Williams agt. Christie and others. of the husbands of Mrs. Preston and Mrs. Truex do not purport to have been made in behalf of, or as agents of their wives. There is nothing on the face of the agreement which intimates that they were agents, or that they assumed to act as agents for their wives in signing it. We consider the doctrine well settled, that every written contract made by an agent, in order to be binding upon his principal, must purport on its face to be made by the principal, and must be executed in his name, and not in the name of his agent. (Evans agt. Wells, 22 Wend. 324.) It cannot be shown by parol that the alledged agent, in signing his own name to the contract, in fact signed as agent, and thus convert a contract which on its face is his own into a contract of his alledged principal, and make it enforceable as such. This would be altering the plain meaning and clear legal import of written contracts, by unwritten evidence, which is inadmissible. Irrespective of the consequences of executing, acknowledging, and tendering the deed to the plaintiff, there is clearly no right shown to any relief against the wives of Preston and Truex. In this view, we understand the judge, whose judgment is appealed from, to have concurred. He says, "had they utterly repudiated the contract, no power could have compelled them to perform it." The deed was executed to be specially tendered. It was specially tendered. It was never unconditionally delivered by the married women to any one. It never passed from the hands of their agent to make, and who made the tender. Not being bound by the contract, it was competent for them to tender a conveyance upon any terms, and encumbered by any conditions that they might be pleased to annex to it. Such a tender unaccepted did not in law or equity divest or impair their title or power of subsequent dispositiom. An unaccepted tender conferred no new rights upon the plaintiff. But it is urged that the wives having actually conveyed to Jennings and Gridley, the latter cannot protect themselves in their purchase, by the objection that their vendors were under Thorn & Maynard agt. The New-York Central Mills. no obligation, legal or equitable, to convey to the plaintiff. It is certainly an extraordinary proposition, that a woman, whether married or unmarried, who is under no obligation to convey her lands to the plaintiff, cannot make a sale and conveyance to a third person valid, both at law and in equity against the plaintiff. If the plaintiff has no claims under the contract of the 29th of November, 1850, against the wives of Preston and Truex, if their interest and estate in the lands are in no way affected by it, it is absurd to say that no subsequent grantee of theirs can hold the lands against the plaintiff, so long as it is conceded that the plaintiff had no claims, legal or equitable, to a conveyance from the wives of Preston and Truex at the time they conveyed to Jennings and Gridley; it must also be conceded that such conveyance did not create any equities or rights which would not have existed had that conveyance not been made. The judgment appealed from should be reversed, and the complaint dismissed as to the wives of Preston and Truex, and the defendants Jennings and Gridley, but without costs to either party. A new trial should be ordered as to the other defendants, to enable the plaintiff to recover such damages as he may show himself entitled to. From some or all of them he is entitled to recover the money paid on account of the contract price. Whether he is entitled to anything in addition, it would be premature to attempt to decide now. SUPREME COURT. THORN & MAYNARD agt. THE NEW-YORK CENTRAL MILLS. As to the sufficiency of an answer. Under the 149th section of the present Code, as amended in 1852, a defendant must deny the material allegations of the complaint, absolutely, without any qualification whatever, unless he can deny that he has either knowledge or information sufficient to form a belief. Where he cannot do this, as where he has knowledge or information, and has Thorn & Maynard agt. The New-York Central Mills. formed a belief, he must deny positively, for he cannot traverse the allegations now, except in one of two modes. And the true distinction to be observed in determining when a defendant may avail himself of the privilege accorded to him of answering in the qualified form allowed by this section of the Code, and when he must positively admit or deny the allegations, is to inquire whether the facts alleged are presumptively within the defendant's knowledge. (Several of the reported cases bearing upon this question adverted to and commented upon.) And this principle and rule of answering applies as well to a corporation as to an individual defendant. The defendant in this case, by one of its directors, answered with a verification, that it had no knowledge or information sufficient to form a belief, that it did by its authorized agent make its promissory note, as alleged in the complaint, or that it was indebted to the plaintiffs upon said note as in said complaint mentioned. Held, that the answer be struck out as frivolous, and judgment under § 247. The defendant was bound to know, or at least to inquire, and thus gain information, as to the fact of the existence of the note in question; and was not at liberty to answer otherwise than by an explicit admission or denial of the giving of the note. A plain distinction exists, in relation to sham and irrelevant answers, and those which are frivolous. And also as to the remedy to be applied to them. (The illustrations upon this subject by BARCULO, J., in Nichols agt. Jones. 