« EelmineJätka »
risk, and that its non-communication to the defendant avoided the policy, and that the defendant's letter of the 22nd of January did not in law or fact create a fresh contract of assurance from the time the repairs were effected, for, at the utmost, the letter was a mere unaccepted proposal. Russell v. Thornton, 6 H. & N. 140; 30 L. J., Ex. 69; 6 Jur. (N.S.) 1080; 8 W. R. 615-Ex. Ch.
prejudice to any proceedings you may think | for use on the 2nd of April. In October she proper to take, Mr. A. (the defendant) offers to was totally lost-Held, that the fact of the pay a composition of 7s. in the pound on your vessel having been aground was material to the account against his nephew, on your giving proper indemnification to both. In the event of your accepting the offer I will thank you to forward me the particulars of your account, in order that the same may be properly examined"; and that the plaintiff accepted the offer, and thereupon forwarded the particulars of his account; and although he has always been ready and willing and offered to give a proper indemnification, yet the defendant has not paid the composition is bad, as not showing any binding contract, but a mere offer to pay. Cope v. Albinson, 8 Ex. 185; 22 L. J., Ex. 37.
2. STATUTE OF FRAUDS.
See Sale of Goods Act, 1893 (56 & 57 Vict. c. 71).
the Statute of Frauds is so wise and beneficial to
Not Retrospective. ]-A demurrer to a bill ex-
R., a nephew of defendant, being indebted to plaintiff, defendant wrote a series of letters to plaintiff, on which plaintiff relied to prove the guarantee on which the action was brought. In the first, on 8th November, 1861, he wrote, "I have no doubt I can send R. money to pay on Tuesday next, November 12th; just give him time, and I will see you don't lose a shilling by him." On 6th December he wrote, saying, "I really don't know what to do for the best, but something shall be done, so that you shall have your money; I hope I shall be able to get some in, and discharge your bill as soon as possible; you shall hear from me this day week without fail. I have been disappointed, but you shall be paid." And on 8th February, 1862, he wrote, "I received a letter from your solicitor request-V. Abdy, 3 Swanst. 664. ing payment of 251. You are aware that this is all loss to me. I am sorry to say I am still liable to other claims upon me; under these circumstances I hope you will be as favourable as you can. I think if I make an effort to pay 151. to you for my release from this transaction, I will do so at once, as you will then have R. to sue for the balance"-Held, that the above letters were mere unaccepted proposals, and did not constitute a sufficient promise binding within the terms of the Statute of Frauds. Newport v. Spivey, 7 L. T. 328.
Does not invalidate Contract. ]-A contract which is not enforceable by reason of the provisions of the Statute of Frauds, s. 4, nevertheless is an existing contract and is not void altogether, and a fresh contract cannot be implied from acts done in pursuance of it. Britain v. Rossiter, 48 L. J., Ex. 362; 11 Q. B. D. 123; 40 L. T. 240; 27 W. R. 482
The contract mentioned in s. 4 of the Statute of Frauds is not absolutely void if Per Channell, B.:—When a guarantee is given not in writing, as required by the statute, that for the debt of another, it is accepted by the section relating to the mode of procedure, and party to whom it is given, the consideration for not to the contract itself. Consequently such it being an agreement by him to forbear pay-parol contract, though made in a foreign country, ment for the required time; but there was nothing of that sort here. 1b.
