The Railway and Canal Traffic Act. Prior to the statute next referred to, passed in the year 1830, carriers with a view to limit their liability adopted the practice of posting and distributing written and printed notices to the effect that they would not be responsible for property of more than a specified value unless the owner had insured and paid an additional premium for it. This practice led to much litigation, and accordingly the legislature interfered and passed the Carriers Act (11 Geo. 4, and 1 Wm. 4, c. 68) (1). This Act protects the carrier by land (and it has been decided that it applies when the carriage is partly by land and partly by sea (2)) from liability for loss or injury in respect of the articles enumerated in its first section, generally described in the preamble as of great value in small compass (3). The principal of these are gold or silver coin, or gold or silver manufactured or unmanufactured, precious stones, jewellery, watches, clocks, bills, notes, or securities for money, stamps, maps, writings, title-deeds, engravings, pictures, plate, glass, china, silk, furs, or lace (other than machine-made lace, 28 & 29 Vict. c. 94) contained in any parcel where the value exceeds £10, unless at the time of the delivery to the carrier their value and nature be declared, and the agreement made to pay the extra charge for them to be stated by notice conspicuously exhibited. The statute however does not protect the carrier from any loss arising from the felonious act of any servant in his employ, and it is provided that no public notice or declaration shall for the future restrict the common law liability of carriers in case not within the Act (4). With regard to the carriage of horses, cattle, and other animals by railway and canal companies, the Railway and Canal Traffic Act (17 & 18 Vict. c. 31), s. 7, enacts that no greater damages shall be recovered for the loss of, or for any injury done to any of such animals, beyond the sums following (that is to say), for any horse, £50; for any neat cattle, per head, £15; for any sheep or pigs, per head, £2, unless the person sending or delivering the same to the company shall, at the time of (1) Smith's Leading Cases, 9th ed. vol. i. p. 244, where the old law is considered, and the cases in the present Act collected; Chitty on Contracts, 12th ed. p. 541. (2) Le Conteur v. London and South Western Railway Co., L. R. 1 Q. B. 54. (3) It has been decided that the Act applies to the articles enumerated, even though they do not fall within this description, if their aggregate value, when delivered, exceeds £10 Owen v. Burnett, 2 Cr. & N. 353. (*) See the cases on this Act collected in Chitty on Contracts, 12th ed. p. 543, et seq.; Smith's Leading Cases, 9th ed. p. 243, and the inportant case of Stephens v. London and South Western Ry. Co., 18 Q. B. Div. 121. delivery, have declared them to be respectively of higher value, in which case the company may demand and receive by way of compensation for the increased risk and care a reasonable percentage upon the excess of the value so declared (1). (1) 17 & 18 Vict. c. 31, s. 7, extended to railway companies, and steamboats by 26 & 27 Vict. c. 92; and see as to carriers partly by land and partly by sea, protecting themselves by public notice, the Railways Regulation Act, 31 & 32 Vict. c. 119. Definition. Different kinds of agencies. CHAPTER VI. PRINCIPAL AND AGENT. An agent may be defined as a person duly authorized to act on behalf of another, or one whose unauthorized act has been duly ratified. The common element, says Mr. Evans, in every definition of an agent, is the recognition of the derivative authority of the agent. The maxim of law on this subject is qui facit per alium facit per se. Agency may be either universal, general, or special. A special agency arises where there is an express limited authority given to the agent to do some particular act, or to make some particular contract. A general agency exists when the authority is to make all contracts, or to do all acts connected with a particular trade, business, or employment (1). If a particular agent exceeds his authority, his principal is not bound by what is done. If, on the other hand, a general agent exceeds his authority, his principal is bound, if what he does is within the usual scope of the business which he is deputed to transact. On this principle it has been laid down that if the servant or agent of a private individual entrusted on one occasion to sell a horse, without authority from his master, takes upon himself to warrant the soundness of the animal, the master is not bound. But if the servant of a horse-dealer, or even one who only occasionally assists him in his business, being employed to sell gives a warranty, the principal is bound, even though the agent or servant was expressly forbidden to warrant (2). In another case it was decided that when the