bill of lading to the buyer together, to secure acceptance or payment of the bill of exchange, the buyer is bound to return the bill of lading if he does not honour the bill of exchange; and if he wrongfully retains the bill of lading, the property in the goods does not pass to him.

In the case of a contract for the sale of unascertained goods, the delivery by the seller to a common carrier, or, unless the effect of the shipment is restricted by the terms of the bill of lading, shipment on board a ship of, or chartered for, the purchaser is an appropriation sufficient to pass the property. But if the seller, when shipping the articles which he intends to deliver under the contract, takes the bill of lading to his own order and does so not as agent, or on behalf of the purchaser, but on his own behalf, it must be taken from these circumstances that he reserves to himself a power of disposing of the property, and that consequently there is no final appropriation, and the property does not, on shipment, pass to the purchaser. If the seller deals with or claims to retain the bill of lading in order to secure the contract price, as when he sends forward the bill. of lading with a bill of exchange attached, with directions that the bill of lading is not to be delivered to the purchaser till acceptance or payment of the bill of exchange, the appropriation is not absolute, but until acceptance of the draft, or payment or tender of the price, is conditional only, and until such acceptance or payment or tender

the property in the goods does not pass to the purchaser.

Unless otherwise agreed, the goods remain at the seller's risk until the property in them is transferred to the buyer, but when the property in them is transferred to the buyer, the goods are at the buyer's risk, whether delivery has been made or

not.

With this qualification, that where delivery has been delayed through the fault of either buyer or seller, the goods are at the risk of the party in fault as regards any loss which might not have occurred but for such fault. But nothing in Section 20 of the Sale of Goods Act, 1893, shall affect the duties or liabilities of either seller or buyer as a person who has charge of the goods of the other party.

When a seller can show that the property passed, the risk of the loss is generally in the buyer. But where the sale is a conditional one, the risk is in the seller. "It is thoroughly established that by the English law, where a bargain and sale is completed with respect to goods, and everything to be done on the part of the seller before the property should pass has been performed, then the property rests in the purchaser, although the seller still retains his lien, the price of the goods not having been paid; and any accident happening to the goods subsequently, unless it is caused by, or is the fault of, the seller—any calamity befalling after the sale is completed—must be borne by the purchaser, and by parity of reasoning, any benefit to them is his benefit, and not that of the seller." Again,

"if by the terms of the contract the seller engages to deliver the thing sold at a given place, and there be nothing to show that the thing sold was to be in the meantime at the risk of the buyer, the contract is not fulfilled by the seller unless he delivers it accordingly."

CHAPTER IV.

Transfer of title-"No man can transfer better title than he

himself has "When person precluded from denying that certain things exist-Goods sold in market overt (i.e. open market)-When Seller has voidable titleStolen goods-Term "Goods": what it does not include -Person selling goods continuing in possession—Meaning of expression "Mercantile Agent"-When writ of execution in goods will bind property in goods.

Transfer of Title.—Subject to the provisions of the Sale of Goods Act, 1893, where goods are sold by a person who is not the owner of them, and who does not sell them under the authority or with the consent of the owner, the buyer acquires. no better title to the goods than the seller has, unless the owner of the goods is by his conduct precluded from denying the seller's authority to sell. However, nothing in the statute just mentioned (a) affects the provisions of the Factors Acts, i.e. the Factors Act (England) 1889, and the Factors Act (Scotland) 1890, or any enactment. enabling the apparent owner of goods to dispose of them as if he were the true owner of them; or (b) the validity of any contract of sale under any special common law, or statutory power of sale, or under the order of a court of competent jurisdiction.

It may here be pointed out in reference to the

transfer of title to goods, that "no man can transfer a better title than he himself possesses.

A person is precluded from denying that a certain state of things existed where he by his words or conduct wilfully causes another to believe the existence of a certain state of things, and induces him to act on that belief, so as to alter his own previous position.

Where goods are sold in market overt (ie., oper market) according to the usage of the market, the buyer acquires a good title to the goods, provided he buys them in good faith and without notice of any defect or want of title on the part of the seller. But nothing in Section 22 of the Sale of Goods Act, 1893, shall affect the law relating to the sale of horses. The enactment (the 22nd Section), does not apply to Scotland. As an example of what is market overt, it may be mentioned that all shops in the city of London are market overt.

When the seller of goods has a voidable title to them, but his title has not been avoided at the time of the sale, the buyer acquires a good title to the goods, provided he buys them in good faith, and without notice of the seller's defect of title. If goods have come into the hands of the person who professed to sell them, that is to say, by a contract which has purported to pass the property to him from the owner of the property, then the purchaser will have a good title, even although afterwards it should appear that there were circumstances connected with that contract which would enable the original owner of the goods to reduce it and to set