To Insure-After Avoided Agreement.]-The plaintiff, through J., his insurance broker, effected an insurance on the ship B., then on her voyage from Newcastle to Genoa, from the 21st of January, 1857, to the 20th of January, 1858; the policy was subscribed by the defendant on the 19th of January for 3,000l. On the 15th, the plaintiff received a letter from the captain, informing him that the vessel had been on shore on the coast of Spain on the 2nd of January, and had sprung a leak, and was forced to go into port for repairs. The plaintiff sent the letter to J., but he did not inform the defendant of the circumstance, and he first heard of it on the 22nd, from an entry in the Casualty Book at Lloyd's, made that day from particulars supplied by the plaintiff. The defendant immediately wrote the following letter to J.-" Understanding that the steamer B. had been on shore, I do not consider that my risk commences until the vessel has been surveyed and repaired." J. did not answer this letter, nor communicate it to the plaintiff. The ship was repaired, and fit
where it is good and capable of being enforced, cannot be sued on in this country. Leroux v. Brown, 12 C. B. 801; 22 L. J., C. P. 1; 16 Jur. 1021; 1 W. R. 22.
Defence of]-A defence founded on the Statute of Frauds cannot now be raised by demurrer. Catling v. King, 46 L. J., Ch. 384; 5 Ch. D. 660; 36 L. T. 526; 25 W. R. 550C. A. S. P., Morgan v. Worthington, 38 L. T. 443.
The statute if relied on must be pleaded. Towle v. Topham, 37 L. T. 308.
b. Sufficiency of Note or Memorandum. i. Generally.
Substantial Compliance Sufficient.]-The substance of the Statute of Frauds being complied with in the material parts, the forms have never been insisted upon where an agreement has been reduced to a certainty. Welford v. Beazley, 3 Atk. 503.
A "rough draft" containing all the essential terms of a contract, and signed by the party to
A note or memorandum of a contract for the purposes of s. 17 of the Statute of Frauds must,
in order to be available in an action on the contract have been in existence when the action
was commenced. Lucas v. Dixon, 58 L. J., Q. B. 161; 22 Q. B. D. 357; 37 W. R. 370C. A.
A note or memorandum in writing, made subsequently to, but evidencing a previous parol contract, is sufficient, within s. 4. Bradford v. Roulston, 8 Ir. C. L. R. 468.
Must be of Complete Agreement.]-The memorandum or note of an agreement required by s. 4 of the Statute of Frauds must be a memorandum of an agreement complete at the time the memorandum is made. Mundy v. Asprey, 49 L. J., Ch. 216; 13 Ch. D. 855; 28 W. R. 347.
A letter from an alleged purchaser inclosing and referring to a draft conveyance in which it was recited that he had agreed to purchase land:-Held, not to be a memorandum of a completed agreement. Ib.
And see cases, supra, 1 b.
ii. Names or Description of Parties. Vendor.]-In order to satisfy the requirements of the Statute of Frauds, the note or memorandum of an agreement for the sale of real estate must contain either the names of the contracting parties or such a description of them that there cannot be any fair dispute as to their identity. Potter v. Duffield, 43 L. J., Ch. 472; L. R. is Eq. 4; 22 W. R. 585.
Where a memorandum of agreement did not contain the name of the vendor, but his name was referred to in a subsequent letter written by the purchaser :-Held, that this was a sufficient reference within the Statute of Frauds. Warner v. Willington, 3 Drew. 523; 25 L. J., Ch. 662; 2 Jur. (N.s.) 433; 4 W. R. 531.
statement of particulars was not a sufficient memorandum in writing, the purchaser's name not being mentioned in it, and that the defect was not supplied by the correspondence. Skelton v. Cole, 1 De G. & J. 587.
On the sale of real estate by auction the particulars stated that the property was put up for sale by the proprietor." No further description of the vendor was given in the particulars or conditions. The auctioneer signed a memorandum in his own name, by which he agreed "that the vendor on his part should in all respects fuifil the conditions of sale mentioned in the particulars." On a bill for specific performance by the purchaser :-Held, that on the particulars and memorandum there was a sufficient description of the vendor within s. 4 of the Statute of Frauds. Sale v. Lambert, 43 L. J., Ch. 470; L. R. 18 Eq. 1; 22 W. R. 47.
