New York & Cuba Steamship Co. v. Harbison

• Decision Date: 29 May 1883
• Parties: NEW YORK & CHARLESTON STEAM-SHIP CO. v. HARBISON.
• Court: U.S. District Court — District of Connecticut

16 F. 688

NEW YORK & CHARLESTON STEAM-SHIP CO. v. HARBISON.

United States Circuit Court, D. Connecticut.

May 29, 1883

Charles C. Leeds and Charles R. Ingersoll, for libelant.

Joseph L. Barbour and Lynde Harrison, for defendant.

WALLACE J.

The libelant has appealed from a decree of the district court dismissing the libel. The libel was filed to recover of the defendant the sum of $3,000 and interest, due upon a charter-party entered into between the libelant and the defendant, as quartermaster general of the state of Connecticut, for the hire of the libelants' steamer.

The following facts are found:

An act of the general assembly of the state of Connecticut, passed in 1881, authorized the quartermaster general of the state to provide transportation for a regiment of the National Guard to represent the state at the centennial celebration of the battle of Yorktown, and appropriated $3,000 for that purpose. The act also directed the quartermaster general to provide for the transportation and expenses of the governor and his staff in attending the celebration.

Thereafter the proper authorities of the state made arrangements to have the state represented at Yorktown. Upon consultation among the state officials and officers and men of the militia, it was concluded to visit Charleston, South Carolina, in connection with the celebration at Yorktown, and in order to provide for the extra expense of the excursion beyond the sum appropriated, the officers and men of the military organizations agreed to contribute a further sum of between $7,000 and $8,000. A committee of arrangements was appointed to consider the ways and means. Col. Barbour, as the representative of this committee, consulted with the quartermaster general. The latter thought he would be justified in expending from $1,500 to $2,000, under that provision of the act of the general assembly which authorized him to provide for the expenses of the governor and staff, in addition to the $3,000 specifically appropriated for the expenses of the National Guard. The quartermaster general favored the excursion. Thereafter, he and Col. Barbour took measures to negotiate at New York city the chartering of a steamer of libelant to convey the excursionists. The negotiations were concluded by Col. Barbour. He fully informed Mr. Quintard, the president of the libelant, of the situation, and the latter understood that the state had appropriated $3,000 for a representation at Yorktown, and that the balance necessary for the trip would be raised by subscription. A charter-party was agreed upon, at the sum of $6,000 for the trip from New Haven or New London to Yorktown, thence to Charleston and return. When the question arose as to who should sign the charter-party on behalf of the excursionists, Col. Barbour offered to sign it personally, or to procure the quartermaster general of the state to sign it. Mr. Quintard preferred to have it signed by the quartermaster general. Accordingly, the charter-party in suit was drawn up and forwarded to the defendant. It named the libelant as party of the first part, and 'Brig. Gen. Alexander Harbison, quartermaster general, representing the state of Connecticut,' as party of the second part. It was returned by the defendant to libelant signed 'State of Connecticut, by Alexander Harbison, Quartermaster General. ' By its conditions the party of the second part was to pay $3,000 on signing, and $3,000 at the expiration of the voyage. The first $3,000 was paid by the defendant. The second $3,000 was not paid, and is due to the libelant, with interest.

The excursionists found the trip by steamer to Charleston disagreeable, and the officers in command turned over the steamer at that port to the owners, and brought home the expedition by railroad, the defendant paying the expenses of transportation. The defendant received, in addition to the appropriation of $3,000 by the act of the general assembly, $2,000 from the funds of the state for the expenses of the governor and his staff, and $4,875 from moneys paid by the officers and men, making in all $9,875. He paid out $3,000, the down payment on the charter-party, and the balance he paid out for the expenses of the trip.

