AGREEMENTS.

Charge.

Copartners will

not carry on

other trades.

tinue of a certain

value.

books.

they the said parties hereto, of the 1st and 2d part, for themselves, jointly and severally, and for their several and respective executors, and administrators, do hereby covenant, promise, and agree with and to the said (3d party), his executors, administrators, and assigns, in the manner following; (that is to say) that they the said (1st and 2d parties) shall not, nor will, carry on in co-partnership any trade or business, other than the said business of so long as the said sum of shall remain a charge upon the said business, without the consent, in writing, of the said (3d party). AND Effects shall conthat the clear and net estate and effects of the said co-partnership, or joint trade, after discharging the several debts owing by the said partners in respect thereof (1), shall at no time be less than the full sum or value of £ AND also that they the said (1st Lender to inspect and 2d parties) shall and will, from time to time, during the continuance of the said co-partnership, permit and suffer the said (3d party) on behalf of the said (2d party), his executors and administrators, to have free ingress and regress, at all seasonable times, in, to, and from the counting-house, warehouses, and other places wherein the said co-partnership business shall for the time being be carried on, and to have free access to and examine all and every the books of account thereof, at all seasonable times, in the presence of either of the said parties hereto of the 1st and 2d parts; and to inspect into the circumstances of the said partnership concerns, so far as to enable him to judge of the state and prosperity thereof. AND Borrower's share to be subject to that he the said (2d party) shall and will, from time to time, permit and suffer so much and such part of the annual, or other sum, which he shall be empowered to take to his own use, out of the profits of the said co-partnership, as shall be sufficient to pay the interest of the said sum of £ or so much thereof as for the time being shall be a charge upon the share of him the said (2d party) therein, to remain in the hands of the said (1st party) who shall and will, immediately thereafter, well and truly pay or cause to be paid the same unto the said (3d party), his executors or administrators; and the said (2d party) doth hereby agree and declare, that the receipt of him the said (3d party), shall at all times be a good and sufficient discharge to the said (1st party) for so much thereof as shall then be acknowledged to have been received. AND also that he the said

(1) If the copartnership be already formed, say,

"Doth in the form of the execution of these presents, amount to the full sum of £

SUP.-VOL. I.

interest.

Receipt of lender

to be a discharge

for interest.

(2d party) shall not, nor will, at any time or times, so long as the
said sum, or any part thereof, shall remain and be a charge upon his
said share in the said business, take or appropriate to his own pri-
vate use, out of the said partnership stock or profits, any greater or
further sum than the said annual, or other sum, which he shall for
the time being be entitled to receive thereon, nor shall, nor will, he
the said (1st party) during such time as aforesaid, voluntarily pay
unto the said (2d party) or permit or consent to his taking or ap-
propriating any greater or further sum than aforesaid, without the
leave and consent of the said (3d party), his executors and adminis-
trators in writing first had and obtained for that purpose. AND
the said (2d party) doth hereby, for himself, his heirs, executors, and
administrators, covenant, promise, and declare, to and with the said
(3d party), his executors, administrators, and assigns, that he the
said (2d party), his executors or administrators, shall and will, at any
time after the expiration of
years from the date hereof,
when thereunto required by the said (3d party), his executors or ad-
ministrators, and upon having six calendar months' previous notice
thereof in writing under his or their hand or respective hands, well
and truly pay, or cause to be paid, unto him the said (3d party), his
executors, administrators, or assigns, the said sum of £
gether with interest thereupon, after the rate of
per centum
per annum, and also shall and will in the mean time from henceforth
until payment of the said sum, well and truly pay, or cause to
be paid, interest for the same, after the rate aforesaid, by equal half-
yearly payments, on the
day of
and the day
IN WITNESS, &c.

of

in every year.

to

No. XIX.

*Memorandum of an Agreement for a Charter Party between a Master or Owner of a Vessel and a Merchant (1).

AGREEMENTS.

Charter-party.

It is this day mutually agreed BETWEEN (the master or owner), master of the good ship or vessel called the

of the burthen of

of

(British built) (2),

tons or thereabouts, now lying in the port

and the (merchant) of, &c. merchant, that the said Agreement for vessel being tight, staunch, strong, and every way fitted for the seaworthiness of voyage, shall with all convenient speed sail and proceed to

or so near thereto as she can safely get, for the purpose of loading from the factors of the said merchant a full and complete cargo of

ship.

which the said merchant binds him- Furnishing and self to furnish and bring alongside the said vessel there, and the said cargo. master shall there load and stow on board the said vessel such goods

(1) This form may in general be had, printed in blank, at all maritime places; but as it occupies but little space, it has been thought right to insert it here, lest by accident it might not be obtainable when required. Colonial ships. (2) The Act of 12 Car. 2. c. 18. s. 1. (usually called the Navigation Act, and sometimes the Maritime Magna-charta, on account of the practical wisdom and the theoretical profundity of its enactments), requires all traders with our colonies to be in ships British built, and of which the master and at least three-fourths of the mariners shall be English; not only on the first sailing but (by 34 Geo. 3. c. 68.) during the whole voyage, unless in case of their incapacity by sickness, &c.

