Issuer

“ The subject of Commercial Law is of great and growing importance in the multiplying relations of mankind. Every new tie of commerce gives new occasion for its application. Besides the general principles of the Law of Contracts, it comprehends the Law of Bailments, Agency, Partnership, Bills of Exchange and Promissory Notes, Shipping, and Insurance,—branches of inexpressible interest to lawyers, merchants, and indeed to every citizen. ”

“ But where the agency is continuous, and concerned with a business made up of a long series of transactions of a like nature, of the same general character, it will be held that knowledge acquired as agent in that business in any one or more of the transactions, making up from time to time the whole business of the principal, is notice to the agent and to the principal, which will affect the latter in any other of those transactions in which that agent is engaged, in which that knowledge is material. ”

“ I myself have heard very famous lawyers make sorry work of a cause between the merchant and his factor; and when they come to argue about exchanges, discounts, protests, demurrages, charter-parties, freights, port-charges, assurances, barratries, bottomries, accounts current, accounts in commission, and accounts in company, and the like, the solicitor has not been able to draw a brief, nor the counsel to understand it. ”

“ Authority to buy for a principal a single article of merchandise by one contract, or to buy several articles from a person named, is a special agency, but authority to make purchases from any persons with whom the agent may choose to deal, or to make an indefinite number of purchases, is a general agency. And it is not the less a general agency because it does not extend over the whole business of the principal. A man may have many general agents-one to buy cotton, another to buy wheat, and another to buy horses. ”

“ Section 302 (h) defines a 'person' as including 'an individual, corporation, partnership, association, or any other organized group of persons, or legal successor or representative of any of the foregoing, and includes the United States or any agency thereof, or any other government, or any of its political subdivisions, or any agency of any of the foregoing.' This language on its face, and given its ordinary meaning, would appear to be broad enough to include any person, natural or artificial, or any group or agency, public or private, which sells commodities [4] or charges rents. ”

“ But it is unnecessary to advertise the fact to the surrounding populace, Stuart. I've come up here to do business with the owner of that property, and I shall take no more cognizance of the sex of that person than the law will take in its interpretation of any contract she may make with me. Business is business—a fact which, notwithstanding frequent repetitions, your mind seems never yet to have grasped firmly! ”

“ This is no more than an expansion of its simplest signification, that of an exchange of goods, the bringing of them from the seller to the buyer, however vast the range now comprehended by the term in the progress of society. ”

“ Person.— The term person as used herein shall be deemed to mean an individual, partnership, association, company or other unincorporated body of individuals, or corporation or body politic.
Dealer.— The term dealer as used herein shall be deemed to mean any person engaged primarily or incidentally in the business (1) of buying, selling, or dealing in foreign exchange, or (2) of buying, selling, or dealing in securities for or through foreign correspondents, or (3) any person who carries accounts or securities with or for foreign correspondents. ”

“ A member of this house, sir, thus enlightened by inquiry, and whose judgment is not diverted from its natural rectitude by the impulse of any private consideration, may judge of any commercial debate with less danger of errour or partiality than the merchants, of whom, nevertheless, I have the highest esteem, and whose knowledge, or probity, I do not intend to depreciate, when I declare my fears that they may sometimes confound general maxims of trade with the opinions of particular branches, and sometimes mistake their own gain for the interest of the publick. ”

“ Such as are venders of goods and merchandise will not take the advantage of the scarcity of goods that may be occasioned by this association, but will sell the same at the rate we have been respectively accustomed to do for twelve months last past: and if any vender of goods or merchandise shall sell any such goods on higher terms, or shall in any manner or by any device whatsoever depart from this agreement, no person ought, nor will any of us deal with any such person, or his or her factor or agent at any time hereafter, for any commodity whatever. ”

“ Suppose one has purchased the stock of a bank or railroad company, which the seller refuses to deliver, has the buyer a legal remedy for damages, or an equitable remedy to compel the seller to deliver the stock, or has he the choice of remedies? ”

“ Now therefore let the learned Lawyer fall cheerfully to his books again, for the Merchant cannot put him down, if he have no more skill than is in his Exchange. Are these such admirable feats, when they may be so easily know and done in the course of trade? ”

“ The proper office of a custom or usage in trade is to ascertain and explain the meaning and intention of the parties to a contract, whether written or in parol, which could not be done without the aid of this extrinsic evidence. It does not go beyond this, and is used as a mode of interpretation on the theory that the parties knew of its existence, and contracted with reference to it. It is often employed to explain words or phrases in a contract of doubtful signification, or which may be understood in different senses, according to the subject-matter to which they are applied. ”

“ It is further agreed that once every year, or oftener, should either party desire, a-full, just and accurate exhibit shall-be made to-each other, or to their executors, administrators or representatives, of-the loses, receipts, profits and increase made by reason of, or arising from, such copartnership. ”

“ On the same grounds on which you leave the seller of gloves and the buyer of gloves to make their own contract, you ought to leave the seller of labour and the buyer of labour to make their own contract. ”

“ For, when Congress, in legislating on the subject of duties, has described an article so as to identify it by a given designation for revenue purposes, and this has been so long continued as to impress on it a particular designation as an article of import, then it must be treated as a distinct article, whether there be evidence that it is so known in commerce or not. ”

