Contracts of Statutory Corporations must not be ultra vires; they can only enter into contracts expressly or impliedly authorized for the purposes of their statutory duties.

DISCHARGE OF CONTRACT. The proper method of discharging a contract is by performance. Those contracts which do not depend for their performance on the personal qualifications of the promisor, may be fulfilled by some person not a party to the contract and, provided the terms of the contract are complied with, the promisor though he has relied on the services of a third person will, nevertheless, perform his contract. See judgment of Collins, M.R. in Tolhurst v. Associated Portland Cement Manufacturers, L.R. 1902, 2 K.B. 660, at pp. 668, 669. Contracts may also be discharged by the parties agreeing to waive or rescind them.

BREACH OF CONTRACT. On a breach of contract-that is, a failure of a party to fulfil his promise in accordance with the terms agreed, a cause of action accrues to the other party, but not to one who is not a party to the contract, except in the case of an assignment which may be by act of the parties or by operation of law. The nature of the redress sought varies; but usually unliquidated damages, i.e. pecuniary compensation to be assessed for the loss the plaintiff has sustained, which arises naturally from the breach and which might reasonably be supposed to be within the contemplation of both parties are recoverable.

PENALTIES AND LIQUIDATED DAMAGES. The parties may agree in advance what sum of money shall be paid for breach of the contract. This sum is styled "liquidated damages," and if in fact it is a "fair pre-estimate of the probable damage and not unconscionable " the Courts will award the sum agreed. But a stipulated sum which is in fact a penalty, even though styled in the contract "liquidated damages" may not be upheld by the Court, and

will not be if it is extravagant and unconscionable. There is a presumption that "where a single lump sum is made payable by way of compensation on the occurrence of one or more or all of several events, some of which may occasion serious and others trifling damage" the lump sum is in fact a penalty, and penal sums are not favoured by the Courts. The writer has found in his work of preparing commercial contracts over a period of twenty years that the drafting of effective "liquidated damages" clauses requires the utmost care. The propositions deduced from authoritative cases by Lord Dunedin in Dunlop Pneumatic Tyre Co., and New Savage Co., 1915, A.C. 79 are well worth perusal. See also Watts, Watts & Co., Ltd. v. Mitsui & Co., Ltd., 1917, A.C. 227.

CONCLUSION

THERE are many other powers and duties which might, with advantage, have been incorporated in this book, but the writer has endeavoured to keep in mind the idea that an introduction to the subject should not be burdened with too much detail. Sufficient has been said to enable the reader to obtain an elementary knowledge of the subject, and to provide it is hoped-a useful manual for those engaged in local government work.

Twenty years of practical administration in Municipal work have convinced the author that local government in this country is clean, free from serious abuse, and, on the whole, efficient; that the elected representatives have a high sense of their responsibilities and exercise their powers in an enlightened manner; and that the average local government officer is able, zealous, and efficient.

But the cost of local government is far too high. The laudable desire of every local authority, however small, to look after the needs of its own area, proves costly and it seems doubtful, even though it may be a good thing to secure a large number of people to give their time in the public interest, whether it is really necessary for the vast number of local authorities and elected representatives which exist to-day. Is there no opportunity for the grouping of areas, and the merging of authorities? Is the rating system sound? Should there be further limitations upon the amounts authorities may raise in any one year by way of rates and, if so, what should be the tribunal to determine these? Is there not a need for a better classification of services which, though rendered by local authorities, are really national in character? Should not further steps be taken to codify the law relating to local government? At present, it is a most intricate mass of

Statute and Case law. Should there be some check upon the tendency of some local authorities to pay out of the revenue of one year what is really capital expenditure which properly ought to be defrayed out of a loan spread over terms varying from, say, ten to fifty years?

To these questions no answer will be found in this book, but they are well worthy of consideration; and in saying adieu to the reader, the author leaves him these questions on which to ponder.

APPENDIX

EXAMINATION NOTES

HOW TO PREPARE FOR EXAMINATIONS

I. PREPARATION FOR EXAMINATION

(i) Obtain the Syllabus of the examination in view. Suppose it says that students will be examined in-The sphere of Local Government Law-The constitution, powers, and duties of the various Local Government authorities-The relations between local and central authorities Recently created administrative bodies-Statute and Common Law-The Public Health Acts-Remedies for breach of StatuteElementary Law of Contracts and Torts. The student must assume that the questions will be set on the Syllabus and not outside it. Examiners are very fair. Their duty is to ascertain if the student knows the subject PRESCRIBED; and, as a general rule, they keep within the scope of the Syllabus. Questions on general principles must be expected. Catch questions on "out of the way" points are seldom set. The student should then say to himself What questions do I expect to find on a Syllabus such as that given?" In the above Syllabus, the following are examples of questions which can be expected

Define Local Government. By what methods does the Central Government exercise control over Local Authorities? What authorities are subject to a Local Government Board (now a Ministry of Health) audit ? What Committees must a Municipal Borough Council appoint? Define Statute and Common Law-Lex scripta and Lex non-scriptaand indicate the chief characteristics of each. What is a By-law? Can a Local Authority make any By-law it pleases? If not, on what subjects, and within what limits must the By-laws be framed ? Is confirmation by a Government Department necessary, and does such confirmation, of itself, make the By-law valid? What is the difference between a Contract and an Agreement? Specify the Contracts which must be in writing and those under seal?