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count, or assent to an account so as to make it a stated account as against his principal.

United States.-Davis v. Georgetown Bridge Co. (1803) 1 Cranch, C. C. 147, Fed. Cas. No. 3,637.

Alabama.-Stowe v. Sewall (1832) 3 Stew. & P. 67; Powell v. Wade (1895) 109 Ala. 95, 55 Am. St. Rep. 915, 19 So. 500.

Arkansas.-St. Louis, I. M. & S. R. Co. v. Camden Bank (1886) 47 Ark. 541, 1 S. W. 704.

California.-Smith v. Sinbad Development Co. (1909) 11 Cal. App. 253, 104 Pac. 706; E. W. McLellan Co. v. East San Mateo Land Co. (1913) 166 Cal. 736, 137 Pac. 1145. Colorado.-Gutshall V. Cooper (1910) 48 Colo. 160, 109 Pac. 428. Hawaii.-Scott v. Hawaiian Tobacco Plantation (1913) 21 Haw. 493.

Illinois. Pick v. Slimmer (1897) 70 Ill. App. 358; Concord Apartment House Co. v. Alaska Refrigerator Co. (1898) 78 Ill. App. 682.

Kansas.-DOLMAN V. KAW CONSTR. Co. (reported herewith) ante, 67. Minnesota.-Moody V. Thwing

(1891) 46 Minn. 511, 49 N. W. 229. Mississippi.-Klotz v. Butler (1879) 56 Miss. 333; McCormick v. Altneave (1895) 73 Miss. 86, 19 So. 198. Missouri. Alexander V. Scott (1910) 150 Mo. App. 213, 129 S. W. 991.

New York.-Farmers' Loan & T. Co. v. Mann (1867) 4 Rob. (N. Y.) 356; Wiley v. Brigham (1878) 16 Hun, 106; Sariol v. James P. McDonald Co. (1908) 127 App. Div. 648, 111 N. Y. Supp. 796; Williams v. Rutherfurd Realty Co. (1913) 159 App. Div. 171, 144 N. Y. Supp. 357.

North Dakota.-Dowagiac Mfg. Co. v. Hellekson (1904) 13 N. D. 257, 100 N. W. 717.

South Carolina.-Providence Mach. Co. v. Browning (1904) 70 S. C. 148, 49 S. E. 325.

Utah.-Burraston v. First Nat. Bank (1900) 22 Utah, 328, 62 Pac. 425.

Wisconsin.-Batavian Bank v. Minneapolis, St. P. & S. Ste. M. R. Co. (1904) 123 Wis. 389, 101 N. W. 687.

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As stated in Klotz v. Butler (1879) 56 Miss. 333, supra, an agent may agree to an account or participate in its settlement so as to make it a stated account, "provided it be within the scope of his agency, and occur during the transaction of the business, dum fervet opus."

In Sariol v. James P. McDonald Co. (1908) 127 App. Div. 648, 111 N. Y. Supp. 796, supra, where evidence as to the authority of an agent to bind his principal was excluded, the court said: "An account stated being simply an agreement between parties who have had previous monetary transactions that all the items of the accounts representing such transactions are true, such agreement need not necessarily be made by the parties personally, but may be made in behalf of either party by an agent having authority (citing cases). The defendant may have clothed Wheeler with such authority as to bind it by a statement of account respecting work performed and money due for construction of the railroad which it was building. In any event, plaintiff should have been permitted to prove such authority as he was able, whether any one fact sought to be established in itself showed complete authority or not."

So, where there was evidence that plaintiff's husband had agreed to the amount claimed by defendant as compensation for legal services, it was held error to refuse an instruction that an account stated might be made by an agent with proper authority, as well as by a principal. Williams v. Rutherfurd Realty Co. (1913) 159 App. Div. 171, 144 N. Y. Supp. 357, supra.

And the statement of an account by the bookkeeper of a corporation, showing a settlement of the account by the giving of notes, was held admissible against the corporation where it had been adopted by the treasurer, who had authority to make or alter contracts entered into by the company. Providence Mach. Co. v. Browning (1904) 70 S. C. 148, 49 S. E. 325, supra.

And see also Last West Lumber Co. v. Haddad (1915) 8 Sask. L. R. 407,

25 D. L. R. 529, 9 West. Week. R. 578, 33 West. L. R. 15, holding that where a lumber company's local manager had authority to settle disputed accounts, his settlement of a disputed account for a less sum than that due was binding on the company, though he had no authority to discount accounts without obtaining authority from the home office.

