Wheless v. Second National Bank.

porate responsibility for the acts of these representatives. With much weariness, and after close and exact scrutiny into the nature of their constitution, have the judicial tribunal determined the legal relations which are established for the corporations by their governing body, and their agents, with the natural persons with whom they are brought into contact or collision. This result of the case is, that for the acts done by the agents of a corporation, either in contractu or in delicto, in the course of its business and of their employment, the corporation is responsible as an individual is responsible under similar circumstances."

The law thus laid down by the Supreme Court is simple, clear and eminently just. It repudiates the highly technical idea that a corporation is exempted from responsibility, or the misfeasances or malfeasances of its governing agents, for the simple reason that the corporation itself is soulless and incapable of thinking evil; it discards all distinction between the responsibility of natural persons for their own malicious acts, and that of corporations for similar acts in the due course of their business. This rule has been repeatedly recognized and followed by this court, and may now be regarded as the settled law of the State. See the cases of Humes & Williams v. Mayor and Council of Knoxville, 1 Hum. 403; Ohio Ins. Co. v. Merchants' Ins. Co., 11 id. 1; Mayor and Council of Nashville v. Brown, 9 Heisk. 1; see also the case of Goodspeed v. East Haddam Bank, reported in 22 Conn. 530, which is directly in point. It follows that the charge of the cir cuit judge is erroneous, and the judgment below must be reversed.

INDEX.

ACCESSORY.

See CRIMINAL LAW, 410.

ACCOMMODATION PAPER.

See NEGOTIABLE INSTRUMENTS, 206, 231.

ACCOMPLICE.

Corroboration of.] See EVIDENCE.

Declarations of, in presence of prisoner.] See EVIDENCE, 120.

ACKNOWLEDGMENT OF DEED.

When married woman may impeach.] See MORTGAGE, 524.

-

ACTION.

1. For money had and received deficiency in land conveyed — when excess of
payment recoverable.] Where, upon a sale of land, the quantity is made
an essential element of the bargain and is relied on to fix the price, and
by mistake fact there is a deficiency in the quantity paid for and pur-
porting to be conveyed, the excess of payment may be recovered at law,
but not in equity. Pickman v. Trinity Church (Mass.), 1.

2.

3.

] The rule, that the title to land cannot be tried in an action for money
had and received, is not applicable where the action does not involve the
title to the lands for which such money was paid, but only of lands of a
third party upon which those lands are bounded. Ib.

] Land was sold at a fixed price per square foot; the grantee, relying
upon a survey procured by the grantor, paid the agreed price for the
quantity thus indicated; the deed stated the same sum as its considera-
tion, purported to state the true length of the lines and the correct num-
ber of square feet, and bounded the grant on one side by T.'s land;
whether the amount was correctly stated depended on the question
whether the grantor or T. owned a strip of land lying between lots con-
ceded to be owned by them respectively, and conveyed by the deed in
question. Held, that if T. owned the strip, an action for money had and
received would lie to recover the excess of the price paid, but that a bill
in equity would not. Ib.

Against judge for judicial act.] See JUDGE.

By married woman against one who aids her husband in a fraud on her.] See
MARRIAGE, 285.

ACTION-Continued.

For injury to horse hired on Sunday.] See SUNDAY,

For causing death by sale of liquors.] See CIVIL Damage Act, 359, and note,
362.

Limitation of, by condition in policy.] See INSURANCE, 96, and note, 104.
Private action for obstructing highway.] See HIGHWAY, 531, and note, 533.

ADMIRALTY LAW.

See SHIP AND SHIPPING.

ADMINISTRATOR.

See EXECUTOR AND ADMINISTRATOR.

ADULTERY.

See FORNICATION.

AGENCY.

1. Agent of undisclosed principal.] One who acts as agent of an undisclosed
principal may be treated as principal by the party with whom he deals.
Welch v. Goodwin (Mass), 24.

2. Ratification.] Where a station agent, without express authority, engaged
a surgeon to attend an employee for an injury sustained in the service of
the company, and the superintendent knew and did not object to it, but
told the surgeon that he would be paid, this will warrant a finding that
the company ratified such empioyment. Cairo & St. Louis R. R. Co. v.
Mahoney (1.), 299.

Illegal agreement by agent.] See CONTRACT, 442.

Liability of principal on lease executed by agent.] See LANDLORD AND TEN-
ANT, 199.

Liability of agent on note executed for principal.] See NEGOTIABLE INSTRU
MENTS, 49.

Usury by.] See USURY.

AGREEMENT.

For sale of land.] See VENDOR AND PURCHASER, 737.

Parol to convey land, when enforced.] See DEED, 466.

ALTERATION OF INSTRUMENTS.

Of promissory note.] See NEGOTIABLE INSTRUMENTS, 67, 479, and note, 481.
By thief after larceny - effect of] See CRIMINAL LAW, 116.

ARBITRATION.

1. Disqualification of arbitrator.] On a notice to confirm award of three arbi
trators in favor of A, against a corporation, it appeared as facts that A
and one of the arbitrators were familiar acquaintances; that before the

2.

ARBITRATION - Continued.

submission A had honestly stated to that arbitrator the principal facts in
the case; and that thereupon that arbitrator had expressed the opinion
that no commercial house could stand upon the transaction; and advised
A to submit the matter to arbitration; held, that no error in law appeared
and the award should be affirmed. Morville v. American Tract Society
(Mass.), 40, and note, 46.

-] The award of an arbitrator will not be set aside because he had for-
merly been counsel in another action for the party in whose favor he
makes award, although this fact was not known to the unsuccessful party
or his counsel, in the absence of evidence of intentional concealment of
the fact. Goodrich v. Hulbert (Mass.), 60.

8. Partnership accounting — effect of award.]

An agreement for dissolution
of a partnership between A, B, and C, provided that A should continue the
business, paying B and C for their respective interests, for the arbitra-
tion of disputes, and for an account of stock. This account was taken,
and certain goods, supposed to belong to a third party, were excluded.
Arbitrators were selected and decided all matters of difference, but the
question about those goods was not submitted to them. A settled with B
and C on the basis of that account. In a subsequent dispute between the
partners and the third party, the referee, to whom it was submitted,
decided that a large portion of those goods belonged to the late firm.
Held, that the account was not conclusive; that B and C might show that
those goods were the property of the firm; that the award of the arbitra.
tors was no bar; that A could not prove his readiness and willingness to
refer this claim to the arbitrators; and that the award and the personal
testimony of the referee, that the ownership of those goods was in dis-
pute before and decided by him, was admissible. Evans v. Clapp (Mass.),
52.

See CORPORATION, 40.

ARMS.

See CONCEALED WEAPONS.

ASSAULT.

"With sharp, dangerous weapon."] See CRIMINAL LAW, 148.

ASSETS.

Marshalling] See MORTGAGE, 553.

ASSIGNMENT.

Of mortgage executed without consideration—when void.] See MORTGAGE, 218
Of lien.] See LIEN.

ASSUMPSIT.

Recovery of money paid on forged note.] If one pays a forged note, suppos
ing the signature to be his own, he may maintain an action to recover the