writer intended to use words bearing a particular sense are to be rejected (a). The cases reported as to what is a sufficient reference of documents to each other to form a memorandum within the 17th section are few, and do not afford much assistance. In Saunderson v. Jackson (b), in 1800, there was a bill of parcels delivered at the time of the bargain which was in itself a sufficient memorandum, but there was some doubt whether it was signed by the defendant. The Court of Common Pleas thought it was sufficiently signed, but that even if it was not, the defect was supplied by this letter addressed to the plaintiff, and signed by the defendant :-" Sir, we wish to know what time we shall send you a part of your order, and shall be obliged for a little time in delivery of the remainder; must request you to return our pipes. We are, &c." 66 Lord Eldon, C. J. said, in delivering the judgment of the Court, "Although it be admitted that the letter (a) See Wigram on Extrinsic Evidence. The principles of the rules of law regulating the admissibility of extrinsic evidence to aid in the construction of wills and of contracts required to be in writing seem to be the same. But in applying them, it seems necessary to bear in mind, that there is a distinction between the two classes of instruments. The will is the language of the testator, soliloquizing, if one may use the phrase, and the Court in construing his language may properly take into account all that he knew at the time in order to see in what sense the words were used. But the language used in a contract, is the language used to another in the course of an isolated transaction, and the words must take their meaning from those things of and concerning which they are used, and those only. This does not affect the law, but it is of some consequence in the application of it, as it narrows the field of inquiry. (b) Saunderson v. Jackson, 2 B. & P. 238. "which does not state the terms of the agreement "would not alone have been sufficient, yet, as the "jury have connected it with something which does, "and the letter is signed by the defendants, there is "then a written note or memorandum of the order "which was originally given by the plaintiff, signed "by the defendants." It is a great pity that the report does not more fully state what were the facts which Lord Eldon allowed to go to the jury, as evidence to enable them to connect the letter with the bill of parcels. แ In Johnson v. Dodgson (a), in the Exchequer in 1837, there had been a written memorandum made in a book of the defendant's, signed by the plaintiff's agent as follows:-"Sold John Dodgson 27 pockets Playstead 1836, Sussex, at 103s. The bulk to answer the sample, 4 pockets Selme Beckleys, at 95s.; samples and invoices to be sent per Rockingham Coach: payment in bankers at two months. Leeds, 19th October, 1836." There was a doubt whether this was signed by the defendant, and the plaintiffs to meet that doubt proved the following letter from the defendant to them : "Gentlemen, Leeds, Wednesday Evening, 19th October 1836. Please to deliver the 27 pockets Playsted and the 4 pockets Selmes 1836, Sussex, to Mr. Robert Pearson or bearer to be carted to Stanton's Wharf: 20 pockets of Playsted to be forwarded per first ship and the (a) Johnson v. Dodgson, 2 M. & W. 653. remaining eleven pockets per the second ship and you will oblige gentlemen your most obedient JOHN DODGSON." The Court were unanimously of opinion that the first paper was signed by the defendant, which disposed of the case; but Lord Abinger said, "If it depended on the "recognition of the contract by the letter, there might "be some doubt, though even upon that I should have "thought the reference to the only contract proved in "the case sufficient." Parke, B. said, "If the question "turned on the recognition by the subsequent letter, "I own I should have had very considerable doubt "whether it referred sufficiently to the contract. It "refers to the subject matter, but not to the specific "contract." In Allen v. Bennet (a), in 1810, there was a contract note defective from not giving the name of the purchaser; there was also a correspondence between the parties which is not set out in the report. It appears, however, to have shewn that there was a contract of sale of some sort between the parties concerning goods of the same sort as those mentioned in the contract note, and to have been in itself defective as a memorandum, and to have made no specific allusion to the contract note. The Common Pleas held, that the correspondence was sufficiently connected with the note, and supplied its deficiencies. Jackson v. Lowe, (1 Bing. 9), Cooper v. Smith, (15 East, 103), Richards v. Porter, (6 B. & C. 437), (a) Allen v. Bennet, 3 Taunt. 169. Smith v. Surman (9 B. & C. 561), are cases which turn upon the sufficiency or not of what was written, and not upon the circumstance of its being contained in different documents. What is a sufficient memorandum. Supposing the writing to be all on one paper, or on papers sufficiently connected, the question arises whether there is sufficient matter to form a note or memorandum of the bargain. It was decided in Wainv. Warlters, (5 East, 10, A. D. 1804), that a writing could not be a memorandum of an agreement within the fourth section of the Statute of Frauds, unless it contained the whole agreement, that is to say, the parties and the consideration and the subject matter as well as the promise. The decision was a good deal questioned at first, but it seems now well established as law. The words in the seventeenth section of the statute are substantially the same as those in the fourth, except that the word "bargain" is used instead of the word "agreement." The two words seem to be very much alike in their meaning: indeed, so long as the property in the goods is not transferred, a contract for the sale of goods is more technically and accurately called an agreement than a bargain; but the difference in the words should be observed as it has been twice said by learned Judges, that may make a difference in the construction of the it section. It is necessary that the memorandum should disclose who the person is with whom the contract is made, as well as the person to be charged by it, otherwise it is no memorandum of the bargain. 66 This seems to have been first decided in Champion v. Plummer (a), in the Common Pleas in 1805. In that case the plaintiff's clerk, at the time of a verbal bargain wrote an entry in the following words:-'Bought of W. Plummer 20 puncheons of treacle, 377. 10s., to be delivered by 10th December." Plummer then signed it. The Common Pleas held that this would not make the contract good as against Plummer. Sir J. Mansfield, C. J., said, "How can that be said to "be a memorandum of a contract which does not state "who are the contracting parties. By this note it does "not at all appear to whom the goods were sold." In Allen v. Bennett (b), in 1810, the defendant's agent wrote in a book belonging to the plaintiff Allen, the following entry:-"Ordered of H. and G. Bennett, Liverpool, 50 barrels fine new rice, 3l., 2 months, and 2 months as per sample in running numbers,' and signed it on the defendant's (Bennett's) behalf. The name of the plaintiff, Allen, did not appear on the book, except in one place, where it had been again struck out. The Common Pleas considered this a defective memorandum, but that the deficiency was supplied by other documents. In Cooper v. Smith (c), in 1812, before the King's Bench, the entry was made by the plaintiff's agent in (a) Champion v. Plummer, 1 N. R. 252. |