Odiorne v. Maxcy

Of the authority of factors and agents to bind their principals, f t See Odiorne vs. Maxcy ^ al.} 15 Mass. Rep. 39.

Assumpsit upon two promissory notes, given by one Perley Bice to the Neponset Cotton Factory Company, and indorsed to the plaintiffs by Levi Maxcy, agent of the said company, and signing his name as such. The action was tried at the last November term, before the Chief Justice, upon the general issue. It was in evidence, that the defendants composed a company, under the above name, who had established and carried on a cotton manufactory in the county of Bristol; some of them residing in the city of Baltimore, and the others in this Commonwealth. Levi Maxcy acted as their agent in and about the manufactory, purchasing materi als which were wanted, and disposing of the manufactured cotton. Perley Rice, the promissor in the notes, * resided in Boston, doing business as agent for a number of manufactories in the country, and amongst them for the said Neponset Company; and had frequently been employed to make sales and purchases for the said company. The notes in question were given for a quantity of iron, purchased by the said Perley Rice of the plaintiffs, who were dealers in that article. The plaintiffs required Rice to give an indorser upon the note, and they were accordingly made payable as above stated, and indorsed “ Levi Maxcy, agent for the Neponset Cotton Factory Company.” Some evidence, from a deposition used at the trial, was introduced by the plaintiffs, which went to prove, that the notes had been recognized, and the liability of the defendants acknowledged, by Virgil Maxcy, one of the defendants. This evidence was objected to as irrelevant, by the counsel for the defendants ; but, upon an observation of the Chief Justice:, that the plaintiffs had made out a sufficient case without this evidence, no further consideration of this topic was had on either side ; but still the depositions went to the jury. This was all the evidence in the case, except that the said Virgil Maxcy had secured the payment of a note, given by the said Levi Maxcy under similar circumstances, out of the company’s property. The jury were instructed, that, as Levi Maxcy was the general agent of the persons who dealt under the name of the Neponset Cotton Factory Company, doing all the business which was requisite to maintain and carry on that establishment, it was to be presumed that he had authority to obtain credits and give securities in their name, for any purpose connected with the establishment ; and that persons, who received their securities, were not bound to know whether the goods sold went to the use of the establishment or not; that any articles of merchandise might be wanted for their use, to supply laborers, build and repair their works, and for other purposes ; and that a note thus given by Rice to Levi Maxcy as agent, and indorsed by him in that capacity, was to be presumed to have * been given for the purposes of the company, unless the contrary were shown ; an! that, generally, he who acted as the agent of another in business of this sort, in which buying and selling were necessary, and credit was common, had a right to charge his principals by his personal contracts in their name ; unless genera, or special notice was given of some limitation to his authority. The jury returned a verdict for the plaintiffs ; and the defendants moved for a new trial, for misdirection, and for the admission of improper evidence.