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ing that he is under a legal duty to know such facts or to use diligence in endeavoring to ascertain them. (1) But here there is no duty to ratify, nor, in the absence of an estoppel, to learn the facts, (2) and hence there can be no negligence in not acquiring such knowledge. (3) The principal, however, must not purposely close his eyes with the object of remaining ignorant.

b. The knowledge of the person doing the unauthorized act cannot affect the principal, (4) for in that case he might become responsible for all such acts if he did not at once disclaim them. It has, however, been held that a corporation is chargeable with the knowledge of such act gained by any other agent in the course of his employment; and by not immediately disclaiming, it was held to have ratified such act. (5) But this is to declare the principal affected by constructive notice, (6) which, as already said, rests upon a duty to know; and here there is no such duty, as the case cited contained no elements of estoppel. Hence it would seem that this decision is contrary to principle. It is, moreover, clearly opposed to all the authorities who concur in affirming the necessity of full knowledge on the part of all sought to be bound by a ratification. (7)

c. Knowledge of the facts is necessary, but not of legal rights, (8) for ignorantia juris neminem excusat.

d. Only material facts need be known. Any fact would be material if knowledge of it would have substantially influenced the action of the principal. But only ma

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terial facts, forming part of the act done by the agent, need be known, and not ulterior circumstances, which might affect the principal's approval of such act. Hence, where an agent, to receive payment, took a check instead of cash, and the principal accepted it, it was held that knowledge that there were no funds to meet it was not necessary to a valid ratification of the act. (1)

2. As a general rule a ratification may be established from any evidence showing a clear intention to adopt the act. But this is subject to one important modification logically derived from the principle that a ratification is equal to an original authority; and that is that where the original authority could only be conferred in a particular mode, the ratification must be in the same manner. Hence an unauthorized sealed instrument must be ratified under seal, (2) unless the seal was unnecessarily attached (3) This rule is, of course, purely technical; and there seems to be a tendency to limit its operation. (4) Thus one partner is universally allowed to ratify by parol a deed made by his copartner (5); and the rule would probably have no force if an estoppel should arise. (6) An instrument required to be in writing, however, as by the Statute of Frauds, may be ratified by parol, unless the statute expressly necessitates a written authority. (7)

The intent to ratify may be shown either: (a) by express words, or (b) by implication from the conduct of the principal.

a. But few questions can arise concerning an express ratification.

(1.) 76 N. Y., 376; see also 2 Vern., 609.

Any such

(2.) Holt, 141; 12 Wend., 525, see contra; 116 Mass., 155. 3 4 Seld, 160

(4.) 16 Ga, 430; see 1 Seld, 239;

(5.) 1 Hall, 262, and cases cited.

(6) Metcalf, Contracts, 113; 1 Am. Lead. Cas., 595. (7.) 4 Bing., 722; 46 N. Y, 666.

adoption will be binding to whomsoever the declaration be made. And a ratification of part of an entire transaction ratifies it in toto. (1)

b. Any conduct of the principal, inconsistent with any other supposition, will, as matter of law, amount to a ratification, (2) such as receiving as his own the benefits of an unauthorized act, with full knowledge; (3) bringing suit upon an unauthorized contract; (4) giving it in evidence; (5) giving a sheriff a bond of indemnity after a wrongful seizure of goods; (6) voluntarily testifying under an unauthorized submission to arbitration, (7) etc. Making an offer to compromise a claim arising from an unauthorized tort, however, will not have this effect. (8) But where the evidence is conflicting or susceptible of different interpretations, the question should be sent to the jury, who may find a ratification upon much slighter grounds. (9)

Difficult questions arise when it is sought to charge a principal on the ground of his neglect to disavow an unauthorized act after knowledge of it. It cannot be laid down as a universal rule that a man

is obliged in every instance immediately to repudiate any act which may be done. in his name; but neither can he always

be allowed to remain silent and await the turn of events. The solution of the question must depend largely upon the details of each case; it being evident that to construe silence as evincing an intent to ratify, the circumstances must be such that ordinary men not intending to adopt, would promptly disavow. There are, however,

(1.) I N. Y, 447; 122 Mass, 184; 63 Pa St., 89. 94 US, at p. 491: Story, Ag., § 253

(3) 95 U. S. 640; 47 N Y., 199; 115 Mass., 129. (4.) 9 B. & Cr., 59.

several important considerations to be noticed :

1. If the act be done in excess of authority already given, the principal will generally be held to prompt action. (1) A similar rule applies where any special relation, as that of father and son, exists between the principal and the actor. (2)

2. If the act be clearly detrimental to the principal he would not be held as strictly to an immediate disavowal as if it were uncertain whether he might be benefitted or not. (3) In the latter case he would not probably be allowed to remain silent, and thus avoid all liability, while retaining the right to claim by a subsequent ratification, any profits which might accrue. (4) He should disavow within a reasonable time, depending upon the circumstances, (5) or he will be held.

