Prosecution of to authorize certain attornies to prosecute; No. LXXIII. robbery burglary larceny felony or or. criminal offence agst the psn or property of us or any of us or by means whof we or any of us or of our property shall be affected or injured And shall and will prosecute to conviction all such offenders And for that purpe we do hby nominate appt and empower M. W. and C. H. atties at law or either of them but nevertheless under the direction and control of the committee hnaftr mentd to take and use all Iful ways and means to prosecute convict and bring to to offer rewards justice all and evy such offender or offenders And we agree for detecting offenders, and procure a pardon for accomplices, for defraying for the better discovering and bringing to justice of such offenders that we will give such reward to any psn or psns who shall inform and give evidence agst such offender or offenders as shall be thought proper by the committee to be constituted as hnaftr mentd And in case it shall be necessary that we will use our best endeavours to procure a free pardon for any accomplice or accomplices who shall be concerned in any of the offences afd and shall make a full discovery and give evidence thof so that one or more of such or, offender or offenders may be convicted and brought to justice on such information and and to subscribe discovery (a) And for the purps afd we do hby furr agree for the present to advance and subscribe the sum of shillings to defray the expences of prosecutions and rewards and such or. necessy and incidental exps as shall or may be incurred thby and also from time to time whenever required to advance and subscribe such furr sums of money for the purps afd as the sd committee shall deem expedient in that behalf And that all the costs chas rewards and exps whatsoever which shall be incurred and sustained in any manner in or about the prosecution of such offenders and in carrying this agrt into effect shall be pd out of the sd subscription-funds which shall be lodged in the hands of I. H. and Co. bankers for the purps afd And it is hby mutually agrd by and betn the pties hto that any the expences; to elect a committee annually. (a) If the expences are to be raised by a rate, say, "And for the purps afd we hby agree that all costs chas and exps whatsr which shall be incurred and sustained in any manner in or about the prosecution of such offenders and carrying the present agrt into effect shall be pd and raised by us and evy of us jtly by an equal and proportional pound rate and assessment in proportion to the yrly value of the messes lds tents and heredts by us resply held and occupied within the said township according to the value at which the same are rated for the relief of the poor within the same township." five of the same pties to be elected annually out of the whole 18 No. LXXIII. SECT. 1. By the Statute of Frauds, an agreement for the sale of Agreement must an estate of any lands, tenements, or hereditaments, or any interest in be in writing. or concerning the same, will not be binding until it is reduced into writing, even although a deposit has been paid, Blagden v. Bradbear, 12 Ves. 466; but a note or letter will take a case out of the statute, Ford v. Complin, 2 B. C. C. 32. An agreement for the sale of timber or potatoes growing upon the land has been held not to be within the statute, because they are mere chattels, and the contract (e) Also add, if necessary, "Provided furr that if any of us whose names are hereunto subscribed shall at any time hrnftr leave and depart from the sd township and shall not hold occupy or enjoy any messes lds tents or hereds within the same township then we so departing shall be immly discharged from this agrt on paying up his her or their proportion of expence thus incurred (if any) in carrying into effect the purps of the sd association." Sale of an Agreement when void or otherwise. Construction of Stipulation as to the title. As to necessary parties. As to subsisting leases. Consideration. does not confer any exclusive right to the land for a time, Hob. 173; Ld. Raym. 182; Parker v. Stanniland, 11 E. 362; Emmerson v. Heelis, 2 Taunt. 38. When there is an agreement for the sale of real and personal property together, it is held to be an entire contract; and if void as to the land will be void in toto, Cooke v. Tombs, 2 Anst. 425; see further 1 Sugd. V. & P. 142, et seq. 10th edit.; also Dig. p. ii. tit. FRAUDS (STATUTE OF). 2. An agreement for a sale ought to be drawn with great care, so as to contain every important particular. Nothing can be added by parol evidence to supply an omission in an agreement after it has been correctly reduced into writing, provided it was drawn according to the intention of the parties at the time, Omerod v. Hardman, 5 Ves. 730. Neither in the construction of agreements will the acts of the parties, tending to show their own conception of the meaning, be taken into consideration, Clifton v. Walmesley, 5 T. R. 564; Iggulden v. May, 7 E. 237; 9 Ves. 325; see further as to how far parol evidence is admissible to vary or annul written agreements, 1 Sugd. V. & P. chap. iii. sect. viii. ix.; Dig. p. ii. tit. FRAUDS (Statute of). 3. Notwithstanding the usual clause, " Provided the title be approved by the purchaser's counsel," yet, if it appear to a Court of Equity to be good, a purchaser will be bound to complete the contract, although it may be objected to by his counsel, Lewis v. Lechmere, 10 Mod. 505; Camfield v. Gilbert, 4 Esp. 221; unless it be otherwise expressly stipulated by the parties. 66 4. As to the words "necessary parties," usually inserted in agreements, they are particularly important when the estate is purchased of trustees or executors, as, without such stipulation, it appears that a purchaser cannot insist on any of the cestui que trusts being parties, nor upon any other covenants from the trustees or executors, except that they have not incumbered, Wakeman v. Duchess of Rutland, 3 Ves. 236, 505. 