An agreement for the sale of real estate did not disclose the name of the vendors, but it appeared therefrom that the vendors were a company in possession of the property offered for sale, and that they had carried on operations thereon:-Held, that the vendors were sufti
to satisfy the Statute of Commins v. Scott, 44 L. J., Ch. 563; L. R. 20 Eq. 11; 32 L. T. 420; 23 W. R. 498. A contract for the sale of land in which the vendor is not named, but is stated to be within the Statute of Frauds. Catling v. King, trustee selling under a trust for sale," is sufficient 46 L. J., Ch. 384; 5 Ch. D. 660; 36 L. T. 526; 25 W. R. 550-C. A.
If, in a contract for sale, the vendor is de-
scribed simply as "proprietor," "owner,"
Semble, a mere reference in a condition of sale to a conveyance or other document of title relating to the property, the name or description of the vendor not being stated in the condition, is not sufficient to import its contents into the contract so as to satisfy the requirements of the Statute of Frauds, even if such conveyance or other document, does show who is the vendor. A contract, which under the Statute of Fraud; is invalid through not naming or sufficiently describing the vendor, is not rendered valid by the fact that the purchaser knew, at the time he entered into the contract, who the vendor was. Ib.
particulars stated that the sale was by direction of the "owner." The eighth condition, by mistake, stated that the vendor was a trustee for sale :-Held, that although the word "owner" was by itself a sufficient description of the vendor, the subsequent mistake was fatal, and the vendor was not sufficiently designated. Butcher v. Nash, 61 L. T. 72.
During parol negotiations for the purchase of The memorandum which was at the foot of the an estate, the vendor wrote to the purchaser's particulars and conditions stated that V. & Son solicitor, proposing that the solicitor's client were agents for the "vendor," who was described should advance a sum to pay off a mortgage as "vendor" throughout the conditions. The on the property. After further parol negotiations as to the terms, they were agreed upon by parol, and the vendor signed and handed to the purchaser a written statement of the particulars of the property and of the price. On the following day he signed and addressed to the purchaser a letter containing the following passages: "I am about to relet the land at P. for another year, concluding you will agree to it. The Lady-day rents will be mine, and the Michaelmas yours":-Held, that the signed VOL. IV.
A purchaser undertook, in writing, to buy land at a certain price, and to complete within a certain time; but the vendor was not named in
the writing, although there was a reference to a ' intended it to be handed over by T. and O. as a certain firm by name as the vendor's agents, and guarantee to J., who was then negotiating with a provision that "the landlord" should be con- T. and O. to erect for them the building referred sidered as an outgoing tenant. Subsequently, to. T. and O., however, having agreed with the the purchaser wrote a letter to the vendor's plaintiff, instead of J., that the plaintiff should agents with reference to the payment of the erect the building, delivered the document to the purchase-money and the execution by "Mr. C. plaintiff, without the defendant's knowledge or of the deeds" :-Held, that there authority. The defendant afterwards heard of was no sufficient identification of the vendor in and ratified this delivery. The plaintiff, having writing in the original document, and the subse- erected the building, sued the defendant on the quent letter did not so clearly refer to the document, as a guarantee:-Held, that the original document as to supply the deficiency document was not a sufficient written agreeand satisfy the requirements of the Statute of ment, or note or memorandum thereof, by the Frauds (29 Car. 2, c. 3). Coombs v. Wilkes, 61 defendant, to answer for the debt or default of L. J., Ch. 42;  3 Ch. 77; 65 L. T. 56; 40 T. and O.; inasmuch as the name of the person W. R. 77. for whom the document was intended did not in any way appear upon the face of it, so that it did not contain the names of both the parties to the contract. Williams v. Lake, 2 El. & El. 349: 29 L. J.. Q. B. 1; 6 Jur. (N.S.) 45; 1 L. T. 56; 8 W. R. 41.