But see Knapp v. Smith (1897) 97 Wis. 111, 72 N. W. 349, where a party making an assignment for the benefit of creditors was placed in charge of the assigned property by the assignee as "custodian." The assignee continued the business for some time, and it is, perhaps, inferable, though it is not directly stated, that the assignor acted as his agent in carrying on the business. Goods were sold to the assignor by plaintiff, and he subsequently sent the assignor statements of account in which the assignee was named as debtor. The court approved an instruction that such statements were not evidence against the assignee if he had no knowledge of them, saying that the assignee could not be charged nor his liability in any way affected by any such written memorandum of which he had no notice or knowledge.

But if the person assenting to an account had no authority to do so, there is no account stated. Moore v. Maxwell (1908) 155 Ala. 299, 46 So. 755; St. Louis, I. M. & S. R. Co. v. Camden Bank (1886) 47 Ark. 541, 1 S. W. 704; Charlesworth v. Whitlow (1905) 74 Ark. 277, 85 S. W. 423; Gutshall v. Cooper (1910) 48 Colo. 160, 109 Pac. 428; Peterson v. Wachowski (1900) 86 Ill. App. 661; Spears v. Turpin (1844) 9 Rob. (La.) 293; Kalamazoo Novelty Mfg. Co. v. McAlister (1877) 36 Mich. 327; Mink v. Morrison (1880) 42 Mich. 567, 4 N. W. 302; Chicago & C. S. R. Co. v. Peters (1881) 45 Mich. 636, 8 N. W. 584; Moody v. Thwing (1891) 46 Minn. 511, 49 N. W. 229; Harvey v. West-Side Elev. R. Co. (1878) 13 Hun (N. Y.) 392; Richmond v. Standard Oil Co. (1899) 8 Ohio S. & C. P. Dec. 583; Holmes v. Page (1890) 19 Or. 232, 23 Pac. 961; Wilson v. Investment Co. (1916) 80 Or. 233, 156 Pac. 249; Tarbuck v. Bispham

(1836) 6 L. J. Exch. N. S. 49, 2 Mees. & W. 2, 150 Eng. Reprint, 643; Brettel v. Williams (1849) 4 Exch. 623, 154 Eng. Reprint, 1363, 19 L. J. Exch. N. S. 121.

So, where section foremen had no authority to finally settle accounts with laborers, and issued certificates showing the time worked merely as memoranda, or for the information of the roadmaster, who alone was authorized to finally settle the accounts, and the certificates expressly stated that they would not be paid, but were given to be exchanged for roadmaster's time checks, the certificates did not constitute accounts stated. St. Louis, I. M. & S. R. Co. v. Camden Bank (1886) 47 Ark. 541, 1 S. W. 704, supra.

And where plaintiffs' former agent, who purchased their sawmill, had, to defendant's knowledge, ceased to be their agent in winding up their affairs with respect to lumber already sawed or cut, it was held that whatever accounts were thereafter rendered to the agent were not rendered to plaintiffs, and that what he did or said with reference to them could not bind plaintiffs by way of an account stated, unless ratified by them. Charlesworth v. Whitlow (1905) 74 Ark. 277, 85 S. W. 423, supra.

And a judgment against a railroad company for the value of sheep killed by a train, rendered on the theory that persons who agreed on the value of the sheep were appraisers or arbitrators, was reversed where there was no evidence that the railroad company was a party to the appraisement, that it took any part in the choice of the appraisers, or in any way recognized them as authorized to bind it, they having acted, so far as appeared, solely at plaintiff's instance. Chicago & C. S. R. Co. v. Peters (1881) 45 Mich. 636, 8 N. W. 584, supra.

And it was held error to exclude evidence that defendant's bookkeeper, who acquiesced in the account sued on, was without authority so to do. Richmond v. Standard Oil Co. (1899) 8 Ohio S. & C. P. Dec. 583, supra.

See also Missouri P. R. Co. v. B. F. Coombs & Bro. Commission Co. (1897) 71 Mo. App. 299, where the court said that unless an account was delivered

to an officer or agent authorized to receive and adjust it, it was quite difficult to understand how the party's silence could be regarded as evidence that it was correct, or as making out a prima facie case, throwing the burden or rebutting it on the plaintiff. The court, however, decided against the existence of the account stated on a different ground.

As to the effect of a debtor's acknowledgment of an indebtedness to a third person, not the agent of the creditor, see Hoffar v. Dement (1847) 5 Gill (Md.) 132, 46 Am. Dec. 628; Breckon v. Smith (1834) 1 Ad. & El. 488, 110 Eng. Reprint, 1294; Hughes v. Thorpe (1839) 9 L. J. Exch. N. S. 109, 5 Mees. & W. 656, 151 Eng. Reprint, 278.

