Ibid.

36. Where the purchase-money for real of his principal, considered and determined. estate was, according to agreement, sent in the care of the vendor's agent, although it never reached the vendor, the vendee is entitled to recover back said purchase-money with interest, upon the vendor's failure to make the conveyance. Sykes v. Bates, 26 Iowa, 521.

37. When principal bound. Where one is authorized as agent of another to purchase land and fix the terms of payment, receives from the vendor a title bond or contract, his principal is bound by the conditions thereof, as to payments, and suit may be maintained against him thereon, notwithstanding the fact that the agent, without authority, executed, in the name of the principal, notes for the amount of such payments. Huse v. McDaniel, 33 Iowa, 406.

II. NOTICE TO AGENT.

38. Notice to agent. Notice to an acknowledged agent is notice to his principal. Warburton et al. v. Lauman, 2 G. Gr. 420; Jones v. Bamford, 21 Ibid. 217; Allen v. McCalla, 25 Ibid. 364.

III. QUESTIONS

43. When an order was given to a firm of warehousemen, authorizing them to receive from a railroad company all goods belonging to the drawer, carried by said company, after which said firm was dissolved, and a new firm, composed of a portion of the members of the old one, was formed. Held, that the new firm derived no authority from said order to receive goods from the drawer. Angle & Co. v. The Mississippi and Missouri R. R. Co., 9 Iowa, 487.

44. To bind a principal by the representations of a third person, the agency of such third person must be shown otherwise than by proof of his own declarations. Moffitt v. Cressler, 8 Iowa, 122.

45. Evidence. A, as authorized agent, drew a bill of exchange to the order of B, for means furnished his principal, C, in carrying on his business, appending to his signature the word " 'agent," without stating for whom he was agent. Held, that A, on being released from liability to B, became a competent witness to BETWEEN PRINCIPAL AND prove the nature of the agency transaction, and THIRD PERSONS.

par

39. Limited authority as affecting third ties. The limited authority of an agent will not control the rights of third persons to whom the principal has so acted as to induce them to assume that the agent was vested with more general, or unlimited powers. Keenan v. The Missouri State Mutual Ins. Co., 12 Iowa, 126; and Ryder v. the same, Ibid.

40. The transfer of a chattel by the principal to his agent, with authority to make specific use thereof, does not empower the agent to make a sale to a third person so as to transfer a title, even when such person becomes owner of the same for a valuable consideration and without notice of the real ownership. Fort v. Wilson, 3 Iowa, 153.

41. Onus probandi. In an action of replevin by the principal to recover the possession of property sold on a credit by an agent acting under a special authority, the onus of showing that the sale was in accordance with the usages of trade, and that the credit was not unreasonable, lies upon the defendant, or vendee. Payne v. Potter, 9 Iowa, 549.

42. The weight of evidence tending to show the authority of an agent to sell the property

that for that purpose letters between him and his principal were admissible. It was also held that

as B advanced the means under circumstances which justified the belief that he was responsible, and would pay the amount advanced for his benefit, he might file the bill of exchange for cancellation and recover on the common counts. Thurston & Webb v. Mano, 1 G. Gr. 231.

46. Act of agent: setting apart of promissory note. If an agent in good faith set apart a sum of money, or chose in action, and treat it as the property of the principal, a court of equity will, at the option of the principal, treat it as his unless the paramount interest or lien of some third person intervenes. Perry v. Smith & Loomis, 15 Iowa, 202.

47. In setting aside a promissory note as the property of another, it is not essential to indorse an assignment on the instrument. It may be done by a separate writing or by any other act which shows clearly and unequivocally that the title has passed from the payee to the assignee. Ibid.

48. Payment to agent. If a debtor, owing money on a written security, pays to or settles with another as agent, it is his duty, at his peril, to see that the person thus paid or settled

Questions between Principal and Third Persons

with is in possession of the securities. If not in possession, the debtor must show that the person to whom he made the payment, or with whom he made the settlement, had special authority or had been represented by the creditor to have such authority. Tappan v. Morseman, 18 Iowa, 499.

49. Fraud of agent. The fraud of an agent in paying a claim is no protection to the principal, even though he has settled with the agent

and allowed him in full the amount of said

58. Where a contract purports to be exclaim. Noble v. The Steamboat Northern Illi-ecuted by one in his own behalf, parol evidence

nois, 23 Iowa, 109.

50. Apparent authority to agent. Where a party gives another apparent authority as his agent, he is bound by the acts of such agent, unless the third person knew the agent's actual | authority. Adams v. Boies & Barrett, 24 Iowa, 96.

51. Father and child. A contract made by an agent in his own name, which would, as between the agent and the party he contracted with, bind the agent personally, may, nevertheless, be enforced by the principal. Darling v. Noyes, 32 Iowa, 96.

is not admissible, in an action brought upon the instrument, to show that in fact he signed it as an agent of another, for the purpose of charging the latter as principal. Following Harkins v. Edwards & Turner, 1 Iowa, 462; Davison & True et al. v. The Davenport Gas-light and Coke Co., 24 Ibid. 419.

59. action upon the special facts. But it seems that if the alleged principal in fact received the consideration, and the benefits of the contract inured to him, then, in equity at least, an action might be maintained against him upon the special facts of the case. Ibid.