Where a written offer to purchase land is made to an agent whose name, but not that of his principal, appears in the offer, and the agent accepts on behalf of his principal, naming him, it is sufficiently shown in writing who the contracting parties are to satisfy the requirements of the Statute of Frauds. Filby v. Hounsell, 65 L. J.. Ch. 852;  2 Ch. 737; 75 L. T. 270; 45 W. R. 232.
Mortgagee-Solicitors to "Proposing Lender."] -Upon a contract for a mortgage of land, the solicitor for the intending mortgagor wrote a letter in which he said that he had called on "the solicitors to the proposing lender, and had arranged the proposed loan":-Held, not to be a sufficient description of the intended mortgagee to satisfy s. 4 of the Statute of Frauds. Pattle v. Anstruther, 4 R. 470; 69 L. T. 174; 41 W. R. 625—C. A.
Lessor "Sir."]- The defendant wrote and signed a letter beginning with the word " Sir," and offering to take the lease of a theatre for a fixed term at a fixed rent. This letter was delivered to W., for delivery to the lessor. W. delivered it, and as lessor's agent wrote and sent to the defendant a letter containing an acceptance of the offer by the owner; but this letter was not signed by the defendant nor referred to in any subsequent writing of his. The lessor brought an action for specific performance :Held, that the lessor being only described as "sir" in any writing signed by the defendant, there was no binding contract under the Statute of Frauds, and the action was dismissed with costs. Williams v. Jordan, 46 L. J., Ch. 681; 6 Ch. D. 517; 26 W. R. 230; and see Donnison v. People's Café Co., post, col. 40.
"The Tenant "-Inference.] - By a memorandum of agreement the plaintiff agreed to let a certain brickfield for five years, "the tenant" to pay a certain rent and royalty. Only the name of the plaintiff appeared in the body of the agreement, but it was signed by the defendant and plaintiff :-"Held, that it could not be reasonably inferred that the defendant signed the agreement in any other capacity than that of tenant, and therefore so far as regarded the Statute of Frauds the agreement was valid. Stokell v. Niven, 61 L. T. 18-C. A.
Person for whom Guarantee Intended.]-A defendant wrote, signed, and handed to T. and O. the following document: "Sir, I beg to inform you that I shall see you paid to the sum of 8007. for the ensuing building which you undertake to build for Messrs. T. and O., Thomas Lake." He
iii. Identification of Property.
Admission of Parol Evidence.]-A vendor of leasehold premises wrote a letter to her solicitor stating: "I have closed with Mr. W. for this place" :-Held, a sufficient memorandum in writing within the Statute of Frauds, and that parol evidence was admissible to show what this place" was. Waldron v. Jacob, Ir. R. 5 Eq. 131.
Parcels Extrinsic Evidence.]-A written agreement to sell and purchase "twenty-four acres of land at T." must be taken to refer to land belonging to the vendor, and is a sufficient description within the Statute of Frauds to make extrinsic evidence admissible for the purpose of identifying the land. Plant v. Bourne, 66 L. J., Ch. 643;  2 Ch. 281; 76 L. T. 820; 46 W. R. 59—C. A.
Connecting Documents.]-H. agreed to sell to 0. a freehold estate for 2,3751., and signed a memorandum which contained all the essentials of the contract except that it omitted to mention or refer to the property agreed to be sold. Two days afterwards O., pursuant to the contract, sent H. a cheque of 3751. as a deposit and in part payment of the 2,3757., and H. replied by letter: "I beg to acknowledge receipt of cheque. value 3751., on account of the purchase money for the F. estate":-Held, that parol evidence was admissible to explain the circumstances under which the letter was written, and that, as such evidence connected the letter and the memorandum, the two documents read together constituted a sufficient memorandum within the Statute of Frauds. Oliver v. Hunting, 59 L. J., Ch. 255; 44 Ch. D. 205; 62 L. T. 108; 38 W. R. 618.