II. Particular agents in general.

So far as third persons are concerned, it is, of course, the law that an agent has such authority as is conferred upon him expressly or impliedly, and such additional authority as he appears to have by reason of the principal knowingly permitting him. to exercise, or holding him out as possessing, such authority. (21 R. C. L. 854.) The cases dealing with the question under annotation are in harmony with this principle, and it is, therefore, impossible in most cases to deduce from them any general rules as to the authority of particular agents. For example, it cannot be said that a secretary, a treasurer, or a bookkeeper has or has not authority, under all circumstances, to assent to an account stated, since an agent's authority to do a particular act is not wholly dependent upon the name or title by which he is designated.

An agent may, of course, be specially authorized to settle an account. So, where an agent of a manufacturer of farm machinery was expressly authorized to settle with a dealer with whom there was a dispute, including a dispute as to the amount due from the dealer, the settlement was binding on the manufacturer, though the contract between the manufacturer and the dealer provided that settlements of accounts were to be consummated only with the written approval of the

manufacturer, from its home office. Dowagiac Mfg. Co. V. Hellekson (1904) 13 N. D. 257, 100 N. W. 717.

And where an attorney employed by a bank depositor to examine his account with the bank had authority to "straighten out the account," he was the depositor's agent, and his expression of satisfaction with the account as it appeared on the books of the bank was evidence admissible in support of the bank's allegation that there was an account stated. Burraston v. First Nat. Bank (1900) 22 Utah, 328, 62 Pac. 425.

But where the accounts between a person and his solicitor and agent were long and complicated, and the principal gave a power of attorney to a third person to settle all accounts in which the principal was interested, it seems that the holder of the power of attorney could not agree upon an amount as due the solicitor without requiring the rendition of an account by him for examination. Jenkins v. Gould (1827) 3 Russ. Ch. 385, 38 Eng. Reprint, 620.

And the settlement of the account between plaintiff and defendant by persons selected to make a statement of the account, but not authorized as arbitrators to decide what was right as between the parties, did not bar an action subsequently brought to settle the account. Whitehead v. Darling (1887) 9 Ky. L. Rep. 340, 5 S. W. 356.

The agent of a brewing company who negotiated a sale of saloon property on which it had a mortgage, and who was claimed to have represented to the purchaser that there were no liens thereon, had no authority, when subsequently sent by the company to collect an account for beer, to agree that the purchaser might pay the amount of a tax lien and have credit on the account for the amount of such lien, and such agreement was not such a settlement as prevented the company from collecting the whole bill. The court said: "The agent was not attempting to carry out any previous contract he had made with the defendant, nor had he authority to do more than collect the balance due on the bill for beer. In such circumstances

he would have no implied power to settle past items of dispute, nor could he receive anything but cash for his principal. Plaintiff was denying all liability for fraud or deceit on the part of its agent, and did not vest in him power to make any compromise or settlement thereof. Armed with no other authority than to collect the amount of plaintiff's bill for goods sold, its agent had no power to settle prior disputes or to accept anything in payment save the usual medium of exchange." John Gund Brewing Co. v. Peterson (1906) 130 Iowa, 301, 106 N. W. 741.

But a solicitor with whom an account is placed for collection has authority as agent for the creditor to receive the debtor's admission of the debt sued on as an account stated. Grundy v. Townsend (1888) 36 Week. Rep. (Eng.) 531. The master of the rolls said: "If a solicitor is authorized to make a claim, I am of opinion that he is by that alone made the agent to receive the answer to that application, if the answer is an admission, to receive that admission."

Where, however, a claim was placed in the hands of an attorney, and, in reply to a demand for payment, the debtor's attorney mentioned that statements of certain alleged offsets had been furnished the creditor, the failure of the creditor's attorney to reply could not prejudice the creditor in the absence of testimony that he had authority to admit the offsets, or knew anything about them. "If it could [prejudice the client], there would be no safety in placing a claim in the hands of an attorney for collection." Verrier v. Guillou (1881) 97 Pa. 63. In this case the court assumed, for the purposes of the decision, that the creditor's own failure to object to the statements mentioned admitted the accounts, the decision being that they had never been applied on the creditor's claim as payment, and hence did not constitute offsets after they were barred by limitations.

The manager of a tobacco plantation who, as such, directed all the industrial operations on the plantation, made purchases for the corporate own

er, had charge of the laborers, made contracts for cultivation, adjusted the amount due laborers and contractors, and directed payment for labor and material, had authority to enter into an account stated with persons clearing land on the plantation, under a contract with the corporation, and his power was not restricted by the fact that the work was done during the incumbency of his predecessor as manager. Scott v. Hawaiian Tobacco Plantation (1913) 21 Haw. 493.

