not what is called a proprietor's club, the persons immediately liable will be those members of the committee of the club who authorised the steward to contract the plaintiff's debt: directly by giving the particular order which gave rise to the plaintiff's debt, or indirectly by giving the steward a general authority to order goods (including wines) for the use of the club, which has not been revoked. The plaintiff should join those members of the committee who were present at the particular meeting when the steward received his direct or indirect authority, as above stated, and who joined in passing the resolution (if any) on the subject.

At the hearing the plaintiff should be prepared to prove― (a.) The steward's direct authority to pledge the defendant's credit, or his indirect authority to do so, and, if the latter, that the steward's order to the plaintiff was within the scope of his authority, and in either case that the authority was not revoked.

(.) The delivery of the wines at the premises used by the club in pursuance of the steward's order and on the faith of the defendants' credit.

(c.) That the prices charged are fair and reasonable.

213. B., a broker, was employed by C. to speculate for him upon the Stock Exchange. To the knowledge of B., C. did not intend to accept the stock bought for him or to deliver stock sold for him, but expected B. would so arrange matters that nothing but differences should be payable by him. B. knew that unless he could arrange matters for C. as the latter expected, C. would be unable to meet any engagements B. might enter into for him. B. having entered into contracts on behalf of C., became himself personally liable. Does or does not the above employment by C. of B. constitute a legal contract between them so as to entitle B. to sue C. for an indemnity and commission as a broker? Give reasons for your answers, referring therein to any statute concerning gaming or wagering.

In the above case the facts do not show a contract between B. and C. as principals to buy and sell and only to pay differences, for that would be a gaming and wagering contract within 8 & 9 Vict. c. 109, s. 18, which in effect declares all contracts by way of gaming and wagering null and void, and renders actions for the recovery of money won on any wager unsustainable. The reason

that B. and C., who, if they had contracted as principals, could not sue upon that contract would be because it was of the essence of their contract that in no event should more than the difference become payable, and the buying and selling, though apparently real, would be a farce when it is considered what object B. and C. would have in such a supposed case.

In the case stated in the question, however, the facts are very different, for the supposed contract between B. and C. is a legal one, and the relation between C. and B. is that of principal and agent only for all purposes. An implied obligation to indemnify is created whenever one person employs another to do a lawful act which exposes him to liability, and that other, has accepted the employment and incurred the liability. Therefore in this case, if it is shown that the contract between C. and B. is not illegal, B. can sue C. for an indemnity and for his commission in respect of his labour as a broker on C.'s behalf.

Now the only grounds upon which such a contract could be illegal are two, and they are: (1) As contravening 8 & 9 Vict. c. 109, s. 18; (2) as contravening public policy. Contracts made by way of gaming and wagering, though not capable of being enforced owing to 8 & 9 Vict. c. 109, s. 18, it must be remembered are not illegal (see Fitch v. Jones, 5 E. & B. 233; 24 L. J. Q. B. 293); and therefore the transactions between C. and B. are not illegal, for if they are, the illegality of the transactions in which C. and B. were engaged would have tainted as between themselves whatever B. had done in furtherance of their illegal designs, and would have precluded him from claiming in a court of law any indemnity or commission in respect of the liabilities he had incurred. Again, money paid in discharge of a bet is a good consideration for a bill of exchange (Oulds v. Harrison, 10 Exch. Rep. 572; 24 L. J. Exch. 66); and if money be so paid by a plaintiff at the request of a defendant it can be recovered by action against him. (Knight v. Combers, 15 Com. B. Rep. 562; 24 L. J. C. P. 121.) When we recollect this, and the fact that the contracts which B. was to enter into with strangers were to be real contracts, and that upon a mistake being made by B.-e.g., in purchasing worthless stock-C. would be bound to take that stock from him, it is clear that the contract between B. and C. is not void either by statute or common law. However reprehensible such a contract may appear from a

moral point of view, it is a legal one. If it had amounted to what is called a time bargain it would be a different matter. (Thacker v. Hardy, 48 L. J. Q. B. 289; L. R. 4 Q. B. D. 685.)

214. J. Smith and Son signed a contract for the sale of wheat in the following form :—

Sold to A. B., London, about 200 quarters of wheat (as agents for C. D., of Dantzig).

(Signed)

J. Smith and Son. The bought note signed by A. B. was in a similar form. The wheat was delivered, but was not equal to sample. Can the buyer maintain an action against J. Smith and Son for non-delivery of the wheat according to sample, charging them as principals? Give reasons for your answer, and refer, if you can, to any leading case on the subject.

