THE

LAW OF CONTRACTS.

BY

THEOPHILUS PARSONS, LL. D.,

DANE PROFESSOR OF LAW IN HARVARD UNIVERSITY, AT CAMBRIDGE.

VOLUME I.

THIR D EDITION.

BOSTON:

LITTLE, BROWN AND COMPANY.

Entered according to the Act of Congress, in the year 1857, by

THEOPHILUS PARSONS,

In the Clerk's Office of the District Court of the District of Massachusetts.

350677

CAMBRIDGE:

ALLEN AND FARNHAM, PRINTERS.

112 WASHINGTON ST., BOSTON,

JUNE 1, 1858.

LAW BOOKS,

RECENTLY PUBLISHED BY

LITTLE, BROWN AND COMPANY, Law and Foreign Booksellers.

Orders by letter for any of these publications will be promptly attended to, and bound volumes sent by mail to any post-office in the United States.

We invite the attention of the profession to our extensive and continually increasing stock of Law Books, both Foreign and Domestic, embracing every branch and department of Jurisprudence, including many rare and valuable French works. Catalogues may be had upon application.

HILLIARD ON VENDORS AND PURCHASERS.

The Law of Vendors and Purchasers of Real Property. By FRANCIS HILLIARD, Esq. 2 vols. in one. 8vo.

$6.00.

EXTRACT FROM THE PREFACE.

"The present work is designed to occupy the same ground in American Law, which has been so successfully occupied in the English Law by Sugden, on Vendors and Purchasers. I mean the same ground for practical use, for this is the prevailing purpose of the book.

"I begin with the distinction between executed and executory contracts; and proceed to explain what is necessary to constitute a contract, its consideration, parties, construction and form, including sales by auction, the statute of frauds, license, and part-performance. Then follow the time of performance, the title to the property sold, and, in natural succession, partial failure of title, and the general grounds for avoiding or rescinding a sale, in whole or in part, whether for total or partial want of title, for non-payment of the price, or other causes; including mistake, fraud, the sale of expectancies, breach of trust, and notice. Having completed my view of the rights and liabilities growing out of the contract, I proceed to the subject of the remedies for enforcing it; first in equity, including the extensive subject of specific performance, and then promiscuously in law and equity, including, in more minute detail than before, the title which the vendor must show, and the grounds of objection which may be made against it; the dependence or independence of the mutual covenants of the parties; actions to recover back the price paid, and defences against notes and other securities given therefor; the claim for use and occupation, damages, pleading, parties, and miscellaneous points of practice."

"Judge Hilliard may be taken to be the American writer on real estate law; his treat ises sufficing, if not to cover, at least to give him a clear possessory right in this great field of legal learning as it exists among ourselves. For the preparation of such works as these, he possesses that strength and clearness of judgment, and the spirit of indefatigable investigation, which are necessary to make them at once complete as to their contents, and convenient but natural as to their mode of treatment.

"It is enough to say of the Treatise on Vendors and Purchasers, as we can say from an examination of it in advance of its publication, that it is not behind either of its predecessors, in a judicious and instructive classification of topics, or in a thorough collection and effective quotation of cases. And we hazard little in predicting that it will assume the position of a standard work in our law libraries before many months from the day of its publication." - Boston Advertiser.

"Mr. Hilliard has for some years filled a place in the front rank of legal writers, and has gained a special distinction in the department of real estate law. His book on the American Law of Real Property is as nearly an authority upon the subject of which it treats as any book in this country of various customs, enactments, and decisions with regard to the tenure and transfer of real estate. The present work cannot fail to add largely to his well earned reputation; for it unites comprehensiveness, compactness, and systematic arrangement in a high degree. He does not undertake in all cases to weigh and balance conflicting decisions, or to pursue the fine threads of distinction which run through opposing cases and opinions. He more wisely, considering the strictly professional public for which he writes, presents in compact form the law as it is laid down by English and American decisions; accompanying this, when there is serious conflict in the cases, with an expression of opinion as to the prevailing rule upon the particular point disputed; and his opinions in such cases cannot but carry great weight, as well from the clearness with which they are expressed, as from the fine appreciation which they show of the nature of the differences, and of the precedents and customs from which they arise."- New York Courier and Enquirer.

