290
Opinion of the Court
904-905). And it added that "[w]hen one of two innocent people must suffer, the one whose acts permitted the wrong to occur is the one to bear the burden." 258 F. 3d, at 1132.
"[A] nondelegable duty is an affirmative obligation to ensure the protection of the person to whom the duty runs." General Building Contractors Assn., Inc. v. Pennsylvania, 458 U. S. 375, 396 (1982) (finding no nondelegable duty under 42 U. S. C. § 1981). Such a duty imposed upon a principal would "go further" than the vicarious liability principles we have discussed thus far to create liability "although [the principal] has himself done everything that could reasonably be required of him," W. Prosser, Law of Torts § 71, p. 470 (4th ed. 1971), and irrespective of whether the agent was acting with or without authority. The Ninth Circuit identifies nothing in the language or legislative history of the Act to support the existence of this special kind of liability—the kind of liability that, for example, the law might impose in certain special circumstances upon a principal or employer that hires an independent contractor. Restatement § 214; see 5 F. Harper, F. James, & O. Gray, Law of Torts § 26.11 (2d ed. 1986); Prosser, supra, § 71, at 470-471. In the absence of legal support, we cannot conclude that Congress intended, through silence, to impose this kind of special duty of protection upon individual officers or owners of corporations—who are not principals (or contracting parties) in respect to the corporation's unlawfully acting employee.
Neither does it help to characterize the statute's objective as an "overriding societal priority." 258 F. 3d, at 1132. We agree with the characterization. But we do not agree that the characterization carries with it a legal rule that would hold every corporate supervisor personally liable without fault for the unlawful act of every corporate employee whom he or she has the right to supervise. Rather, which "of two innocent people must suffer," ibid., and just when, is a complex matter. We believe that courts ordinarily should determine that matter in accordance with traditional principles of
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