But we

tracts by consent the parties must be bound to each other mutually; and that it is always necessary in the case of contracts of purchase and sale, that the price should be agreed upon, for until that is settled there can be no contract. "The price," it is said, "ought to be certain. Formerly, when it was agreed that a thing should be sold at a price to be determined by a third party, it was doubted whether the sale was good or not. have decreed that a contract of sale entered into upon such terms shall stand good; so that if the person appointed fixes the price, such price must be paid, and the thing sold, delivered, and the contract of sale consummated and accomplished; otherwise the buyer shall have an action. against the seller, or the seller against the buyer. But if the person appointed to fix the price either refuses or is unable to do it, the sale comes to nothing, for want of an ascertainment of the price. (7)

Any misdescription of the estate or interest bargained for, and agreed to be purchased and sold, or of the nature, or situation, or extent of the property in a material and substantial point, so far affecting the subject matter of the contract, that it may reasonably be supposed that but for such misdescription, the contract would never have been made, at once releases the purchaser from the bargain. And if the conditions and particulars of sale provide that errors and mistatements shall not vitiate the sale, but that an abatement shall be made in the purchase money, by way of compensation, the provision will extend only to unintentional errors and mistatements in matters of detail, not materially altering the nature of the subject matter of the contract itself; (m) for no man is bound to take an estate or interest essentially different from that which he agreed to purchase. (n)

If an estate be sold by auction in distinct and independent lots at separate prices, it has been held, that a separate contract is created as to each lot. (0) But it is otherwise, if a contract be made for the purchase of several lots at an aggregate price; (p) or if the several lots be so connected together that the possession of all is essential to the use and enjoyment of any one or more of them, and they have consequently been purchased by the vendee as one property. (q)

(1) Justiniani Institut. Lib. iii., tit. 23. De Obligationibus ex consensu, tit. 24. De emptione et venditione, § 1. De pretio certo, vel incerto, vel in arbitrium alienum collato. See also § 2. In quibus pretium consistat. Elmore v. Kingscote, 8 D. & R. 343; 5 B. & C. 583, s. c. Hoadley v. Maclaine, 4 M. & Sc. 340; 10 Bing. 482, s. c.

(m) Flight v. Booth, 1 Bing. N. S. 377; 1 Sc. 190, s. c. Dykes v. Blake, 4 Bing. N. S.

Of the signature to the memorandum.-The fourth as well as the seventeenth section of the statute of frauds, requires the note or memorandum to be signed only by "the party to be charged." The signature of the party seeking to enforce the contract, consequently, is not necessary. (r)

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If a man writes his name in the first person, as I, James Crockford, agree, &c.," this is a sufficient signature. (s) So, if he writes his name against an entry or memorandum in a book or ledger, or indorses his name on printed particulars of sale, printed handbills, or printed descriptions, this is a sufficient signature, and the name may, as previously mentioned, be written in pencil as well as in ink. (t)

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A man may sign also by his initials or by his mark, (u) and it is quite immaterial upon what part of the paper the mark or signature is to be found. The cases have decided that although the signature be in the beginning or the middle of the instrument, it is as binding as if placed at the foot of it, the question being always open to the jury, whether the party having regularly signed it at the foot meant to be bound by it as it stood, or whether it was left so unsigned, because he refused to complete it. (x) But the signature, wherever placed, must, of course, be made with a view of authenticating the document as a concluded contract, and not with a view merely of altering or settling a draft, or approving of proposi· tions and proposal not finally arranged and decided upon. (y)

Signature by agents.-The authority of the agent to sign and execute the leases, assignments, and surrenders, mentioned in the first and third. sections of the statute of frauds, must now be constituted by writing under SEAL. (2)

The fourth and seventeenth sections of the statute respecting contracts for the purchase and sale of lands, or of some estate or interest therein, to be created or transferred at a future period, and not passing any immediate estate, promises by executors and administrators, to be answerable out of their own estates, promises to answer for the debt or default of another, agreements in consideration of marriage, agreements not to be performed within a year, and contracts for the sale of goods and chattels,

(u) Best, C. J, Hubert v. Moreau, 12 Moore, 219. Phillimore v. Barry, 3 N. & P. 228, 1 Campb. 513, s. C.. Baker v. Dening, 8 Ad. & E. 94. Hyde v. Johnson, 2 Bing. N. S. 780.

(x) Lord Abinger, C. B., Johnson v. Dodgson, 2 M. & W. 659.

(y) Sugd. Vend. and Purch. 159-179. (2) 7 & 8 Vic. c. 76, post, ch. 9, sec. 1, PRINCIPAL and AGENT.

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do not render it necessary that the agent should obtain his authority by any written instrument. It has been holden, consequently, with regard to these contracts and promises, that the name of the party sought to be charged, printed by a printer in particulars of sale, or any other printed paper embodying the terms of the contract, may be a signature by a person lawfully authorised," within the meaning of the statute. If the party has recognised and adopted his printed name or signature, if he has sanctioned or permitted the distribution of printed handbills, or printed particulars of sale, in which his name appears, there has been a signature by an agent duly authorised, upon the principle that the subsequent sanction or adoption of the printed name or signature is equivalent to an antecedent authority to the printer to print it. (a) But the mere introduction of a name into a written or printed paper unrecognised by the party, and not brought home to him as having been written or printed by his authority, is, of course, no signature within the meaning of the statute. (b)

An auctioneer effecting a sale by auction, or an auctioneer's clerk taking down the biddings, is the authorised agent of the vendor and purchaser, enabled to sign for both or either of the parties, so as to satisfy the statute of frauds ; (c) but neither of the contracting parties themselves can be the agent of the other for such a purpose; (d) nor can a mere clerk or traveller of one party be an agent to bind the other, unless it be shown that he has received specific and express authority so to do. (e)

SECTION IV.