The plaintiff claimed specific performance of a contract to purchase a house and premises sold by auction. After the sale the auctioneer signed the following memorandum at the foot of the conditions: The property duly sold to A. Shardlow, butcher, Pinxton, and deposit paid at close of sale," and he also sigued this receipt : "Pinxton, March 29th, 1880. Received of A. Shardlow the sum of 217. as deposit on property purchased at 4201. at Sun Inn, Pinxton, on the above date. Mr. G. Cotterell, owner." The Statute of Frauds was set up in defence. The conditions contained no description of the pro
perty sold, but posters had been put up describ-ditional on his making those arrangements. ing the property to be sold on the 29th of Ultimately the parties differed as to the coveMarch at the Sun Inn :-Held, that the word nants to be inserted in the lease, and the plaintiff "purchased" was enough to connect the receipt commenced his action for specific performance :-with the conditions of sale, though not with the Held, that although where an agreement is clear poster. That the description in the receipt and the court must act upon its own view of the conditions was sufficient to satisfy the Statute of construction without regard to the view enterFrauds. Shardlow v. Cotterell, 51 L. J., Ch. tained by the parties, yet where a party has 353; 20 Ch. D. 90; 45 L. T. 572; 30 W. R. 143 throughout insisted on one construction of an -C. A. obscure agreement he cannot get specific performance on the footing of the opposite construction. Ib.
Land indefinite-Land belonging to Another -Agency.]-A proposal had been made that the two plaintiffs should buy a triangular field of about three acres, and that the defendant should buy half an acre of it from them. One of the plaintiffs and the defendant met on the field: the defendant wished to have a piece in one of the angles, and the plaintiff stepped so as to mark out where a base line would cut off half an acre. Some days afterwards the same plaintiff wrote to the defendant asking her to let them have a letter agreeing to purchase the half acre she had selected for 3501. She wrote back, not expressly referring to the other letter, that she was willing to take half an acre of the land as agreed upon for 3501. The plaintiffs did not obtain a contract with the owner of the land for the purchase until the 4th of November, which was three months afterwards. On the 13th of November the defendant threatened to withdraw, and on the 20th of November her solicitors wrote that she did withdraw from the contract:Held, that the small element of uncertainty in the measurement of the land might be disregarded, and that the parties must be considered as having determined the exact piece of land to be taken; that the second letter contained a sufficient reference to the first; and that the two letters formed a valid contract within the Statute
A paper in these terms. "I agree to let the premises in G. L., containing three stables, &c., for the same rent, and subject to the same conditions that I hold them myself," even though ratified by the proposed lessee, as it does not state the duration of the term, does not contain enough to constitute a memorandum within the Statute of Frauds. Fitzmaurice v. Bayley, 9 H. L. Cas. 70; 6 Jur. (N.S.) 1215; 3 L. T. 69; 8 W. R. 750.
A lessee, D., wrote to his landlord's agents, asking for an extension of his term for twentyone years from the termination of his present lease, and offering a premium. The landlord wrote to his agents declining D.'s offer, but adding, "As the lease will not run out for the next two years, I think there is plenty of time to think over the matter. However, if Mr. D. is very urgent, I will consent to grant him a lease for twenty-one years at 501. a year, and a premium of 1001." The latter part of the letter was communicated to D., who accepted the offer :-Held, that D. was entitled to a lease for twenty-one years at a rent of 50l. a year, and a premium of 1007., commencing from the expiration of his existing lease. Wood v. Aylward, 58 L. T. 662-C. A.
An agreement in writing between A. and B., of Frauds, and that, though the two plaintiffs that on paying 207. B. was to get possession of a were the purchasers of the land, and the letters farm of land, and also a lease for twenty-one forming the contract passed between the defen-years, at the yearly rent of 167. a year; and that dant and one only of the plaintiffs, he must under the circumstances be considered as agent for the other as well. Wylson v. Dunn, 56 L. J., Ch. 855; 34 Ch. D. 569; 56 L. T. 192; 35 W. R. 405; 51 J. P. 452.