60. Where the name of the principal and the relation of the agent is stated on the note or contract, and the agent is authorized to make such note or contract, the principal alone is bound unless the intent to bind the agent personally clearly appears. Ibid.

61. The question of liability does not turn generally upon the form of the signature, but upon the fact whether the relation of principal and agent is fairly disclosed upon the face of the paper. Ibid.

54. Personally liable. If A drew a bill on B, 62. An instrument read as follows: "We, payable to the order of C, appending the word the undersigned, agree to pay to the steamboat "agent," without stating for whom he is agent,«Badger State," or whatever person or persons he is personally liable, and is not competent as a shall show themselves legally entitled to witness to prove agency. Webb & Thurston v. receive the same, whatever may be found due Mauro, Mor. 488. as general expense or average, on a certain lot of damaged goods, which was recovered from said boat; said goods being the same or certain lot that was on board the said "Badger State" when she sank in the Des Moines river, near Ottumwa, on the 17th day of May, 1853, and shipped by, and insured in, open policies of Messrs Cleghorn, Harrison & Co. and J. W. Ross on account of C. and J. Hackett of Indianola, Iowa, and now marked C. and J. Hackett, Dudley;" which instrument was signed "Edwards

55. Alteration of contract. When an agent makes a contract in his own name, he cannot, after his principal refuses to ratify it, make him responsible by changing the contract by signing his name as principal and his own as agent. Lucas v. Barrett, 1 G. Gr. 510.

56. Liability on written instrument. Where the name of the principal and the relation of the agent is stated in a note or contract, and the agent is authorized to make such note or con

Questions between Principal and Agent - Ratification.

make the sub-agent responsible directly to the principal; but the fact that the principal knows that a sub-agent or factor will be employed does not relieve the liability of the agent to the Loomis, Conger & Co. v. Simpson,

& Turner, agents, Franklin Marine and Fire In-
surance Company, New York, and on which suit
was brought against the insurance company
and Edwards & Turner, it was held, that Ed-
wards & Turner could not be charged on the principal.
face of the contract and were not personally | 13 Iowa, 532.
liable. Harkins v. Edwards & Turner, 1 Iowa,
428.

70. When the employment of a sub-agent is necessary to the transaction of the business of 63. Agent responsible when acting for cor- the principal, if the agent makes a fit and suitporation not existing. When the grantors pur-able selection he is not responsible to the prinport to execute a deed containing covenants as the officers and agents of a banking corporation which has no legal existence, they are personally liable under the covenants of the deed. Allen v. Pegram et al., 16 Iowa, 163.

V. QUESTIONS BETWEEN PRINCIPAL AND
AGENT.

64. An agent suing in his own name is not in a position to assert or protect the rights of his principal. McNorton v. Akers, 24 Iowa, 370. 65. Presumption when agency is not dis closed. Where a party contracts, the legal presumption is, that he binds himself personally, unless it is shown affirmatively that he acted and promised for a principal. Curts v. Scoles and Turner, 1 Iowa, 471.

66. Parties. A person who acts as the mere agent of another in a transaction ought not to be made a party to a suit unless he is charged with fraud in the transaction. He has no interest in the suit, and the other parties have a right to his testimony. Lyon v. Tevis, 8 Iowa, 79. 67. Conversion: demand. When an agent renders an account to his principal of a sale of property made on commission, he is not liable in an action for the money in his hands before a demand for the money or instructions to make a remittance. Haas v. Damon, 9 Iowa, 589.

68. Exchange of property. When an agent exchanges property intrusted to him to sell on commission for other property, he is liable to the owner for the value thereof, and the owner may maintain an action therefor without showing a demand for a return of the property, or for an account. Ibid.

69. Delegation of authority. While the authority of a factor or an agent cannot be delegated, a principal may confer the power of delegation or substitution, either expressly or impliedly; or may, after delegation by the agent, ratify or confirm the same in such manner as to

cipal for his acts. Ibid.

71. Compensation. When the agent is guilty of such fraud upon the principal in the transac tion of the business of his agency as to compel the principal to resort to litigation to protect his rights, the agent forfeits his right to compensation for services; but this does not extend to moneys paid to third persons for their servi ces. Vennum v. Gregory, 21 Iowa, 326.

72. Satisfaction of mortgage for less than due. If an agent, receiving compensation from his principal, satisfies by mistake a mortgage, which he is authorized to collect, for a less sum than is actually due thereon, he is liable to his principal for the deficiency. Kempker v. Roblyer, 29 Iowa, 274.

75. Ratification. The consent of the princi pal to acts of the agent in violation of his instructions, will not be inferred until circumstances are shown as foundation for such inference. Robinson v. Chapline, 9 Iowa, 91; Bailey v. Harris, 8 Ibid. 331.

76. After ratification. A principal cannot, after the ratification of a contract made by another as his agent, avoid the contract on the ground that it was made without authority. Bell v. Byerson & Barlow, 11 Iowa, 233.

77. The conduct of the principal will not be construed as a ratification of a bond executed by an agent, when it does not appear that at

Ratification.

82. Tacit ratification. The authority of an agent may be inferred from the principal's fail-acquiesces in the payment of the purchaseure to complain of, or affirm, the agent's act. Farwell v. Howard, 26 Iowa, 381.