station-master of a railway company had, without any express authority, entered into a contract for surgical attendance on an injured passenger, company was not liable. the "Could it," asked the Court, "be maintained that a coachman from whose carriage a passenger had fallen and broken his arm, or by which another person had been run over-could (1) Broom's Common Law, 8th ed. p. 572. (2) Brady v. Todd, 9 C. B. (N.S.) 592; Howard v. Sheward, L. R. 2 C. P. 148; Baldry v. Bates, 52 L. T. 620. bind his master by a contract with a surgeon to cure the injured person, and oblige his master to pay the bill? We are of opinion that he could not" (1). Agents may also be divided into the following classes: Classes of 1. In respect of the nature of the agency, into mercantile agencies. and non-mercantile agents. 2. In respect of their liability in selling, into del credere agents, and such as are not del credere. A del credere agent is one who, for a higher reward than is usually given, becomes responsible to his principal for the solvency of the vendee; or, in other words, he guarantees, in every case of sale, the due payment of the price of the goods sold. 3. In respect of the extent of their duties, and of the amount of skill required of them, into gratuitous and paid agents, professional and unprofessional agents. The duties of an agent are (2) :— (4) To obey instructions and observe the terms of the authority; (5) In the absence of instructions to conform to usage or recognized mode of dealing; (6) To act in good faith; (7) To use reasonable skill and ordinary diligence; (8) To make a full disclosure where he has an adverse interest; (9) To render full accounts of receipts and disbursements; (10) To keep the goods and money of the principal separate from his own. In performing his duties the agent is in the absence of some express limitations of his powers entitled to employ not only the powers expressly contained in his authority, but also all the necessary and usual means of executing his authority, and all the means justified by the usual course of trade or business (3). The general principle of the English law, however, as of the civil law, is that an agent cannot appoint a deputy: Delegata (1) Cox v. Midland Railway Co., 3 Ex. 268. The general manager of a railway has such an implied authority Walker v. Great Western Railway Co., L. R. 2 Ex. 228: Broom's Common Law, p. 569, et seq., where : further authorities on the subject are (2) Evans on Agency, 2nd ed. p. 124. Duties of an agent. potestas non potest delegari. To this, however, there are certain exceptions, which have been summed up as follows: An agent Delegation. may, prima facie, appoint a deputy, and delegate authority to Ratifica tion. him : (1) Whenever he is allowed to do so by a lawful custom or usage; (2) Where the act is purely ministerial; (3) Where the object of the agency cannot lawfully be attained otherwise; (4) Where the principal is aware that his agent will appoint a deputy (1). With regard to ratification by one person of that which another has done, the rule of law is: Omnis ratihabitio retrotrahitur et mandato priori æquiparatur. In other words, a ratification hath a retrospective effect, and is equivalent to a preceding command. The essentials of ratification, or, in other words, the circumstances which must exist in order that a ratification should be binding, may be summed up as follows: (1) The act to be ratified must be voidable and not void; (2) It must be performed by one professing to act for another; (3) The person in whose behalf the act is done must be in existence at the time of its performance, but as it shall be presently seen that peculiar legal person-a joint stock companymay be liable for a contract entered into before the date of its incorporation; not, however, because the contract is ratified, but because an equitable liability is created; (4) The person who undertakes to ratify must do so with a knowledge of all material circumstances, or with an intent to take all liability without such knowledge; (5) He must also be capable of ratifying the act; (6) When formalities are necessary they must be observed (2). The question whether a company is bound by a contract made by its "promoters" (post, p. 636) before its formation, e.g. by an agreement by the promoters to pay solicitors a sum of money for their costs and charges in registering the company, has given rise to some difficulty, but it must now be considered as settled law that a company cannot ratify a contract made on its behalf before it came into existence-cannot ratify a nullity. The only thing that results from what is called ratification or adoption of such a contract is not the ratification or adoption of (1) Evans on Principal and Agent, 2nd ed. p. 53. (2) Evans on Principal and Agent, 2nd ed. p. 74; and see Bolton v. Lambert, 41 Ch. D. 295; Lyell v. Kennedy, 14 App. Cas. 437. |