For Commencement of Term.]-An executory agreement for a lease does not satisfy the Statute of Frauds unless it can be collected from it on what day the term is to begin, and there is no inference that the term is to commence from the date of the agreement in the absence of language pointing to that conclusion. Jaques v. Millar (6 Ch. D. 153) overruled. Marshall v. Berridge, 51 L. J., Ch. 329; 19 Ch. D. 233; 45 L. T. 599; 30 W. R. 93; 46 J. P. 279-C. A. See also May v. Thomson, 20 Ch. D. 705.
The plaintiff offered to take a lease of furnaces from the defendant, conditionally upon his being able to make arrangements with other persons as to ore. A loosely-drawn memorandum was shortly afterwards signed by the parties, substituting certain other rents for the rents mentioned in the letter, which in other respects was to form the basis of the agreement. The defendant, understanding that the lease was to begin immediately, offered possession to the plaintiff at once, but the plaintiff refused to take it as he had not yet made arrangement for ores, and continued to treat the agreement as con
B., on giving up possession at the end of twentyone years, having done no injury, was to get his money returned:-Held, to constitute a valid agreement for an executory demise for twentyone years from the date of the payment of the 201. Erskine v. Armstrong, 20 L. R. Ir. 296— C. A.
Where an agreement in writing for a lease for a term of years did not expressly state the date at which the term was to commence, but contained a reference to circumstances from which such date could be clearly ascertained :-Held, sufficient to satisfy the Statute of Frauds, and specific performance of the agreement was decreed. Phelan v. Tedcastle, 15 L. R. Ir. 169.
The plaintiff made a proposal in writing to the defendant as follows:--June 7th, 1886, to rent same (i.e. licensed house), with fixtures, &c., at 21. 10s. a week. This tenancy to be for two years certain. The plaintiff to have the option of purchase at any time within that term, at a sum of 1,2001. to give solvent security in the sum of 5001. for the preservation of the retail licence attached to said premises, and for payment of above weekly rent. The defendant accepted the above proposal in the following terms:-" I accept the within proposal, provided Mr. M. C. is the security." An action being brought by the plaintiff to recover possession of the premises, and for specific performance, the statement of claim alleged that M. C. was
ready and willing to become security, as the name of the vendor had not been disclosed or a defendant was aware, and that the plaintiff went sufficient description given so as to sati. fy the into possession of the premises under the proposal Statute of Frauds; and, secondly, because the and continued therein until the defendant re-letters mentioned only what was the property to sumed possession. The defendant pleaded (inter be purchased and the price to be given for it, but alia) the Statute of Frauds :-Held, that the pro- left the other necessary terms of the agreement, posal and acceptance did not satisfy the require- such as the time when possession was to be given, ments of the statute, as no date was fixed ex- to be settled by a formal contract to be prepared pressly or by reference from which the term was by a solicitor in the ordinary way. Donnison v. to run; also that the acceptance was condi- People's Café Co., 45 L. T. 187-C. A. tional, and that as performance of the condition was not averred, the documents could neither constitute a present demise nor a complete a greement, entitling the plaintiff to specific perf ormance. White v. McMahon, 18 L. R. Ir.
An agreement for a lease of a public-house, dated 1st April, provided for a term of three years with an option to renew for another seven years, and for possession to be given "within one month from this date" :-Held, that the commencement of the term could be collected from the agreement as a whole, and that the day possession was given-a fact on which evidence was admitted-was the date from which the lease was to commence, and consequently that there was a valid contract. Marshall v. Berridge (19 Ch. D. 233) discussed and applied. Lander and Bagley's Contract, In re, 61 L. J., Ch. 707;  3 Ch. 41; 67 L. T. 521.
Where a tenant agreed to surrender an existing lease in consideration of his lessors granting him a new lease, but no date was fixed for the surrender or for the commencement of the new term, such agreement cannot be specifically enforced. Oxford Corporation v. Crow,  3 Ch. 535; 8 R. 279; 69 L. T. 228; 42 W. R. 200.