And where a person carrying on business at Mobile under a firm name, being about to leave for New York, appointed an agent "with full power to transact all business pertaining to the firm" during his absence, the agent could act beyond the limits of the state in stating an account, and if an account was made out in Mobile, where the books were kept, and signed by the agent in New York, it was none the less valid as an account stated, even though the principal was then present. Stowe v. Sewall (1832) 3 Stew. & P. (Ala.) 67.

An agent authorized to purchase material for his principal has no authority subsequently to admit the correctness of the account for such material, and the rendition of the account to him and his admission of its correctness without the authority or knowledge of the principal would not render the principal liable upon an account stated. "It would be a legal absurdity to hold that the subsequent conduct of Biggers [the agent] amounted to a new or subsequent promise on the part of the defendant to pay the account notwithstanding he may have originally authorized the purchase of material. It could as well be said that the defendant would be liable upon the promissory note executed by Biggers in settlement of the account for material. Authority to purchase did not, of itself, authorize Biggers to make subsequent promises or agreements for the defendant." Moore v. Maxwell (1908) 155 Ala. 299, 46 So. 755.

But see Batavian Bank v. Minneapolis, St. P. & S. Ste. M. R. Co. (1904) 123 Wis. 389, 101 N. W. 687, as to the

authority of a railway purchasing agent. In that case it appears that a party selling goods to a railroad company and assigning the accounts against that company to a bank, made a practice of sending the invoice and account to the railroad purchasing agent, accompanied by a blank on which he acknowledged receipt of invoice and account in a specified sum and promised to pay the net amount, after deducting certain charges to the bank when adjusted. The purchasing agent was known as a general officer of the road, purchased all material for the road, and for twelve or thirteen years had both purchased such goods and sold scrap to the seller of the goods, and made the agreements in question monthly. The items were regularly entered in the railroad books without any secrecy and each monthly account was thereafter, in due time, paid by check or draft. It was held that the purchasing agent had apparent authority to make such agreements, which might be safely relied upon by the bank, though the by-laws conferred no such power, and he had received no express authority from his superior officers to execute such agreements.

Where a railroad division roadmaster had authority to finally audit the accounts with section men and put them in shape for payment by the company's paymaster, and did this by issuing so-called "roadmaster's time checks," showing the time worked and the amount due, and stating that this amount would appear on the pay roll for the proper month, the auditing of the account by the roadmaster and the acceptance of the statement by the laborer constituted an account stated. St. Louis, I. M. & S. R. Co. v. Camden Bank (1886) 47 Ark. 541, 1 S. W. 704.

Where goods were consigned to defendants for sale and they rendered their account-sales to the consignors, who raised no objection thereto, there was an account stated, so that limitations commenced to run, though, to defendants' knowledge, a third person had an equitable or contingent interest in the consignment. "By the well-settled principle of law and commercial

usage, the account of sales is forwarded to the legal owner of the goods; the consignee is not bound to notice the equitable or contingent owner. The presumption is, that the former advises the latter of the state and condition of the consignment, and if he be prejudiced by his neglect, the remedy is against him." Bevan v. Cullen (1847) 7 Pa. 281.

A duebill given an agent selling goods upon a settlement between him and the debtor's agent, though not available to the creditor as a promissory note, because not negotiable, was evidence of an account stated with the creditor, where the debtor knew that the person selling the goods and taking the duebill was an agent of the creditor. Rhodes v. Crawford (1844) 1 U. C. Q. B. 257. It should be noted that in this case the authority of the debtor's agent was apparently not in dispute, the question being as to the right of the creditor to rely on the settlement made with his agent.

See also the following cases in which accounts stated were upheld, apparently without any dispute as to the authority of the agent who assented thereto Murray v. Toland (1818) 3 Johns. Ch. (N. Y.) 569 (supercargo of packet having entire direction and management of shipment consigned to debtor for sale for creditor); Fickett v. Cohu (1888) 14 Daly, 550, 1 N. Y. Supp. 436 (attorney in fact for cestui que trust, who regularly received and receipted for income without questioning the accuracy of the trustee's account); Ware v. Manning (1888) 86 Ala. 238, 5 So. 682 (account stated with agent of party relying on the account stated).

But see Croft v. Graham (1863) 5 Giff. 1, 66 Eng. Reprint, 897, affirmed in (1863) 2 De G. J. & S. 155, 46 Eng. Reprint, 334, 9 L. T. N. S. 589, holding that there was no account stated where the account was examined by a solicitor and approved for the purposes of a mortgage for the balance, which was never given and where it contained exorbitant charges of interest, and the solicitor did not observe that interest was charged at

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