The fact that respondent had no authority to effect a sale is of no consequence in determining whether he was a broker. (8 Am.Jur. ยง 51 et seq., p. 1011; Holway v. Malloy, 70 Cal.App.2d 317 [ 160 P.2d 893]; Mason v. Mazel, 82 Cal.App.2d 769 [ 187 P.2d 98].) Neither does the fact that appellants also may have negotiated with the various prospective purchasers affect the question.
(Rest.3d Agency, ยง 1.01., com c ["Agents who lack authority to bind their principals to contracts nevertheless often have authority to negotiate or to transmit or receive information on their behalf."].) For example, in Mason v. Mazel (1947) 82 Cal.App.2d 769, plaintiffs sought specific performance of a real estate purchase agreement that was executed for the defendant by a third party. The court denied specific performance because it found that the third party was an agent authorized to act on the defendant's behalf in order to find a purchaser but was not an agent for purposes of consummating an actual sale of the property.
(14) In our view, nothing in the 1970 contract provision directing Weis to complete the "lot split procedure" can be construed as a grant of authority to effect a merger of Pacheco's preexisting parcels or to deal with those properties in any other fashion. (See Ernst v. Searle, supra, 218 Cal. at p. 240 [real estate agent, who had actual authority to negotiate a property exchange, did not have actual authority to convey the property]; Mason v. Mazel (1947) 82 Cal.App.2d 769, 773 [ 187 P.2d 98] [real estate agent, who had "exclusive right to sell" property, did not have actual authority to enter binding contract for sale].) Moreover, we find nothing in that provision that would warrant Weis in believing he had such authority.
[19] "Negotiate" according to Webster's Third New International Dictionary (1961) means "to communicate or confer with another so as to arrive at the settlement of some matter: meet with another so as to arrive through discussion at some kind of agreement or compromise about something: come to terms. . . ." (See also Mason v. Mazel (1947) 82 Cal.App.2d 769, 772 [ 187 P.2d 98].) As plaintiff correctly points out, the eminent domain process is not a segmented one but a continuous and integrated activity directed to the end of acquiring the necessary property and, it is reasonable to conclude, requiring legal advice at all stages so as to coordinate all phases of the activity to the attainment of such end.
The fact that plaintiff had no authority to effect a sale is of no consequence in determining whether he was a broker. (8 Am.Jur. 1011, ยง 51 et seq.; Holway v. Malloy, 70 Cal.App.2d 317 [ 160 P.2d 893]; Mason v. Mazel, 82 Cal.App.2d 769 [ 187 P.2d 98].) The duty of a broker, in the absence of an agreement enlarging his duties, is merely to bring the principals together to negotiate with each other for the purpose of making a contract. (12 C.J.S. 10, ยง 6.)
(46 C.J. 1329; 2 C.J.S. 1048.) [4] Agency to negotiate a sale or purchase of real property does not authorize the agent to bind his principal by contract. ( Mason v. Mazel, 82 Cal.App.2d 769 [ 187 P.2d 98].) [5] The only evidence of the agency of Henry is found in the provision of the escrow instructions that plaintiffs were to pay him a commission upon consummation of the sale.
But even if London were considered the Fund's agent as the Hospital asserts, the distinction between an agent's authority to negotiate for the principal and an agent's authority to bind the principal is well recognized. (See, e.g., Toth v. Metropolitan Life Ins. Co. (1932) 123 Cal.App. 185, 192 ["A mere soliciting agent or other intermediary operating between the insured and the insurer has authority only to initiate contracts, but not to consummate them, and cannot bind his principal by anything he may say or do during the preliminary negotiations"]; Ernst v. Searle (1933) 218 Cal. 233, 239-240 [agent with authority to negotiate a property exchange had no authority to convey the property]; Mason v. Mazel (1947) 82 Cal.App.2d 769, 773 ["An intention to give such an agent additional authority, such as to bind the owner to convey the property, must be clearly and definitely stated"]; Angus v. London (1949) 92 Cal.App.2d 282, 285 ["Agency to negotiate a sale or purchase of real property does not authorize the agent to bind his principal by contract"]; Rest.3d Agency, ยง 1.01, com. c ["Agents who lack authority to bind their principals to contracts nevertheless often have authority to negotiate or to transmit or receive information on their behalf"].) The Fund submitted the declaration of its president, who executed the consulting agreement on behalf of the Fund, that London was not authorized to enter into or consummate any agreement on behalf of the Fund.
" (Id. at p. 319.) In Mason v. Mazel (1947) 82 Cal.App.2d 769, 773, the court reaffirmed that a listing agreement ordinarily provides the agent the limited authority to market the property, and the agent " 'has no power to bind his principal by a contract of sale unless it appears that it was intended to confer such additional authority.' [Quoting Stemler v. Bass (1908) 153 Cal. 791, 795.] An intention to give such an agent additional authority, such as to bind the owner to convey the property, must be clearly and definitely stated.