party, which have been fully considered in Chapter XII. and need not be repeated here. Thus, if the owner is revealed to the buyer, the commission merchant assumes, in general, no responsibility himself; but if he says nothing about who owns the goods, or sells them as his own, acting as the principal, he assumes all the responsibilities of a principal.

CHAPTER XXI.

BROKERS.

1. Definition.-A broker is one employed by the owner of property in the negotiation of certain contracts with reference to it. A BROKER IS AN AGENT TO MAKE CONTRACTS. If the property is merchandise, and the contract he is employed to make is a sale, he is called a merchandise broker. This kind of a broker is much like a commission merchant, the difference being only that the former does not have possession of the property, while the latter does. A broker therefore has no lien on the property, for a lien is a right to keep.*

2. Kinds. Besides merchandise brokers there are many other kinds, and therefore the term "broker" is a broader and more indefinite term than "commission merchant." There are bill and note brokers, who buy and sell for others drafts, bills and notes; real estate brokers, who buy and sell real estate or mortgages on real estate, for others;

* When a merchandise broker sells goods, he makes out two papers, one for the seller and the other for the buyer, and delivers them to the respective parties. The two papers taken together make a written contract of sale (form 22).

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stock brokers, who buy and sell for others the stock and bonds of States, railroads, etc.; insurance brokers, who act for the owners of property in obtaining insurance upon it, in settling losses, etc.; and several other kinds.

3. Responsibility to Principal.--The contract between the broker and the owner of the property for whom he acts is one of personal service, like all contracts of agency, and we need not here rehearse the general duties attending such a contract (p. 54). In order to understand all the duties assumed by a contract in brokerage, as well as in any kind of business, one must know all the general customs of that business, for unless the agreement makes particular specification of what is and is not to be done, those They are in effect laws. This customs must be followed. shows how necessary it is for any one to understand his business, for he may be assuming responsibilities that he has no idea of.

4. Relation to Third Party.-Here the rules of Chapter XII. are again applicable. Some kinds of brokers act wholly as agents and reveal the names of their principals, and therefore are not themselves responsible for any authorized and honest act: others do not mention their principals, and therefore are, so far as third parties are concerned, the So also many combine a broreal principals themselves. kerage business with an individual business, but these rules only apply to them as brokers.

SUMMARY OF LEADING RULES OF SALE OF GOODS.

I. REQUISITES OF A SALE.

1. A SALE IS an agreement to exchange property for money.

2. Being a contract, a sale must have all the requisites of a BINDING CONTRACT.

3. Property, to be sold, must be IN EXISTENCE.

4. It must BELONG to the seller: the true owner of property can claim it at any time and in whosever hands he finds it.

5. Except MONEY AND NEGOTIABLE SECURITIES payable to bearer: whoever obtains them (1) before they become due, and (2) gives something in consideration, and (3) has no reason to suspect that the one from whom he obtains them has not the full right to transfer them, obtains the same right to them that he would if the other party were the real owner.

6. A sale is not complete unless PARTICULAR PROPERTY is referred to or set apart.

7. An agreement to pay MONEY is a necessary element of a sale.

8. In every sale where the price is not fixed there is an IMPLIED AGREEMENT that the buyer shall pay what the goods are reasonably worth.

II. INCIDENTS OF A SALE.

1. DELIVERY is not essential to a sale as between the parties, but it is as to third parties.

2. A buyer has the RIGHT TO TAKE the goods when he pays for them, but not until then.

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3. If, before the goods sold on credit reach the buyer, the seller hears of his FAILURE and orders the carrier not to deliver them, the seller may retake them and hold them until paid.

4. In every sale of personal property there is an implied

WARRANTY OF OWNERSHIP.

5. If there was no express agreement as to QUALITY OR FITNESS the buyer must take the risk.

III. COMMISSION MERCHANTS.

1. Commission merchants are AGENTS TO SELL goods. 2. A commission merchant has a RIGHT TO KEEP any goods of his principal's which are in his hands, until he has been paid all commissions, advances, and expenses, due to him from the owner.

IV. BROKERS.

A broker is an AGENT TO MAKE CONTRACTS.

REVIEW QUESTIONS.

Sale of Goods.

1. What is a sale? Is it a contract?

State the difference between
What is title? Do possession

a sale and an agreement to sell.
and ownership always go together? Is a sale complete until
the goods are delivered? Or until paid for?
ment is it complete?
when and why it is important to know the moment a sale is
complete.

At what mo-
What is a conditional sale? Show

2. State the five things necessary in every sale. Take in order the seven requisites of a binding contract, and show how each one applies to the case of sales.

3. May one agree to buy a thing which does not now exist, but is to grow, or to be made?

4. If one sells property which he does not own, or which he has no right to sell, will the purchaser or the real owner be entitled to keep the property? Can one be deprived of his property State the rule in this respect, as to ne

without his consent?

gotiable securities. What are negotiable securities?

5. If something is ordered, but no particular article of the kind is designated, is there a sale? If something is ordered and a particular article is afterwards set apart in accordance with the order, but is destroyed before being delivered, whose is the loss?

6. Must a particular price be mentioned to make a sale?

7. What is the difference between sale and barter?

8. What is the sale of a debt?

9. What is the difference between a requisite and an incident of a sale?

10. Does property sold ever become the buyer's before it is delivered to him?

11. In what case (if any) is delivery necessary to make the property

the buyer's? Why?

12. When has the seller a right to keep the property? How long may he? What is the right called? Has he this right when he sells on credit?