"Mr. Hilliard is an experienced legal writer. Besides being a frequent contributor to legal periodicals, he has published treatises on the Law of Sales of Personal Property, on American Jurisprudence, on the Law of Mortgages, and on the Law of Real Property, prior to the valuable work now under notice; and all his works are deservedly much esteemed for their logical arrangement as well as thorough treatment of the subject-matter. This work on the Law of Vendors and Purchasers supplies a real want of the profession, and will be equally useful in every part of the United States." - New York Commercial Advertiser.

ANGELL AND AMES ON CORPORATIONS. Treatise on the Law of Private Corporations Aggregate. By JOSEPH K. ANGELL and SAMUEL AMES. Sixth Edition, entirely Revised, Corrected, and Enlarged. 8vo. $5.50.

REDFIELD ON THE LAW OF RAILWAYS.

A Practical Treatise on the Law of Railways. By ISAAC F. REDFIELD, L L. D., Chief Justice of Vermont. 1 vol. 8vo. $5.50.

"Mr. Justice Hoffman, of the Superior Court of New York, in deciding the case of Owen v. The Hudson River Railroad Company, cited the above-mentioned work, and took occasion to say, that he looked upon it as one of the most valuable treatises that

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had been for many years offered to the profession. In his humble judgment, it would constitute a text-book, which might indeed be added to and improved, but could not be superseded."

"To say that such a work has long been needed is merely to repeat what every one connected with railroads has long felt. The object of the present work seems to have been to supply the legal profession with a special work embodying the whole law, both English and American, governing the decision of cases which may occur in any department of railroading, from the first inception of companies to the various difficulties arising from the working of the finished lines.

"The manner in which the work is arranged is peculiar in some respects; the author having adopted the order of time in which the several functions of railways came into operation. It really contains substantially separate and complete treatises upon corporations, railway construction, common carriers of freight and passengers, the law of master and servant, principal, agent, constitutional questions, tolls, fences, torts to strangers, injuries to domestic animals, railway investments, mandamus, equity, and some others. . . . . . A work like this, prepared by one whose opportunities and experience are adequate to the task, cannot fail to be appreciated by railroad managers, and the legal profession. It must soon be found in every railroad office in our country." -Railroad Record.

BISHOP ON CRIMINAL LAW. Vol. II.

Commentaries on Criminal Law. By JOEL PRENTISS BISHOP, Esq., author of "Commentaries on the Law of Marriage and Divorce." Vol. II., containing the Law of Specific Offences. 8vo. $5.50.

"The second part of Mr. Bishop's work on criminal law is now given to the profession and the public. It is quite different from the former volume, both in object and plan. The first volume was intended as a philosophical treatise upon the general and leading principles of criminal law, as they run into all crimes, or as they distinguish crimes into classes. Its six books, excepting the first, which is introductory, are devoted to Legal Interpretation; The Intent; The Act; Locality of Crime; Consequences of Crime. The present volume is arranged alphabetically, and upon the plan of a digest. It takes up every offence to which criminal law applies in its order, and the principles of law upon that offence are given, and then the author passes to the next crime, and so on. But it is a great satisfaction to find that the principles of law applicable to each particular head are here given as philosophically as the general principles, underlaying the whole, are given in the preceding volume. Mr. Bishop never, in this second volume, shows us the law upon a point, without giving us, so far as the subject is capable of it, the reason also. And he here brings to each topic the same system of minute and exact analysis and classification which he applies to the more expansive topics of the first volume. Consequently, while the book retains the form of a digest, and is thus more convenient for quick reference, it has none of the dry and repulsive character of a digest.....

"The style of the book is terse, vigorous, and clear. In every respect, the book is very valuable and complete, and must supply a great want. So far as we have been able to go over it, it is remarkable for its learning and accuracy. A great amount of labor must have been bestowed upon it. A feature of much importance, and which accompanies all Mr. Bishop's books, is the analytical index, by which a summary of the whole volume is presented at a glance. This is given in addition to a very full alphabetical index.” —. Boston Advertiser.

"The treatise is carefully prepared, as the style of the author and the fulness of his citations attest. There is a frankness in meeting difficulties and unsettled points,