For Payment-Quality of Goods.]-Where a broker employed by the seller alone, effects a contract by means of a note sent to and accepted by the purchaser, a variation between this note and a note sent by the broker to the seller is immaterial. Letters not containing any reference to the quality or the time for payment of goods sold as agreed upon, do not constitute a sufficient memorandum of a contract to satisfy the Statute of Frauds. Me Caull v. Strauss, 1 Cab. & E. 106.
Omission to state Sale by Sample.]-The defendants purchased at an auction certain lots of maize, the property of the plaintiffs, the bulk of which was in store. In an action for not removing the maize within the time mentioned in the conditions of sale, and to recover the loss upon a re-sale, the plaintiffs and the auctioneer deposed that the sale was by sample, and it appeared that samples had been exhibited at the auction, but the entry in the auctioneer's book of the sales to the defendant omitted to state that the sale was by sample :-Held, that the sale having been in fact by sample, the entry in the auctioneer's book omitted a material term of the contract in not stating that the sale was by sample, and therefore was not a sufficient memorandum of the contract under the Statute of Frauds. McMullen v. Helberg, 6 L. R., Ir. 463
On the 28th March, 1894, the plaintiff and defendant signed a memorandum of agreement, by which the defendant was to take an underlease of a house on certain terms. The date-C. A. from which the underlease was to commence was omitted in this agreement, but it was understood by the parties, at the time, that it was to be the 7th April, 1894. This date was specifically agreed to in writing by subsequent letters :— Held, that there was a contract made on the 28th March, 1894, sufficiently evidenced in writing to satisfy the Statute of Frauds. White v. Hay,
72 L. T. 281.
same infirmity as the entry in the auctioneer's book, and did not constitute a sufficient memorandum of the contract under the Statute of Frauds. Ib.
The plaintiffs having, subsequently to the auction, furnished the defendant with an invoice of the lots sold, stating the quantities, prices, and places where stored, accompanied by a letter referring to such invoice, and requesting payment, the defendant replied by a letter signed by him, in which he acknowledged the receipt of the invoice, and offered to accept the plaintiffs' draft at three months for the amount, and to give them a lien on the goods in the meantime : For giving Possession on Assignment-Name-Held, that the letters were affected with the of Vendor or Sufficient Description.]-Plaintiff was the lessee of vaults in the city of London, under a lease granted by the Mayor and Corporation of London and the Mercers' Company. The defendant company entered into a negotiation for the purchase of the lease. The secretary of the company wrote to the house agents acting for the plaintiff a letter in which he said that the directors thereby offered to purchase the vaults for 2,5007. cash, and to take over a mortgage for 3,5007. on the lease, these terms to include the lease, goodwill, fixtures, &c. The house agents answered as follows: "In reply to your letter of the 7th inst. we are now instructed to accept the offer therein contained, and will forward contract as soon as we obtain it from the solicitor." Differences subsequently arose respecting the time when possession should be given, and eventually the plaintiff brought an action against the defendants claiming damages for breach of contract :-Held, that no binding contract had been entered into, first, because the
Lease of Quarry-As Lessee might Direct.]— A., to whom the owner of a quarry had agreed to grant a lease, agreed on behalf of himself and all persons interested to sell the quarry to B., and "that the lease agreed to be granted by the lessor should be granted as B. might direct." B. having refused to complete the purchase, A. brought an action for specific performance, and in his statement of claim stated his agreement with the owner of the quarry as well as the memorandum of agreement with B., and alleged that B. was aware of the nature of A.'s interest in the quarry, and had accepted the title. B. demurred, on the ground that the memorandum was not sufficient within the Statute of Frauds :-Held, that it was sufficient, but that a defence founded on the Statute of Frauds could not since the Judicature Acts be