had no control, to remit within thirty days every member of the section might lose his rights under his certificate and stand in the position of one making a new application, with a forfeiture of all premiums previously paid. The new certificate would, of course, be refused if his health in the meantime had deteriorated, and the examining physician refused to approve his application. This would enable the company at its will to relieve itself of the burdens of undesirable risks by refusing certificates of membership to all whose health had become impaired since the original certificate was taken out, though such certificate-holder may have been personally prompt in making his monthly payments.

"It could not thus clothe the secretaries of the sections with the powers of agents by authorizing them to receive monthly payments and instructing them to account for and remit them to the supreme lodge at Chicago, and in the same breath deny that they were agents at all. The very definition of an agent, given by Bouvier, as 'one who undertakes to transact some business, or manage some affair, for another, by the authority and on account of the latter, and to render an account of it,' presupposes that the acts done by the agent shall be done in the interest of the principal, and that he shall receive his instructions from him. In this case the agent received his instructions from the supreme lodge, and his actions were, at least, as much for the convenience of the lodge as for that of the insured. If the supreme lodge intrusted Chadwick with a certain authority, it stands in no position to deny that he was its agent within the scope of that authority." Knights of Pythias v. Withers, 177 U. S. 266 (20 Sup. Ct. 611).

The same question was before our own court in Wagner v. Knights of Honor, 128 Mich. 660. The agency clause there passed upon read as follows:

"In receiving money from members in payment of relief fund assessments, and in all acts performed in complying with the relief fund laws of the order, the subordinate lodge and its officers are the agents of the members, and not the agents of the supreme lodge."

In commenting upon this clause the court said:

"It is now urged that plaintiff cannot recover, because Mrs. Wagner's agent, the local lodge, neglected to remit her dues to the grand lodge. This is, in

effect, saying to the members of the defendant: "The local lodge is authorized to receive the dues from members, to be remitted to us (the supreme lodge), but you pay it there at your risk. If our agent, who is authorized to receive this money, fails to pay it to us, it is your loss, and not ours.' A merchant might as well say to his debtors: 'Mr. A., my collector, is authorized to receive the money you owe me, but you must see that he gets the money to me, or you will not be relieved from liability.' This question was before the Supreme Court of the United States in Knights of Pythias v. Withers, 177 U. S. 260. (20 Sup. Ct. 611)."

Other cases to the same effect are: Schunck v. G. W. & W. F., 44 Wis. 369; Collver v. Modern Woodmen, 154 Iowa, 615 (135 N. W. 67); Dromgold v. Royal Neighbors, 261 Ill. 60 (103 N. E. 584); Leland v. Modern Samaritans, 111 Minn. 207 (126 N. W. 728).

Effort is made by counsel to distinguish these cases from some of the later ones, but we are not in accord with counsel's conclusion. Our conclusion is that when Mrs. Ferrand paid all dues and assessments to the local secretaries she did all that she could or was bound to do, and if there were irregularities in the handling of these assessments by the local secretaries defendant must suffer the consequences rather than the plaintiffs.

The record shows that this insurance was taken out in the regular way and in good faith. After the insured went away the dues and assessments were paid by his mother. When the mother became fearful over the insured's disappearance she notified the officers of the local lodge and invoked their help in an effort to find him. With a knowledge that he had disappeared it accepted payment of his dues and assessments and

at the end certified that the insured was in good standing in the lodge. This estops the defendant from now making the defense that it received payment of the assessments in ignorance that the insured had disappeared. The defendant made the contract, received the assessments with knowledge that he had disappeared, and there is nothing left for it to do but to pay.

Other complaints are made to conclusions reached by the trial court, but an examination of them discloses no reversible error. We are in accord with the conclusions reached by the trial court, not alone for the reason that they are in accord with the law, but because they are in accord with a keen sense of justice and common honesty.

The judgment is affirmed.

FELLOWS, C. J., and WIEST, CLARK, SHARPE, MOORE, and STEERE, JJ., concurred.

The late Justice STONE took no part in this decision.

MANCOURT-WINTERS COAL CO. v. OHIO & MICHIGAN COAL CO.

1. SALES-CONTRACTS-LEVER ACT REGULATING PRICE OF COAL. A contract for the sale of coal, entered into before the passage of the Lever act (40 U. S. Stat. Chap. 53, p. 276) authorizing the president of the United States to fix the price of coal, was not affected thereby,

217 Mich.-29.

2. SAME-VOID CONTRACT-RIGHTS OF PARTIES-SET-OFF AND RECOUPMENT.

Where the parties to a contract for the sale of coal knowingly increased the price to be paid for same in violation of an order of the president under the Lever act, they were both in pari delicto and the purchaser may not set off such illegal charges paid by it thereunder against the balance owing by it under the original contract, since the law will not aid either party to an illegal agreement, but leaves the parties where it finds them.

3. SAME

BALANCE DUE-DIRECTED VERDICT. The subsequent agreement for increased price being void, the trial court properly directed a verdict for plaintiff for the balance due at the original contract price; the contract being executed except as to the deliveries unpaid for.

Error to Wayne; Webster (Arthur), J. Submitted October 20, 1921. (Docket No. 156.) Decided March 30, 1922.

Assumpsit by the Mancourt-Winters Coal Company against the Ohio & Michigan Coal Company for goods sold and delivered. Judgment for plaintiff on a directed verdict. Defendant brings error. Affirmed.

Oxtoby, Robison & Hull, for appellant.

Walters & Hicks, for appellee.

BIRD, J. Both of these parties are dealers in coal and have their home offices in the city of Detroit. On February 17, 1917, plaintiff entered into a written contract with defendant to sell it 60,000 tons of West Virginia bituminous coal at $2.75 a ton, deliveries to be made in one year from April 1, 1917, at approximately 5,000 tons a month. There were other stipulations in the contract, but they are not material to this controversy. Soon after the execution of, the contract the war came on and later the Lever act was

passed (40 U. S. Stat. chap. 53, p. 276), authorizing the president to fix the price of coal by executive order. On August 21st the president issued an order fixing the price of West Virginia bituminous coal at $2 a ton at the mine and fixing the jobbers' commission at 15 cents a ton. With reference to contracts then in force the Lever act provided (§ 25):

"The maximum prices so fixed and published shall not be construed as invalidating any contract in which prices are fixed, made in good faith prior to the establishment and publication of maximum prices by the commission."

It was agreed by both parties that their contract was not affected by the president's order of August 21st, inasmuch as it was made before the war commenced and before any order was made in pursuance of the act. On October 27, 1917, the president promulgated another order adding 45 cents a ton to the price fixed in the initial order. This made the maximum price $2.45 a ton. Upon the issuance of this order the parties had some talk as to whether the 45-cent increase would apply to their contract. After giving the matter some consideration, they concluded it was applicable, and commencing with November 1, 1917, the defendant paid to plaintiff the additional 45 cents a ton up to March, 1918, the last month of the contract. Then, by request of defendant, the contract was extended to include the month of April, 1918, in which month about 6,000 tons of coal were delivered under the contract.

When the first of May, 1918, was reached defendant then owed plaintiff for the coal delivered in March and April, 1918. All the previous deliveries had been paid for. Plaintiff then demanded payment for the March and April deliveries. The defendant says "no, the demand made by you for the 45 cents additional was an illegal demand and in violation of the presi