“ If a merchant lends to an agent and the agent returns to the merchant whatever the merchant had given him, if the merchant has a dispute with him about it, that agent shall put the merchant on trial on oath in the presence of the elders, and the merchant, because he had a dispute with his agent, whatever he received he shall give to the agent six times as much. ”

“ So infants, married women, slaves, and even lunatics, may be agents or servants whose acts will bind their principals. It has been held that even a dog may be an agent. As to who may be a principal, the ordinary rules of contracts, as we have discussed them, may be relied upon as giving the correct rule.
AGENCY BY CONTRACT.—Concerning agency which arises by contract, little need be said. A contract of agency must possess all of the elements of the ordinary contract, such as mutual assent, consideration, competent parties, legality of object, and in some cases, a particular form. ”

“ Whether a producer of goods should be permitted to fix by contract, express or implied, the price at which the purchase may resell them, and if so, under what conditions, is an economic question. To decide it wisely it is necessary to consider the relevant facts, industrial and commercial, rather than established legal principles. ”

“ Relationships of a commercial nature include, but are not limited to, the following transactions: any trade transaction for the supply or exchange of goods or services; distribution agreement; commercial representation or agency; factoring; leasing; construction of works; consulting; engineering; licensing; investment ”

“ No large purchase shall be made, nor any transaction out of the usual course of the business shall be undertaken by either of the partners, without previous consultation with, and the approbation of, the other partner. ”

“ Martin, 2 Wall. 70,-that where one partner is present, in sole charge of the business, while the other is at a distance, in order to sustain a sale of the absent partner's interest, it must be made to appear that the price paid approximates a fair consideration for the thing purchased, and that all the information in the possession of the purchaser necessary to enable the seller to form a sound judgment of the value of what he sells should be communicated by the buyer to him. ”

“ To gather and compile information concerning, and to investigate from time to time the organization, business, conduct, practices, and management of any corporation engaged in commerce, excepting banks and common carriers subject to the Act to regulate commerce, and its relation to other corporations and to individuals, associations, and partnerships. ”

“ A lawyer will readily spend a few hundred dollars in organizing a company, and will execute his task skillfully: he has no responsibility for the mercantile value of the project. Two or three thousand dollars more are easily expended in facilities for manufacture, in starting a sales-room, and in advertising. ”

“ Question—What does the firm owe the agent, or the agent owe the firm?
The Agent’s Statement Being—
This puzzle first appeared in “How to Become Quick at Figures,” the answer being withheld. It is a record of transactions that actually occurred in America, which were the subject of litigation. Although we received thousands of replies, not more than 5 per cent. were correct. It is a question that individuals not conversant with book-keeping would be as likely to solve correctly as the expert. ”

“ In particular those things that belong into the field of economics, that is tradesmanship, bookkeeping and international exchange of money have been gathered together with great care so that one will even find the legal terminology a merchant should know if a complex deal should need the decision of a judge. ”

“ In some instances, so the Commission found, petitioner's method was to 'inform prospective suppliers of the prices and terms of sale which would be acceptable to (petitioner) without consideration or inquiry as to whether such supplier could justify such a price on a cost basis or whether it was being offered to other customers of the supplier.' 46 F.T.C., at 888. ”

“ And be it Enacted, by the authority aforesaid, that all written deeds, bargains, sales or conveyances, or contracts without writing, whatsoever, for conveying or transferring any property in any person, or to the service and labor of any person whatsoever, of more than twenty-one years of age, to a third person, except by order of some court of record for some crime, that has been, or hereafter shall be made, or by their own voluntary contract for a term not exceeding seven years, shall be and hereby are declared null and void. ”

“ For the sake of orderliness and in order to allow the public to know immediately upon seeing the name of a shop that the shop belongs to a natural person or to a partnership or company with juristic personality, and that which kind of juristic personality it has if it be a partnership or company with juristic personality, that is to say, it is an ordinary partnership with juristic personality, or limited partnership, or limited company. ”

“ No contract for the sale of goods, wares, or merchandise, for the price of fifty dollars or more, shall be good or valid, unless the purchaser accepts and receives part of the goods so sold, or gives something in earnest to bind the bargain, or in part payment ”

“ Do they not concern the trade of merchandise?
Does the agreement alter the nature of these transactions? In every trade there is an agreement, written or otherwise: as to factors it is generally a written contract; and this case may well be considered as one between merchant and factor. ”

“ The principle asserted in the decision of that point, and applied to the case was, that whatever an agent does, or says, in reference to the business in which he is at the time employed, and within the scope of his authority, is done or said by the principal ”

“ Each deals, and is entitled to deal, with the other in reliance upon the security of the paper, indorsed without restriction, and transmitted, or expected to be transmitted, in the usual course of the transactions between them. ”

“ Sale of Goods-Implied Warranty and Right to Inspect.
Every person who sells goods of a certain denomination or description undertakes, as a part of his contract, that the article delivered shall correspond to the description, and is, in fact an article of the species, kind, and quality expressed in the contract of sale. ”

“ He also established a distinction between the days on which legal business could be transacted and those on which it could not, because it would sometimes be advisable that there should be no business transacted with the people. ”

“ Some one ascertains the price the worker is paid; another inquires of the merchant the amount he will receive for it; and, in the hope of extracting a commission from the proprietor of the shop or his purchaser, all are eager to advise the customer upon the merits of the article he may have chosen or the sum he may have offered. ”