6 How. 355, concurred in.) If by possibility the verification of a pleading may save it from an allegation of falsity, (the propriety of such a rule, however, is questioned,) it can have no such effect in determing it frivolous. At Chambers, September 23, 1854.-The complaint in this case is upon a promissory note alleged to have been executed to the plaintiffs as the payees thereof, by an agent of the defendant thereto duly authorized, containing the usual allegation of nonpayment, and demanding judgment for the amount thereof. The complaint was duly verified. The defendant put in the following answer: "This defendant has no knowledge or information sufficient to form a belief that it did at the time, for that purpose stated in the complaint by its authorized agent, make its promissory note, by the name, and for the amount, and as is in this respect set forth in said complaint, or that it is indebted to the said plantiffs upon such a note as is in the said complaint mentioned." This answer purports to be verified by Elisha Baker, stating himself to be one of the directors of the defendant. Thorn & Maynard agt. The New-York Central Mills. The plaintiffs move for judgment under § 247 of the Code, on the ground that the answer is frivolous. M. H. THROOP, for plaintiffs. P. GRIDLEY, for defendant. BACON, Justice.-The defendant insists that the answer in this case is fully authorized by § 149 of the Code, which provides, that the answer must contain "a general or specific denial of each material allegation of the complaint controverted by the defendant, or of any knowledge or information thereof sufficient to form a belief;" and it is claimed that the Code has given a party an election in all cases to answer in one or the other of these modes, as he may be advised. I cannot acquiesce in this construction of the Code. It would make the rules of pleading far more loose and indeterminate than the old system which it superceded. Under the Code, prior to the amendment of 1852, denials were allowed "according to the knowledge, information, or belief," of the defendant. This was analogous to the former answer in chancery, where denials were permitted to be made in that form. What was the rule under that system? A defendant had to answer according to his knowledge, information, or belief, and in general where the acts charged, as the acts of the defendant himself were of such a nature that he could be presumed to recollect them if they ever took place, a positive answer was required. (Hale agt. Wood, 1 Paige, 404.) "Anon mi ricado answer as to such facts is always considered as evasive." So to a bill filed for relief against a usurious mortgage, charging the acts to have been done by the defendant himself, he cannot answer that he has no knowledge, information, or belief. He is bound to admit or deny the facts charged either positively, or according to his belief. (Sloan agt. Little, 3 Paige, 103.) Now under the Code as it stood in 1851, in the New-York superior court, in an action of assault and battery, charging that the defendant spit in the plaintiff's face, an answer that the defendant had not knowledge or information sufficient to form a belief whether he did or did not spit in the plaintiff's face, was struck out as frivolous. OAKLEY, C. J., as Thorn & Maynard agt. The New-York Central Mills. said: "The motion gives rise to the question whether a defendant may put in an answer in this form to a fact which is presumptively within his own personal knowledge. We think general rule he cannot. There may be cases in which, although apparently within his knowledge, he does not know or remember the facts alleged. If so, he must in the affidavit verifying the answer state the circumstances which will warrant the qualified denial permitted by the Code." (Voorhies Code, 3d edition, 161.) Now if this was the case under the Code before the amendment of 1852, it must be held still more stringently under the provision as it now stands. I regard the construction put upon this section by Judge DALY in Hacket agt. Prichard, (11 Leg. Obs. 315,) as the true exposition of the clause in question. The clause allowing a denial according to a defendant's knowledge, information, or belief, has been stricken out, and I suppose the construction of the amended section now is, that the defendant must deny absolutely, without any qualification whatever, unless he can deny that he has either knowledge or information sufficient to form a belief. Where he cannot do this, as where he has knowledge or information, and has formed a belief, he must deny positively, for he cannot traverse the allegation now except in one of two modes. The intention of the legislature appears to have been to allow the defendant less latitude in traversing the complaint than before, for they have designedly omitted the provision allowing a denial upon "knowledge, information, or belief." If this be, as I think it is, the true interpretation of the Code as it now stands, and if under the former provision and the practice in chancery as it obtained before the Code, a defendant was compelled to answer positively to an act charged to be done by himself, or a fact presumptively within his knowledge, a fortiori, will it be held to be the doctrine of pleading under the present Code. And, therefore, the true distinction to be observed in determining when a defendant may avail himself of the privilege accorded to him of answering in the qualified form allowed by the Code, and when he must positively admit or deny the allegation, is to inquire whether the |