3. By the general usages of trade, merchants are held more closely to the duty of disavowal than private persons. (6) The usual course of business between particular individuals must also be considered. (7.)

4. The principal will be more strictly held to prompt repudiation, if, by his si

lence, injury would naturally be caused to others. (8)

5. Silence which would render the principal liable to third persons, might not make him answerable to the agent, for he knew his lack of authority. (9)

Besides knowledge of the original act and ratification thereof, there must be, to bind the principal to a third person or to the agent upon a contract, express or implied, a sufficient consideration. If this

(1) 126 Mass, 415; 72 N V., 385: 104 Mass., 167; 1 B. & Cr, 186; 14 S. & R., 27; 26 Ill., 447; I. Livermore Agency, 50. (2.) 2 Johns Cas., 424; Story, Agency. § 256.

(3.) 82 N. Y, 327; 4 Casey, 337; 1 Am. Lead. Cas., 719: 15 N. Y., 577:

(4.) 2 Abb Dec, 353; 1 Black, 533; 1 B. & Cr., 186.

(5.) 72 N. Y. 385.

(6.) 65 Ala., 117; I. Livermore, 49; Story, Ag., § 278. (7.) 72 N. Y., 108.

(5) 5 Whart, 89.

(6) 117 Mass., 458.

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256.

(9.) 8 Wall, 267; 118 Mass., 102; 4 Casey, 337.

(8.) 78 N. Y., 187; 111 U. S., 505; 40 Wis., 431; 3 Ill. App.,

(9.) 17 Mo., 64.

unauthorized act was itself a contract, the consideration advanced by the third person will support an action by him against the principal, no new consideration being necessary. (1) And since the principal must adopt the transaction in toto, if he chooses in that case to accept its benefits, he also becomes liable to recompense the agent. (2) He would also be liable to the agent if, having the power to reject it, he voluntarily receives the benefit of any unauthorized act. But, if the reception of such benefit were involuntary, as where A, without authority, builds a house on B's, a mere ratification of the act will not be sufficient to bind him to A. without some new consideration. (3)

III. The effect upon the principal's liability. A ratification, fairly made, is irrevocable, (4) and, as a universal rule, has the same effect in rendering the principal liable for the act, as though an original authority had existed. (5) He thus becomes answerable to third persons for the consequences of the act, (6) he is liable to the

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agent for compensation for his services, (1) with the limitation before mentioned, (2) he is bound by the agent's knowledge of any facts which would have affected him, had the agent acted under a precedent authority; (3) and as to all its results his liability dates from the original transaction This general rule, however, only extends to the precise act ratified, and not to any collateral or any subsequent act of the agent not necessarily involved in the one adopted, although the principal might have been bound by it if done under color of a precedent authority. (4) On the other hand, no greater effect can be produced by ratification than simply to supply the lack of original authority; (5) and all defences arising from any other source may still be pleaded by the principal. Further elaboration of this rule seems unnecessary; as the same results would be reached in each instance as though an original authority had been granted. yond that the ratification can accomplish nothing.

(1.) 10 Moore. P. C. C., 175; 16 Ala., 58. (2.) Ante., p. 13.

(3.) 6 Vern, 609.

Be

(4.) 47 N. Y., 199, 36 N. Y., 79; 73 N. Y., 50; See 115 Mass.. .. 310.

(5.) Ante., p. 11, et seq.

METHOD OF PREPARING A CASE FOR ARGUMENT.

By Theodore W. Dwight..

The first thing to be done is to master the leading principles applying to the

case.

One would usually read text books for that purpose, and he might resort to these also to obtain lists of cases which are generally to be found in the notes: it is also requisite to consult Law Digests.

The English Digests may be divided into Old and New. The best of the Old Digests are Bacon's Abridgement, Comyns's Digest, Viner's Abridgement. Viner's work is very extensive but not so well arranged nor of such high authority as the other two. Comyns's is particularly esteemed, and a citation from it has nearly the same weight as a case.

