## Facts

- A contractor (Frank) supplied labor and materials for repairs and improvements at public school facilities in Jersey City over several years.
- Work was repeatedly requested through informal work orders issued by a supervising architect or a vice principal associated with the school system.
- For prior jobs of the same type, the Board of Education consistently accepted the work and paid Frank after completion.
- The work at issue was performed in the same manner—Frank furnished labor and materials based on directions from the supervising architect or vice principal.
- About three years after completion of the last work, the Board refused to pay, asserting the architect and vice principal lacked authority to bind the Board absent formal board action.

## Issues

1. Whether a public school board may be held liable for work ordered by subordinates lacking express contracting authority when the board, over a long period, accepted and paid for similar work ordered the same way.
2. Whether the board’s repeated acceptance and payment constituted ratification, implied authority, or an implied-in-fact obligation to pay for the disputed work.
3. Whether the trial court properly directed a verdict for the contractor based on the undisputed course of dealing.

## Decision

- The court affirmed judgment for Frank.
- The Board was liable for the value of labor and materials furnished under the disputed work orders.
- The directed verdict was upheld because the established pattern of ordering, acceptance, and payment made the legal result clear on the record.

## Legal Principles

- A public board that repeatedly accepts benefits of work ordered through particular subordinates and repeatedly pays for that work may, by its conduct, ratify those acts and become bound to pay for similar later work.
- A public body cannot accept and retain the benefits of performance and then avoid payment solely by asserting internal defects in the authority of the individuals who issued the work orders, where the body’s own conduct induced reasonable reliance.
- A sustained course of dealing can support an implied-in-fact obligation and related theories of ratification or implied authority in public-entity contracting, even where formal authorization is generally required.

## Conclusion

The court held the Board responsible for unpaid contractor work because its long-standing practice of permitting subordinates to order work, accepting the results, and paying for prior jobs operated as ratification and an implied commitment to pay for the work performed in the same manner.


Frank v. Bd. of Educ. of Jersey City, 90 N.J.L. 273, 100 A. 211 (N.J. Ct. Err. & App. 1917)