Opinion of the Court-Ducker, J. placed the car in the Service First Garage in Ely, a garage belonging to the Lincoln Highway Garage Company of that city. He told witness Trembath, who was in charge of the garage, that the car belonged to one August Smith. Subsequently Trembath took instructions concerning the car from Smith and washed it at the latter's request. On July 16, 1917, the day Trembath washed the car, Mr. Quayle, of the firm of Chandler & Quayle, attorneys for respondent, and Mr. Mathias, an owner in the Lincoln Highway Garage Company, visited the Service First Garage. They moved the car into a place in the garage where it would not interfere with the moving of other cars and by means of a chain and lock fastened one of the wheels to the frame or spring of the car. Quayle informed Trembath that he took possession of the car for the Studebaker Brothers Company, and if anything occurred in regard to it to tell any of the parties that the key was over at the office of Chandler & Quayle. He also informed Mathias that subsequent storage claims or charges would be paid by respondent, or Chandler & Quayle, as its agents. On the 21st of July, 1917, appellant came to the garage in company with Mr. Jurich, and the former asked Trembath to help move some cars so that he could get the car out. Trembath told him that the car was locked up and that Mr. Quayle had the key. Appellant replied: "We will take care of that; all I ask you to do is to help me to move some cars." Trembath complied with appellant's request and Jurich took the chain and lock off the car and drove it out of the garage. Appellant then got into the car with Jurich and it was driven away. The witness does not know how the chain and lock were taken from the car, but heard the noise caused by the removal. When the car left the garage the body of the car was red in color. Subsequently, on August 29, 1917, Mr. Quayle saw a Studebaker automobile painted green standing on one of the Opinion of the Court-Ducker, J. streets of Ely, which he identified by number as the car in question. Bartley J. Smithson, one of the defendants, was in the car, and Quayle told him that the car belonged to Studebaker Brothers Company. Smithson disclaimed any interest in the car and stated that it belonged to a man down the street. The man referred to was George A. McDonald, also one of the defendants in the lower court. McDonald came up and took a seat in the car and Quayle asked him if he owned the car. He said, "No; he had an interest in it." In response to another question by Quayle as to who owned the car, he said that it belonged to a couple of foreigners up at the flat. This action was commenced on September 6, 1917. The foregoing evidence, appearing in the bill of exceptions, presents all of the facts having any bearing upon the questions to be considered. The witness Smithson stated that no demand was made on him by Mr. Quayle for possession of the car on behalf of the respondent. Thereafter Quayle took the stand, and in addition to other testimony given by him attempted to testify that he then and there made a demand for the possession of the automobile, on behalf of respondent, upon Smithson and McDonald, which was objected to by counsel for appellant, and ruled out of court. We will first consider the question presented by the appellant's contention that the contract admitted in evidence is not a valid conditional sales contract, but, in effect, a chattel mortgage; and, not having been executed and recorded as required by the provisions of the statutes relating to chattel mortgages, is invalid and unenforceable against appellant, who was a subsequent purchaser at the sheriff's sale. We will not consider this question from the standpoint of that contention made by counsel for respondent, that because the contract was entered into in the State of Utah and the property delivered there it must be determined under the laws of that state. It is unnecessary to do so for the reason that the laws of the States of Utah Opinion of the Court-Ducker, J. and Nevada concerning conditional sales and chattel mortgages, which have any bearing on the questions, are identical as to conditional sales and substantially the same as to chattel mortgages; and we have found no authoritative decision of the courts of the former state construing a contract substantially the same in all its terms as the one under consideration. The lex loci contractus is therefore immaterial. 1. There seems to be little difficulty in determining from the terms of the contract that the parties intended it to operate as a conditional sales contract and not by way of mortgage. Its distinguishing feature in this respect is the retention of the title to the property in the seller until the full payment of the price is made by the buyer. This condition precedent to the transfer of title is contemplated by the uniform sales act. Subdivision 1 of section 20 of this act reads: "Where there is a contract to sell specific goods, or where goods are subsequently appropriated to the contract, the seller may, by the terms of the contract or appropriation, reserve the right of possession or property in the goods until certain conditions have been fulfilled. The right of possession or property may be thus reserved notwithstanding the delivery of the goods to the buyer or to a carrier or other bailee for the purpose of transmission to the buyer." Stats. 