Existing laws preserved subject hereto. Mortgages or pledges. court before which the action depends, to consign or pay into court the price of the goods or part thereof or to give other reasonable security for the due payment thereof. N. W.T., c. 39, s. 57. 58. The rules of the common law including the law merchant save in so far as they are inconsistent with the express provisions of this Ordinance and in particular the rules relating to the law of principal and agent and the effect of fraud, misrepresentation, duress or coercion, mistake or other invalidating cause shall continue to apply to contracts for the sale of goods. (2.) Nothing in this Ordinance shall affect the enactments relating to bills of sale or any enactment relating to the sale of goods which is not expressly repealed by this Ordi nance. (3) The provisions of this Ordinance relating to contracts of sale do not apply to any transaction in the form of a contract of sale which is intended to operate by way of mortgage, pledge, charge or other security. N.W.T., c. 39, s. 58. agent." 1 The expression "mercantile agent" "mercantile agent" means a mer- "Mercantile cantile agent having, in the customary course of his business as such agent, authority either to sell goods or to consign goods for the purpose of sale or to buy goods or to raise money on the security of goods; 2. A person is to be deemed to be in possession of goods or of the documents of title to goods where the goods or documents are in his actual custody or are held by any other person subject to his control or for him or in his behalf; 3 The expression "goods" includes wares and merchandise; 4. The expression "document of title" includes any bill of lading, dock warrant, warehousekeeper's certificate or warrant or order for the delivery of goods and any other document used in the ordinary course of business as proof of the possession or control of goods or authorising or purporting to authorise either by indosement or delivery the possessor of the document to transfer or receive goods thereby represented; "Goods." "Document of title.' 5. The expression pledge includes any contract "Pledge." pledging or giving a lien or security on goods whether in consideration of an original advance or of any further or continuing advance or of any pecuniary liability; 6. The expression "person" includes any body of per- "Person.” sons corporate or incorporate. N.W.T., c. 40, s 2. DISPOSITIONS BY MERCANTILE AGENTS. mercantile 3. Where a mercantile agent is, with the consent of the Powers of owner, in possession of goods or of the documents of title to agents goods any sale, pledge or other disposition of the goods respecting made by him when acting in the ordinary course of busi disposition of goods. Effect of pledge of documents of title. Pledge for antecedent debt. Rights acquired by exchange of goods or documents. Agreements through clerks, etc. ness of a mercantile agent shall subject to the provisions of this Ordinance be as valid as if he were expressly authorized by the owner of the goods to make the same; Provided that the person taking under the disposition acts in good faith and has not at the time of the disposition notice that the person making the disposition has not authority to make the same. (2.) Where a mercantile agent has, with the consent of the owner, been in possession of goods or of the documents of title to goods any sale, pledge or other disposition which would have been valid if the consent had continued, shall be valid notwithstanding the determination of the consent; Provided that the person taking under the disposition has not at the time thereof notice that the consent has been determined. (3.) Where a mercantile agent has obtained possession of any documents of title to goods by reason of his being or having been with the consent of the owner in possession of the goods represented thereby or of any other documents of title to the goods his possession of the first-mentioned documents shall for the purposes of this Ordinance be deemed to be with the consent of the owner. (4.) For the purposes of this Ordinance the consent of the owner shall be presumed in the absence of evidence to the contrary. N.W.T., c. 40, s. 3. f. A pledge of the documents of title to goods shall be deemed to be a pledge of the goods. N.W.T., c. 40, s. 4. 5. Where a mercantile agent pledges goods as security for a debt or liability due from the pledgor to the pledgee before the time of the pledge, the pledgee shall acquire no further right to the goods than could have been enforced by the pledgor at the time of the pledge. N.W.T., c. 40, s. 5. 6. The consideration necessary for the validity of a sale pledge or other disposition of goods in pursuance of this Ordinance may be either a payment in cash or the delivery or transfer of other goods or of a document of title to goods or of a negotiable security or any other valuable considera tion; but where goods are pledged by a mercantile agent in consideration of the delivery or transfer of other goods or of a document of title to goods or of a negotiable security the pledgee shall acquire no right or interest in the goods so pledged in excess of the value of the goods, documents or security when so delivered or transferred in exchange. N.W.T., c. 40, s. 6. 7. For the purposes of this Ordinance an agreement made with a mercantile agent through a clerk or other person authorized in the ordinary course of business to make con tracts of sale or pledge on his behalf shall be deemed to be an agreement with the agent. N.W.T., c. 40, s. 7. 