The case turns upon the application of the principles of the law of agency. Several general propositions bearing upon the facts are relied upon for the defendant, and are well established. A public officer who does not interpose his own credit is not liable on a contract executed by him on behalf of the state, even in cases where he might have been liable had he represented a private individual; but where it is sought to charge him with a personal responsibility, the facts and circumstances ought to be such as to show clearly that both parties acted upon the assumption that a personal liability was intended. Gill v. Brown, 12 Johns. 385; King v. Butler, 15 Johns. 281; Murray v. Kennedy, 15 La.Ann. 385; Parks v. Ross, 11 How. 362; Sanborn v. Neal, 4 Minn. 126, (Gil. 83.) Nor is he personally liable upon a contract made by him ostensibly for his principal, when he had no authority to make the contract if his want of authority was known to the other party. Newman v. Sylvester, 42 Ind. 106; Murray v. Carothers, 1 Metc. (Ky.) 71; Curtis v. U.S. 2 Nott & H. 144; Baltimore v. Reynolds, 20 Md. 1; State v. Hastings, 10 Wis. 518; Hull v. County of Marshall, 12 Iowa, 142. If his authority depends upon statute, all who contract with him are conclusively presumed to know its extent and limitations. Perry v. Hyde, 10 Conn. 329; Smout v. Ilberry, 10 Mees. & W. 1; Murray v. Carothers, 1 Metc. 71; McCurdy v. Rogers, 21 Wis. 199; Ogden v. Raymond, 22 Conn. 384; Story, Ag. Sec. 307; Whart. Ag. Secs. 513, 531, 532.

While these general rules are applicable here, they are not decisive. The defendant was a public officer, and executed a contract ostensibly in behalf of the state of Connecticut. It was known, both as matter of law and matter of fact, to both parties that he had no authority to enter into such a contract in behalf of the state. Without more, it would be decided unhesitatingly that he could not be held personally. He was authorized by the act of the general assembly to transport and maintain, for the purposes of the celebration at Yorktown, the body of persons who were selected to represent the state, and to expend $3,000, and such further sum as might be necessary, for the expenses of the governor and his staff, but he had no authority, as quartermaster general of the state, to pledge the responsibility of the state for the purposes of an excursion to Charleston. As his authority was conferred by a public law, the libelant, equally with the defendant, was chargeable with knowledge of his want of authority to make the charter-party in suit.

But, at the time the charter-party was entered into, the defendant sustained other relations towards the transaction than those existing by virtue of his official character. He was the representative of a party of excursionists, and had a fund upon which he could rely for the payment of their expenses, and this was known to the president of the libelant. As is stated by the learned district judge, 'he hired the vessel, not because he was acting in that regard for the state, but because he was acting in behalf of a party of excursionists. ' If this is correct he was the real principal, because there was no other real principal. A body of persons who convened, as Chief Justice GIBSON expresses it, 'at an ephemeral meeting for a particular occasion,' could not be the principal. Eichbaum v. Irons, 6 Watts. & S. 67.

In order to charge the real principal it is always competent, in whatever form a parol written contract is executed by an agent, to ascertain by evidence dehors the instrument who is the principal; whether it purports to be the contract of an agent, or is made in the name of the agent as principal. Higgins v. Senior, 8 Mees. & W. 834; Trueman v. Loder, 11 Adol. & E. 594; Dykers v. Townsend, 24 N.Y. 61; Coleman v. First Nat. Bank of Elmira, 53 N.Y. 393; Ford v. Williams, 21 How. 289; Huntington v. Knox, 7 Cush. 371; Eastern R. Co. v. Benedict, 5 Gray, 566; Hubbert v. Borden, 6 Whart. 91; Browning v. Provincial Ins. Co. L.R. 5 P.C. 263; Calder v. Dobell, L.R. 6 C.P. 486; Story, Ag. Secs. 148, 160; Briggs v. Partridge, 64 N.Y. 357. The real principal may be held, although the other party knew that the person who executed as principal was in fact the agent of another. In Byington v. Simpson, 15 Reporter, 439, the supreme judicial court of Massachusetts state:

'We are of opinion that the plaintiffs' knowledge does not make their case any weaker than it would have been without such knowledge. We cannot reopen the rule that a party not mentioned in a simple contract in writing may be charged as a principal upon oral evidence, even when the writing gives no signification of an intent to bind any other person than the signer. That rule is as well settled as any part of the law of agency.'

If the defendant was the real principal he cannot escape liability merely because he assumed to contract as an agent for another. The case, therefore, resolves itself into the question whether the libelant intended, notwithstanding, to rely upon the responsibility of some other party and absolve the defendant. The learned district judge was of the opinion that Mr. Quintard did not intend to rely upon the personal liability of the defendant, but although he knew that the state could not be held upon the contract, and that the defendant was only acting in behalf of a party of excursionists, preferred that the contract should be in the name of the state, and elected to discharge the defendant from liability. But does it follow that by taking the contract in the form...