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where»gent Thirdly, where the agent has bound himself self. personally, he will be liable though the principal be
known; as, where he acknowledges the receipt of goods purchased for his principal, and by the same writing undertakes to pay it by a specified day(r); or, where an agent draws a bill generally, and not expressly as a mere agent(*); or, where, without indorsing the bill drawn for the price, he undertakes to see it paid (t). On this principle it was decided that the defendant, (although he had described himself as " consignee and agent,") having conducted himself throughout the whole transaction as principal, and having signed the agreement in his own name, was personally liable (u). So, an agent may render himself liable by expressly warranting the soundness of the goods, if it appear
(r) Alford v. Eglisjield, Dy. 230, b.; Talbot v. Godbolt, Yelv. 137; Haines v. French, Aleyn, 6; Redhead v. Cator, 1 Stark. N. P. C. 14; Bell v. Kymer, 5 Taunt. 477; Appleton v. Binks, 5 East, 148; Norton v. Herron, Ry. & M. 229; Burrellv. Jones, 3 B. & A. 47; Dougal v. Kemble, 3 Bingh. 383; Benson v. Hippius, 4 Bingh. 455; Hall v. Asliurst, 1 Cr. & Mees. 714; Renteria v. Ruding, Lloyd & Welsby, 274. So, the agent may bind himself personally by implication, or according to the usage of trade. "Where a British merchant is buying for a foreigner, according to the universal understanding of merchants and of persons in trade, the credit is then considered to be given to the British buyer and not to the foreigner ;" per Lord Tenterden, C. J., Thompson v. Davenport, 9 B. & C. 87.
(s) Leadbitter v. Farrow, 5 M. & S. 345.
(t) Morris v. Stacey, Holt, N. P. C. 153.
(«) Kennedy v. Gouveia, 3 D. & R. 503.
that his own responsibility is pledged (a). But whereagent even where the undertaking is formally given, if self.' the principal subsequently acknowledges and ratifies it himself, the agent will not be liable ij/). And where the vendor has in reality given credit to the principal, he cannot afterwards shift his claim so as to charge the agent who gave the order(s).
(x) Per Ashurst, J., Fenn v. Harrison, 3 T. R. 761. Vin. Abr. Actions (U. b) 1.
(j/) Spittle v. Lavender, 2 B. & B. 452; S. C. 5 B. Moore, 270.
(z) Leggatt v. Reid, 1 C. & P. 16, n.; Hoskins v. Slayton, Ca. temp. Hardw. 376. Supra.
RIGHTS AND LIABILITIES OF VENDEE IN RESPECT OF
I. PARTNERS OF VENDOR.
BIGHTS AND LIABILITIES OF VENDEE IN RESPECT OF
I. Rights of Vendee against Partners.
Rights of One partner in a firm may bind his co-partners
sXb 'e by the transfer of goods. It was agreed by the
bh^dTuie Court in a very old case, that the sale of one
*""• partner is the sale of them both (a). And it has
been held, that, even after an act of bankruptcy
committed by one partner, a bond fide assignment
for valuable consideration of the partnership
(a) Lambert's case, Godb. 244, (11 Jac. I.) See Met calf v. Royal Exchange Assurance Company, Barnaul. Ch. Rep. 343. But if the partner has received the consignment for a different purpose, and the vendee is privy to the misapplication, the sale is not valid. Snail It v. Burridge, 4 Taunt. 684.
effects, by the solvent partner, was binding on the firm (b).
This doctrine holds true as well in the case of ^otii»>
goods belonging to a general trading partner- partnerships
.... . . and Bar
Ship^), as in the case of particular adventures, ticuiar
provided that there is no fraud or collusion on the tions.
(6) Fox v. Hanbury, Cowp. 445. See Robinson, ex parte, 1 Mont. & Ayr. 18.
(c) Coll. Partn. p. 217.
(d) Raba v. Ryland, Gow, 132; S. P. Tapper v. Hayihorne, Gow, 135, n. (referred to 4 B. & C. 880.) Ex parte Gellar in re Hutchinson, 1 Rose, Bkcy. Ca. 297.
pledgee, conferred a right on the latter to hold the property against the plaintiffs (e).
DUiinction But if the vendor at the time of the transfer was
partner and not a partner but a part-owner (J"), he is not capable of transferring any interest in the share of the other part-owner, and a sale or pledge by him will affect only his own undivided moiety(g). And after a partition has been actually made, the case is still stronger; for the transfer then would be, not of an undivided moiety, but, of a specific chattel, the property in which was vested in another^).
II. Liability of Vendee to Partners. Liability of Where one of several vendor-partners enters partners of° into an agreement with a purchaser on behalf of the partnership, the purchaser is liable to the other co-partners, though he may not have been aware that any partnership subsisted at the time of making the contract (i). But if the contract was personal with the individual partner, it cannot be so transferred to a co-partner as to enable the latter
(e) Reid v. Hollinshead, 4 B. & Q. 867; S. C. 7 D. & R. 444.
(/) See per Bayley, J., 5 B. & A. 402.
(g) Barton v. Williams, 5 B. & A. 395; S. C. (affirmed in error) M'Clel & Y. 406; 3 Bingh. 139; 10 B. Moore, 506.
(A) S. C. See per Abbott, C. J., 5 B. & A. 402 ; per Bayley, J., ib. 403.
(t) Skinner v. Stocks, 4 B. & A. 437.