By 34 Geo. III. c. 68. (extended to Ireland by 42 ib. c. 61.) made Coasting vesfor increasing the number of British mariners, every coasting vessel (i. e. sels. vessels trading with any part of Great Britain, or Guernsey, Jersey, Alderney, Sark or Man Islands) shall be registered as British-built, and wholly manned with and navigated by master and mariners of British sub- Ship. jects,except fishing vessels by allowance of the Commissioners of Customs. By the before mentioned Act of 12 Car. 2. s. 6. it is requisite that every owner or part owner of a ship should be a subject of the United Kingdom, unless he be denizened or naturalized.

AGREEMENTS.

or so much thereof as she shall be able reasonably to carry, over and Charter-party above her tackle, apparel, provisions, and furniture; and the said Carriage and vessel being so loaded with the said goods, the said master shall with all convenient speed proceed therewith to the port of

delivery thereof.

Exemptions.

Freight and demurrage.

Penalty.

Charterparty.

or as near thereunto as she can safely get, and there make right and
true delivery of the same to the correspondents, agents, or assigns
of the said merchant (the acts of God or the King's enemies, deten-
tions and restraints of kings, princes, rulers and republics, fire, the
damage and accident of the seas, rivers, and navigation, and all and
every other unavoidable dangers and accidents always excepted (1)),
on being paid for freight the sum of £ ; the freight to be paid
on unloading and right delivery of the cargo; the said merchant to
be allowed
lay or running days (if the ship be not sooner
dispatched) for loading the said cargo at
unloading the same at

and to detain the ship

and for

days on demurrage over and above her lay days, at the rate of
per day, and pilotage and port charges to be paid whether the whole
or part cargo delivered (2).

The penalty for non-performance of this agreement on either side to be L

A. B. (Master or Owner).
C. D. (Merchant).

(1) Although agents are not answerable for unavoidable accidents, unless under a general covenant for performance, yet it is proper in all cases to guard against their liability, lest any clause in the contract between the parties should be construed to be a guarantee contrary to the intent of the parties, the exception therefore is always inserted in charter-parties, and protects the party from the effects of storms, tempests, contrary winds, the superior force of an enemy, &c., but so far only as the loss sustained could not have been prevented by due care and proper conduct on the part of the master and his crew. 1 Dow, 336. 12 East 381. See 3 Chitty 432.. "AVERAGE."

(2) Where an agreement is entered into in a charter party to pay certain pilotage and port charges for an entire voyage, the whole of such charges must be paid, although a part only of the cargo be delivered, no appointment being admitted. Christy v Rowe. 1 Taunt. 300.

No. XX.

*An Agreement by a Merchant or Tradesman with a Person as a Managing Clerk.

AGREEMENTS.

Clerk.

, in the year 18

WITNESS.

become clerk.

ARTICLES of agreement indented, made, and concluded upon this day of BETWEEN the (principal) of, &c. of the one part, and the (clerk) of, &c. of the other part: Whereas the said (principal) hath agreed with the said (clerk) to take him the said (clerk) as his clerk, for the managing, superintending, and conducting the said trade or business of in which the said (principal) engages at the time, and on the terms hereafter mentioned. Now THESE PRESENTS WITNESS, that in consideration of the covenants hereafter contained on the part of the said (principal), he the said (clerk), for himself, his heirs, executors, and administrators, doth hereby covenant, promise, and agree with and to the Agreement to said (principal), his executors, administrators, and assigns, in the manner following; that is to say, that he the said (clerk) shall and will henceforth, for and during the term of years, to be computed from the day of the date of these presents, become and continue the clerk of him the said (principal) in the aforesaid trade or business of ; AND shall and will give his whole time and Will be faithful, attention to the said trade or business, and in the managing, conducting, superintending, and improving the same, to the utmost of his power and ability; AND also shall and will do and perform all such services, acts, matters, and things as he the said (principal) shall from time to time order, direct, or appoint, and shall not, nor will at any time or times hereafter, without the consent in writing of the said (principal), his executors or administrators, divulge or make known any of the trusts, secrets, accounts, or dealings of or relating to the said trade or business of him the said (principal): AND also, that he the said (clerk) shall and will be just and faithful to him the said (principal) in all his business, dealings, and transactions what to keep and rensoever, and shall and will give and render to the said (principal) a just and true account of the same at all times when the same shall be required of him: AND also provide and keep such and so many books

&c.

der accounts.