OF STAMPS ON CONTRACTS.

By various acts of parliament made for the purpose of increasing the revenue of the country, it has been enacted, that "every skin, or piece of

vellum, or parchment, or sheet, or piece of paper," upon which certain classes and descriptions of deeds, agreements, bills of exchange, promissory notes, and receipts are ingrossed, written, or printed, shall be charged with certain duties, and be marked with certain stamps, and shall not be pleaded or given in evidence in any court, or be admitted in any court to be good, useful, or available in law or equity, unless the same be duly stamped in manner therein mentioned.

These statutes do not require any description of contract to be reduced into writing for the purpose of being stamped; they simply provide that when expressed in writing, the paper, parchment, or vellum upon which the contract is written, shall not be received in evidence or have any legal force or validity, unless a stamp of a specified value and amount has been affixed to it.

Stamps on deeds.-Some of the provisions of the various statutes imposing stamps on deeds have been shortly referred to in a previous chapter. (a)

By the last general stamp act, (55 Geo. 3, c. 184,) which regulates the ad valorem stamp upon bonds, (b) conveyances (c) grants, leases, (d) assignments, and surrender of leases, (e) mortgages, (f) assignments and transfers of mortgages, (g) indorsements on mortgage deeds, declarations of trust, (h) deeds of partition, assignments, bills of sale, (i) and almost every class and description of contract under seal, and on all attested and authenticated copies, (k) extracts, and memorials of deeds, according to the provision of a schedule thereto annexed, it is enacted that every "DEED of any kind whatever, not otherwise charged in this schedule, nor expressly exempted from all stamp duty," shall be stamped with a 17. 15s. stamp. "And where the same, together with any schedule, receipt, or other matter put or endorsed thereon, or annexed thereto, shall contain 2,160 words or upwards, then for every entire quantity of 1,080 words contained therein, over and above the first 1,080 words, a further progressive duty of 17. 5s." (1) There is, then, an exemption from all duty in favour of contracts made "for promoting the residence of the parochial clergy, by making provision for building, repairing,

(a) Ante P. 11.

(b) 7 M. & W. 590.

(e) 2 Ad. & E. N. S. 321.

(d) 12 M. & W. 401; 2 Esp. 595.

(e) 11 Ad. & E. 796.

(f) 11 M. & W. 561; 4 Ad. & E. N. S. 475. (g) 8 Ad. & E. 248; 4 Ad. & E. N. S. 615.

(k) 11 M. & W. 812.

(i) 5 M. & S. 228; 12 East, 471.

(k) Attested copies of deeds must be stamped before they can be given in evidence, but an unattested copy may be read without a stamp, when the original is in the hands of the opposite party, and he has refused to produce it after notice. Braythwaite v. Hitchcock, 10 M. & W. 494.

(4) See the general exemption at the end of Part I., of the Schedule.

or purchasing houses and other buildings, for the use of their benefices, also relating to the sale and redemption of the land-tax, and all transfers of shares in the funds, leases, conveyances, and other instruments relating to the land revenues of the crown, and all contracts relating to the transportation of convicts. (m)

Bills of exchange, drafts, or orders for the payment of money.

The amount of stamp duty on bills of exchange, drafts, or orders for the payment of money, is regulated by the several amounts of such bills, drafts, or notes, and the time they have to run. It is provided in the schedule of the act, that every inland bill, draft, or order for the payment of money, weekly, monthly, or at any other stated period, if made payable to "the bearer," or to "order," or if delivered to the payee or some person on his or her behalf, where the total amount of the money thereby made payable, shall be specified therein, or can be ascertained therefrom, shall be charged with the same duty, as on a bill payable to bearer or order on demand, for a sum equal to such total amount; but where the total amount of money thereby made payable shall be indefinite, the same duty as on a bill on demand for the sum therein expressed only. And it is provided and enacted, that all drafts or orders for the payment of any sum of money by a bill or promissory note, or for the delivery of any such bill or note in payment or satisfaction of any sum of money; where such drafts or orders shall require the payment or delivery to be made to the bearer or to order, or shall be delivered to the payee, or some person on his or her behalf, and also all receipts given by any banker or bankers, or other person or persons, for money received, which shall en title, or be intended to entitle, the person or persons paying the money, or bearer of such receipts, to receive the like sum from any third person or persons, shall be deemed, and taken to be bills, drafts, or orders for the payment of money, within the meaning of the act. Also all bills, drafts, or orders for the payment of any sum of money out of any particular fund, which may or may not be available, or upon any condition or contingency which may or may not be performed or happen, if the same shall be made payable to the bearer, or to order, or if the same shall be delivered to the payee, or some person on his or her behalf. There is, then, an express exemption from all duty in favour of drafts or orders for the payment of money to the bearer on demand, drawn upon any banker, or person acting as such, () residing or transacting business within ten

(m) For the several rates of duty chargeable upon various contracts, see the schedule 55 Geo.

3, cap. 184.

(n) Castleman v. Ray, 2 B. & P. 383; exparte