No, the buyer cannot maintain such an action against J. Smith and Son charging them as principals, because in the contract J. Smith and Son expressly show that they are not contracting as principals but "as agents for C. D., of Dantzig." The question. whether an agent, resident in England, who contracts for a foreign principal resident abroad, is personally liable on the contract, is in all cases one of fact and not of law, to be determined by reference to the contract and the surrounding circumstances. (Green v. Kopke, 25 L. J. C. P. 297; 18 C. B. R. 549.) But in such cases there is a presumption, where the contract and surrounding circumstances do not rebut it, that credit is given to the agent resident in England and not to the foreign principal. (See the remarks of Lord Tenterden in the leading case of Thompson v. Davenport, 9 B. & C. 78; 2 Sm. L. C. 364.)

PRINCIPAL AND SURETY.

215. A. and B. enter into a bond (A. as principal, B. as surety) for payment to C. of £1000 in four instalments of £250 each. Upon the second instalment becoming due C. accepts A.'s promissory note for payment thereof in six months. Is B.'s liability as surety in any way affected thereby, and to what extent ?

We are of opinion that B.'s liability to pay the second instalment is discharged by C. accepting A.'s promissory note for payment in

six months without B.'s consent. B.'s liability to pay the other instalments as they become due, should A. make default in so doing, is not affected thereby, as this contract is severable, and the giving the time to the principal in respect of one payment does not discharge the surety as to the rest. (The Croydon Commercial Gas and Coke Co. v. Dickinson, (App.) 46 L. J. C. P. 157; L. R. C. P. D. 46.)

216. A. consents to become surety for B. only upon terms of having security from B. C. afterwards becomes surety for the same debt, but makes no conditions, and in fact is not informed of the security given to A. Has C. any claim against A. in respect of his security?

Assuming that A. did receive some security from B., C., who is a co-surety for B., though subsequent in date to A., is entitled to participate in the benefit of A.'s security upon being called upon to pay as surety; or, in other words, C is entitled to make A. bring the security he received from B. into hotchpot, in order that it may be realised and distributed between himself and A., equally or proportionately as the case may be, and this though C. imposed no conditions or was ignorant of A.'s existence, let alone his having become surety for B. and having received the security. The principle involved is that sureties who have paid the debt for the payment of which they are sureties are not only entitled to contribution from the other sureties, but also to the benefit of any security which any of them may have taken from the principal debtor by way of indemnity, unless at least there was originally a contract for the special indemnity to one of the number. (See Dering v. Earl of Winchelsea, 1 Wh. & Tud. L. C. Eq. 106; Haynes's Student's Leading Cases, 265. And for a similar recent case to that stated in the question, see Steel v. Dixon, 50 L. J. Ch. 591; L. R. 17 Ch. D. 825; and H. A. Smith's Equity, 329, 330.)

217. A. borrows £100 from B., and gives him a joint and several promissory note of himself and one C., as surety payable on demand. A. afterwards borrows a further sum of money, say £200, from B., and without the knowledge or consent of C. gives B. a bill of sale upon his household goods as further security for the £100, and also

as security for the further advance of £200. The bill of sale recites the promissory note of A. and C. Will the taking of such bill of sale from A. release C.? Give reasons for your answer.

No; because although by the taking by a creditor of a second security in satisfaction of the first the surety is discharged, the mere taking of an additional security not in lieu of the former one, as in this case, has no such effect. (H. A. Smith's Principles of Equity, 324; Gordon v. Calvert, 4 Russ. 581; Boaler v. Mayor, 19 C. B. N. S. 76.)

REGISTRATION OF TITLE.

218. What statutes have been passed during the present reign with a view to the registration of the title to land? How far are such statutes respectively still in force? And what are the distinctive features of the scheme introduced by the last of such statutes?

The Land Registry Act of 1862, and the Land Transfer Act, 1875 (38 & 39 Vict. c. 87).

The latter Act superseded the former.

The distinctive features of the scheme introduced by the latter of such statutes are:

(1.) It is voluntary.

(2.) If a title is once registered under that Act, it is thereupon exempt from being registered in the local registries of Middlesex or York, though the subject-matter is situate within either of those counties.

(3.) It enables an owner of property to obtain an absolute title, qualified title, or a possessory title to freehold or leasehold lands registered under it.

Another Act (which is still in force) may be mentioned bearing indirectly on this subject, namely, "An Act for obtaining a Declaration of Title" (25 & 26 Vict. c. 67). This Act empowers persons claiming to be entitled to land in possession for an estate in fee simple, or claiming power to dispose of such an estate, to apply to the (now) High Court of Justice, Chancery Division, by petition in