The New Digests, until recently, were classified according to the court, so that there would be one for the common law court, another for equity, and a third for admiralty. Harrison's and Fisher's Digests contain the cases of the common law courts; Chitty's Digest those in equity; Pritchard's those in admiralty.

There is also another digest containing all the cases from 1854 to 1857 which is called "English Law & Equity Digest." Since 1866 a digest has been published of cases in all the courts, known as "The Digests of the Law Reports." Fisher's Digest is of great value. Of this there is an American reprint called "Jacob's Fisher's Digest." In addition to the strict matter appropriate to a digest there will be found in some of these series volumes containing mere tables of cases, the object of which is to enable the one who knows the name of a case to find volume and page where it was reported. These latter are of great convenience to lawyers.

In this country every State has one or more digests of its own: thus, in New York, we have Abbott's, Clinton's, and Brightley's. Abbott's is the most careful. In addition to the State Digest there is a work called the U. S. Digest which contains the cases decided in' all the State Courts as well as those of the U. S., and this, in addition to a digest of the law of ones own State, is the one most commonly found in a lawyer's office.

A digest, as the name implies, contains a collection, or abstract, of the decisions methodically arranged under appropriate legal topics. A digest should only be used as a mode of consulting reports and should never be implicitly relied on, as the only safe course is to read the case digested and use the digest as a means of finding it.

After the authorities have been collected the next thing to be considered is their weight and value. It is important to understand the value of the English decisions as they are a source of the law, and American authority in a great measure rests upon them.

The courts of England are:
a Common Law.

b Equity.

c Admirality.

d Ecclesiastical.

There were, until recently, three common law courts of original jurisdiction.

a King's Bench, Queen's Bench, the decisions of which are cited as K. B. or Q. B.

b Court of Common Pleas, cited as C. P. or C. B., the latter standing for Common Bench.

c Exchequer, cited as Ex. Each of these courts consists of five Judges who are called collectively Common Law Judges to distinguish them from those of the other courts. Many cases can come before any one of these courts at election of the plaintiff, although each has exclusive control of certain other cases. Any one of these judges can try a cause in connection with a jury, in which case he is said to sit at Nisi Prius. It has already been said that decisions of this kind have not the same force as those rendered by a full court. There are however many of these reported in England.

The principal Nisi Prius Reporters are Peake, Espinasse, Campbell and Carrington, with various partners, and Foster and Finlason. The little credit due this class of reporters is referred to in 5 Taunt. 195. Espinasse in particular is full of bad and overruled cases. The judges sat together to form a full court, and were then said to sit in banc. Until 1866, the reports were in a very unsatisfactory condition: then there were regular reporters appointed in each court who published decisions. Decisions were also published in four law periodicals, viz: "Law Journal," "Solicitor's Journal," "London Law Times," and "Jurist." The leading regular reporters for the fifty years preceeding 1866, will now be referred to. In the Queen's Bench, Barnwall, Adolphus, Ellis and Best. Each from time to time was associated with other reporters. In the Common Pleas, Scott's reports have a great reputation. In the Exchequer, the leading names are Meeson, Crompton and Welsby and Hurlstone with various partners. In 1866, an association called "Counsel of Law Reporting" commenced the publication of a series of reports called the "Law Reports."

The court next above these Common Law Courts was, until recently, called the Ex. Chamber.

It has cognizance of appeals from each of the three lower courts, and was somewhat pecularly organized. It always consisted of the judges of the two courts in which the case did not originate. So that an appeal from C. P. was heard in Ex. Cham. by the judges of Q. B. and Ex.

There are no separate reports of decisions in this court. They are placed in the volume of reports of the court from which the appeal was taken. In the old law books they are cited under the barbarous name of Cam. Scaec.; being the abbreviation of the Latin words Camera Scaecari, meaning Exchequer Chamber.

Above the court of Ex. Chamber is the House of Lords, which, in most cases, is the court of last resort. The cases which come before it are divided into two classes:

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Scotch cases are reported in a separate volume, and are not in general of much importance to the American lawyer as they largely rest upon the Roman law. The other reports are of great consequence. Although the whole body of Lords nomially constitute the court, yet, in reality, appeals are heard only by a small number, who have generally held judicial positions and are styled distinctively the Law Lords. The leading reporter for many years of these cases is Clark, with partners. Since 1866 these reports are a part of the series termed "Law Reports."

There is also another class of decisions

called Privy Council cases. The Privy Council is the highest court of appeals in cases coming from the colonies, as for example Canada or India. These cases are often very important. The leading re

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