8. Where the owner of goods has given possession of the Provisions as goods to another person for the purpose of consignment or to consignors and consignees sale or has shipped the goods in the name of another person and the consignee of the goods has not had notice that such person is not the owner of the goods the consignee shall in respect of advances made to or for the use of such person have the same lien on the goods as if such person were the owner of the goods and may transfer any such lien to another person. (2.) Nothing in this section shall limit or affect the validity of any sale, pledge or disposition by a mercantile agent. N.W.T., c. 40, s. 8. DISPOSITIONS BY BUYERS AND SELLERS OF GOODS. 9. Where a person having sold goods continues or is in Disposition possession of the goods or of the documents of title to the by seller remaining in goods the delivery or transfer by that person or by a mer- possession. cantile agent acting for him of the goods or documents of title under any sale, pledge or other disposition thereof or under any agreement for sale, pledge or other disposition thereof to any person receiving the same in good faith and without notice of the previous sale shall have the same effect as if the person making the delivery or transfer were expressly authorized by the owner of the goods to make the N.W.T., c. 40, s. 9. same. 10. Where a person having bought or agreed to buy Disposition goods obtains with the consent of the seller possession of by buyer obtaining the goods or the documents of title to the goods, the possession. delivery or transfer by that person or by a mercantile agent acting for him of the goods or documents of title under any sale, pledge or other disposition thereof or under any agreement for sale, pledge or other disposition thereof to any person receiving the same in good faith and without notice of any lien or other right of the original seller in respect of the goods shall have the same effect as if the person making the delivery or transfer were a mercantile agent in possession of the goods or documents of title with the consent of the owner. N.W.T., c. 40, s. 10. transfer of 11. Where a document of title to goods has been law- Effect of fully transferred to a person as buyer or owner of the goods documents on and that person transfers the document to a person who vendor's lien takes the document in good faith and for valuable con- or right of stoppage sideration the last mentioned transfer shall have the same in transitu. effect for defeating any vendor's lien or right of stoppage in transitu as the transfer of a bill of lading has for defeating the right of stoppage in transitu. NW.T., c. 40, s. 11. SUPPLEMENTAL. Mode of transferring documents. Liability of agent. Saving for rights of true owner. Saving for powers of 12. For the purposes of this Ordinance the transfer of a document may be by indorsement or where the document is by custom or by its express terms transferable by delivery or makes the goods deliverable to the bearer then by delivery. N.W.T., c. 40, s. 12. 13. Nothing in this Ordinance shall authorise an agent to exceed or depart from his authority as between himself and his principal or exempt him from any liability civil or criminal for so doing. (2.) Nothing in this Ordinance shall prevent the owner of goods from recovering the goods from an agent or assignee under an assignment for the benefit of creditors at any time before the sale or pledge thereof or shall prevent the owner of goods pledged by an agent from having the right to redeem the goods at any time before the sale thereof on satisfying the claim for which the goods were pledged and paying to the agent, if by him required, any money in respect of which the agent would by law be entitled to retain the goods or the documents of title thereto or any of them by way of lien as against the owner or from recovering from any person with whom the goods have been pledged any balance of money remaining in his hands as the produce of the sale of the goods after deducting the amount of his lien. (3.) Nothing in this Ordinance shall prevent the owner of goods sold by an agent from recovering from the buyer the price agreed to be paid for the same or any part of that price subject to any right of set-off on the part of the buyer against the agent. N.W.T., c. 40, s. 13. 14. The provisions of this Ordinance shall be construed common law, in amplification and not in derogation of the powers exercisable by an agent independently of this Ordinance. N.W.T., c. 40, s. 14. agent. Person acting liable unless disclosed. LIABILITY OF AGENT OF NON-RESIDENT PRINCIPAL. 15. Any one acting either as an agent, partner or otherwise as agent to be in any trading, business or calling in the Yukon Territory, full name, etc. for or on behalf of any person, partnership, association or of principal company, not having his or their principal place of business in the Yukon Territory, or not having a regular place of business in the Yukon Territory, is hereby declared to be and shall be held to be personally liable upon any contract, transaction or obligation whatsoever which may be entered into, made, or incurred in the Yukon Territory for, or in, the course of business, trade or calling of such person, partnership, association or company, unless he or they have |