
the services, or other circumstances, indicate that the
parties have agreed otherwise, it is inferred that a
person promises to pay for services which he requests
or permits another to perform for him as his agent.
A plaintiff may recover “in quantum meruit ‘to assure a just and
equitable result,’ * * * where ‘the defendant received a benefit
from the plaintiff’s services under circumstances which, in
justice, preclude him from denying an obligation to pay for
them’”. Rule v. Brine, Inc., 85 F.3d 1002, 1011 (2d Cir. 1996)
(quoting Bradkin v. Leverton, 26 N.Y.2d 192, 196 (1970); see also
Restatement, Restitution, sec. 112 (1937)).
Petitioner requested and received Crocus’s services in
helping petitioner conduct foreign trade shows. Respondent
acknowledges Crocus’s services were substantial and significant.
Because Crocus’s sole owner, Agalarov, owns only a 33.33-percent
minority interest in petitioner, petitioner and Crocus are not
sufficiently related to assume Crocus would provide its services
to petitioner for nothing more than the reimbursement of its
direct expenses, and there is no evidence to suggest otherwise.
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