1915, p. 200. But appellant insists that the provision in the contract "All other sums of money payable to you, whether evidenced by note, book account or otherwise, also any judgment which you, your successors or assigns may obtain thereafter shall have been fully paid in money, at which time ownership shall pass to me," runs it into a chattel mortgage. This provision is of such a general nature that we do not regard it as of much importance in construing the character of the contract. It does not relate to any specific indebtedness. It does not appear from the terms of the contract that there was any prior transaction between the parties out of which Opinion of the Court-Ducker, J. an indebtedness could arise. Again, the agreement as to "all other sums of money payable to you" is not consistent with an intention on the part of the parties to provide for the payment of money to the seller to satisfy an indebtedness growing out of the transaction itself, and referable to the agreement wherein the seller, on failure of the buyer to insure the automobile against fire or theft, is given the option to so insure it, and any outlay made a debt payable on demand. If there were any antecedent indebtedness for which title to the property was retained as security, as counsel supposes in his argument, it is not unreasonable to assume that some specific reference would have been made to it, inasmuch as the parties were at pains to evidence all indebtedness for the purchase of the property by the promissory notes mentioned in the contract and admitted in evidence at the trial. There is nothing in the provisions concerning insurance to indicate that the parties regarded their transaction as a mortgage. These provisions were merely intended to provide protection for the property at the expense of the buyer and place the risk of its loss by theft or fire on the buyer, who had the use and possession of it. In Bailey v. Baker Ice Machine Co., 239 U. S. 268, 36 Sup. Ct. 50, 60 L. Ed. 275, the contract in question contained a clause requiring the vendee to keep the property insured for the benefit of the vendor, yet the court held the contract one of conditional sale against the contention of an absolute sale with a mortgage back. It is strongly urged that those provisions in the contract whereby, in default of the obligations imposed on the buyer, the seller is empowered to take possession of the property, credit the buyer with the fair market value thereof, and hold him for the balance of the purchase price, or sell it at public or private sale, credit the proceeds, less the expense incurred in taking possession, on the purchase price and hold the buyer for the Opinion of the Court-Ducker, J. balance, clearly indicate a mortgage. Appellant's counsel contends that these provisions bring the contract within the rule announced in Atkinson v. Japink, 186 Mich. 335, 152 N. W. 1079, and recognized in Young v. Phillips, 203 Mich. 566, 169 N. W. 822, as a test to distinguish an absolute sale with a mortgage back from a purely conditional sale. We must concede that the Michigan cases just cited are authority for the construction claimed, but we find that the weight of authority from other jurisdictions is against them in this respect. In Harkness v. Russell, 118 U. S. 663, 7 Sup. Ct. 51, 30 L. Ed. 285, a case taken on appeal from the Supreme Court of Utah, the contract, expressing the condition that title to the property does not pass until full payment, also contained a stipulation that in case the property was taken back by the seller the same could be sold at public or private sale without notice, or the seller might, without sale, indorse the true value of the property on the note and collect any balance due thereon after such indorsement as damages and rental for the property. The court held the contract one of conditional sale. In Studebaker Brothers Co. v. Mau, 13 Wyo. 358, 80 Pac. 151, 110 Am. St. Rep. 1001, the contract involved, reserving title on condition of payment, was held to be one of conditional sale, notwithstanding provision therein giving the seller the right to take possession of the property on deeming itself insecure and to sell the same at public or private sale without notice, and apply the proceeds on the note given, or without sale, indorse the true value of the property on the note. The buyer agreed to pay on the note any balance due thereon after indorsement as damages and rental of the property. In Freed Furniture & Carpet Co. v. Sorensen, 28 Utah, 419, 79 Pac. 564, 107 Am. St. Rep. 731, 3 Ann. Cas. 634, there was a contract with a like condition as to the reservation of title in the seller until full payment by the buyer. The contract also contained provisions |