5. If a person contract for the purchase of an estate with notice of a subsisting lease, he will be considered conusant of the contents of the lease, and be bound by his contract, although such lease should contain covenants contrary to the custom of the country. A purchaser ought therefore either to inspect the lease, or obtain a covenant from the vendor, that it contains such covenants only as are justified by the custom of the country, Taylor v. Stibbert, 2 Ves. jun. 440; 3 Sugd. V. & P. 440, 10th edit. 6. The consideration in an agreement for the sale of an estate must be either certain or reducible to a certainty. A contract for the sale of an estate at so many years' purchase, or at so much per acre, instead of a specified sum, has been deemed a sufficient certainty of price, Milnes v. Gery, 14 Ves. 408; Shannon v. Bradstreet, 1 Sch. & Lef. 73. Sale of an veyance. 7. The expence of preparing a conveyance must, according to the Expence of established practice of the profession, be borne by the purchaser, if preparing con. there is no express stipulation to the contrary, 2 Ves. jun. 155. And it appears also now to be decided, that he must prepare and tender the conveyance to the vendor, Baxter v. Lewis, Forr. 61; 1 Sugd. V. & P. 376, 10th edit. But, as this is a doubtful matter, it ought to be expressly stipulated in the agreement. Where a term has once been assigned to attend the inheritance, and a purchaser wishes it to be again assigned, it is apprehended that it ought to be done at his expence, but the title must be deduced at the expence of the vendor, 3 Sugd. V. & P. 10th edit. 9. vendor must tract. 8. Where an agreement has been entered into to sell an estate, the Consequences heirs of the vendor are bound by the contract, although not expressly of the contract. named, Gill v. Vermuden, 2 Freem. 199. And now by 11 G. 4 & 1 Representatives. W. 4, c. 60, s. 16, the representatives of any deceased vendor are to be of deceased trustees for the purchaser after a decree for a specific performance; complete conso likewise persons in whose names purchases are made; so, by s. 17, tenants for life &c. of estates devised in settlement may be directed to convey after a decree for specific performance; and by 1 W. 4, c. 65, s. 27, committees of lunatics may convey in performance of covenants under direction of the Lord Chancellor, see Dig. p. ii. tit. COURTS (EQUITY). So a purchaser, being considered in equity to Liability of be owner of the estate from the time agreed on for completing the purchaser. contract, is liable to any loss which may happen to the estate between the agreement and the execution of the conveyance, Paine v. Meller, 6 Ves. 349; 1 Sugd. V. & P. 277, 10th edit. If, therefore, the subject of the contract be that which may be destroyed by fire, it is prudent to stipulate, either that the purchaser should insure, or that the vendor should keep on the insurance. By the same rule, a purchaser will be intitled to any benefit which may accrue to the estate in the intermediate time; as if a person agree to give an annuity for the life of the vendor, or other contingent consideration for an estate, and the vendor die before the conveyance is made, the purchaser will be intitled to a specific performance of his contract, unless it be expressly stipulated to the contrary, Mortimer v. Capper, 1 B. C. C. 156; Jackson v. Lever, 3 ib. 605; 9 Ves. 246. Another consequence of the general rule in equity, that what is agreed to be done is considered to be done, is, that the purchaser who contracts for the purchase of an estate will be intitled to the rent, and the vendor to Purchaser intitled to intermediate profits. Sale of an Time of the essence of the contract. Penal clause. interest for his money, until the execution of the conveyance, Seton v. Slade, 7 Ves. 274. But as the rate of interest to be paid by the purchaser is not fully settled, and frequent disputes arise on account of the delays on one side or the other, it seems desirable that these points should be determined by some express stipulation, Sugd. V. & P. Append. No. VI. Another consequence of the rule above mentioned is, that an agreement to surrender copyhold lands will operate to bar the widow's free-bench, although the husband die before the surrender is perfected, Hinton v. Hinton, 2 Ves. 631; Brown v. Raindle, 3 Ves. jun. 256; but as to dower, see DOWER. In sales by private agreement it is usual to fix a time for completing the contract. This is of importance, as it is now held (contrary to former decisions) that time is of the essence of the contract, Lery v. Lindo, 3 Mer. 84. 9. As to the penal clause very frequently inserted in agreements of this kind, see ante, AGREEMENTS, sect. 8; see also further, post, PURCHASES. No. LXXIV. Sale of Freehold. Parties. to sell, No. LXXIV. Agreement for the Sale of a Freehold Estate. Articles &c. (see ante, No. XLVI.) Betn. (Vendor) of &c. for himself his hrs (a) exs and ads of the one pt and (Purchaser) of Vendor agrees &c. for himself &c. (b) of the or. pt Witness That the sd (V.) doth hby agree with the sd (P.) to sell to him the sd (P.) All those messes lds &c. (parcels) with the appts for the sum of £ (c) to be pd at the time and in the manner hraftr expssd And that he the sd (V.) shall and will within the date hereof at his own expence furnish the solicitor of the sd (P.) with a full and satisfactory abstract of the title of him the sd (V.) to the whole of the sd preses And will also at his own expence deduce a clear title thto And also that he the to furnish abstract of title; that necessary parties shall join in executing conveyance. weeks from (a) As to the word "heirs" see ante, AGREEMENTS, Pref. sect. 2. (c) Or, if it be so agreed, say, "after the rate of to the present annual value of sum of £ on the day of yrs purchase according ." Or, " for an annuity or clear yearly payable to the sd (V.) during his life by half-yrly payments sd preses and furr secd by the bond of the sd (P.) with a warrant of attorney |