Latham v. . Field

WaleeR, J., after stating tbe case: Tbe nonsuit requires us to consider tbe evidence in tbe most favorable view for tbe plaintiff. Plaintiff contends that be acted upon tbe representation of W. H. Field, that J. D. Turner was tbe broker of defendant, and therefore fully authorized to make contracts for tbe sale of cotton in their behalf, and that be was dealing with Turner as agent, and not in bis individual capacity, and relied upon tbe statement of W, H. Field that be could so deal in the future. Tbe rule in regard to agency may be thus stated: A principal is bound by tbe acts of bis agent within tbe authority be has actually given him, which includes not only tbe precise act which be expressly authorizes him to do, but also whatever usually belongs to tbe doing of it, or is necessary to its performance. Beyond that, be is liable for tbe acts of tbe agent within tbe appearance of authority which tbe principal himself knowingly permits tbe agent to assume, or which be bolds tbe agent out to tbe public as possessing. For the acts of bis agent, within bis express authority, tbe principal is liable, because tbe act of tbe agent is tbe act 'of the principal. For tbe acts of tbe agent, within tbe scope.of bis authority be bolds tbe agent out as having, or knowingly permits him to assume, tbe principal is made responsible, because to permit him to dispute tbe authority of tbe-agent in such cases would be to enable him to commit a fraud upon innocent persons. Bank v. Hay, 143 N. C., 326; Law v. Stokes, 3 Vroom (N. J.), 249; Mecbem on Agency, sec. 84- “Tbe principal is bound by all tbe acts of bis agent within tbe scope of tbe authority which be bolds him out to tbe world to possess, although be may have *361 given him more limited private instructions, unknown to the persons dealing with him; and this is founded'on the doctrine that where one of two persons must suffer by the act of a third person, he who has held that person out as worthy of trust and confidence, and as having authority in the matter, shall be bound by it.” Carmichael v. Buck, 10 Rich. Law, 332 (70 Am. Dec.,- 226); Story on Agency, sec. 127. “Where a person by words or conduct represents or permits it to be represented that another person is his agent, jie will be estopped to deny the agency as against third persons who have dealt, on the faith of such representation, with the person so-held out as agent, even if no agency existed in fact.” Trollinger v. Fleer, 157 N. C., 81; Metzger v. Whitehurst, 147 N. C., 171. These cases fairly illustrate this doctrine and define its limits. As to the liability of a principal acting through a broker, see 19 Cyc., p. 292. The Court, in this case, when formerly here (160 N. C., 335), stated the duties of a broker and the nature of his agency. The ease may be considered in two aspects: 1. Was Turner, in fact, acting as defendant’s broker in the transaction ? 2. Did defendants, by W. H. Field, induce the plaintiff to believe that Turner had authority to represent them in selling their cotton, and thereby lead him to make the order for the 100 bales, he believing, and having reason to believe, under the circumstances, that they were selling, not to Turner for-himself, but through him to the plaintiff? If the jury should find that Turner was really acting as agent or broker for the defendants, they would be liable for the damages sustained by the plaintiffs, for the defendants would, in such case, be the principals and the acts of Turner, though in his own name, would be imputable to them as much so as if they had acted for themselves instead of by representation. The form of the transaction is not material. Holt v. Wellons, ante, 124. We think there was evidence to support either of these theories. In the first place, the plaintiff testifies, without qualification, that “he ‘got the cotton from the defendants through *362 Turner/’ and thus be did precisely wbat W. H. Field told bim to do. It also appears that Turner told tbe plaintiff that be bad succeeded in getting tbe cotton for them from defendants. In tbe letter of confirmation it is stated that “tbe sale was made for tbe account of J. E. Field & Son,” and Turner-opens bis letter by saying: “We hereby ■ confirm tbe sale, and request plaintiff, in case of any reference to tbe order, to give our order number.” Plaintiff might well argue, and tbe jury be authorized to find, that Turner, by tbe use of this language, was not referring merely to himself, but to Field & Son, or to them and himself as their agent. Turner knew of tbe conversation that W. H. Field bad with tbe plaintiff, for be was present, and it might reasonably be inferred by tbe jury that as be bad not disavowed bis agency or notified plaintiff to tbe contrary, up to tbe time of tbe purchase, be was acting for them in accordance with tbe understanding at tbe April meeting. Tbe plaintiff testified that cotton is very often shipped to tbe order of a bank cashier or some clerk in a merchant’s office. Tbe name on tbe bill of lading is disregarded; they look for tbe shipper of tbe cotton and tbe indorsement on tbe bill. This was an explanation of tbe form of tbe bill of lading, and a reason why tbe request to notify J. D. Turner of tbe shipment did not necessarily disprove bis agency, or establish the fact that defendants were dealing with bim as a principal in tbe transaction and as a purchaser of tbe cotton, and its consignee, on bis own áccount. If by tbe conduct of W. H. Field, or tbe defendants, tbe plaintiff was reasonably led to believe that Turner was acting as their broker, and by reason thereof be dealt with bim as such, relying upon such conduct and believing in good faith that Turner was acting as broker and not for himself, it would' be tbe same as if be was, in fact, tbe broker of defendants in selling tbe cotton. Tbe jury may consider whether Turner was in fact defendant’s broker, and in tbe bill of lading they requested that be be notified individually of tbe shipment, merely for their convenience or in accordance with tbe custom, or whether they, thereby, intended to deal with bim individually and not as their broker, or whether they used bis name, meaning that be *363 should be their broker, without regard to the fact that he was not addressed as such and knowing that he had been so represented to the plaintiff. These are merely suggestions as to the different views of the evidence, and must not be taken as an intimation upon the weight or sufficiency of the same to establish either side of the case. It would serve no practical purpose to further consider the evidence as bearing upon the question of • an agency in fact or in law. It is sufficient to say that, as the case is now presented to us, there is evidence fit to be submitted to the jury and to warrant a finding thereon in favor of the plaintiff, under proper instructions from the court as to the law. There was error in granting the nonsuit. It will be set aside, and a new trial is ordered. New trial.