' Infra, sec 670 ; Prichard v. Ovey, L. J. & W. 396 ; Kensington v. Phillips, 5 Dow, 61.

In Miller v. Kendig, 55 Iowa, 174, it was held that a contract in which the grantee agreed to account to his grantor for the proceeds of certain land above the price paid by him above " a reasonable amount" was not void for uncertainty.

In Lincoln v. Ins. Co., Sup. C. Mass. 1882, 13 Rep. 399, the telegrams on which the alleged contract was based were as follows : From the plaintiff to the defendant, " Telegraph how much corn you will sell, with lowest cash price, Buffalo." From defendant to plaintiff, "Three thousand cases, one dollar five cents, open one week."

From plaintiff to defendant, "Sold corn; will see you to-morrow." The defendant was a corporation in New York, the plaintiff a broker and dealer in Boston. It was held that the telegrams did not contain any offer by defendants to sell to the plaintiff. The plaintiff, so it was said by the court, was a broker, and had acted as a broker for the defendants, and also had dealings with them on his own account. " Construing the first two telegrams together, the defendants say to the plaintiff that they will sell a certain quantity of corn, on certain terms, and within a certain time ; but they do not say that they will sell to the plaintiff. They say in effect that they will hold the corn for a week, for the plaintiff to find a purchaser. The plaintiff's reply confirms this construction, for he does not say that he will take the corn, but that he has sold it, and will see the defendants the next day."

1 Infra, sec 657.

1 Benj. on Sales, 3d Am. ed. sec 89 ; Flagg v. Mann, 2 Sumn. 538 ; Fuller v. Bean, 34 N. H. 304.

3 Ahearn v. Ayers, 38 Mich. 692.

contract on which A. could be sued.1 - It is sufficient, if property to be passed be described in general terms; and these terms can be explained and applied by parol proof.2 Thus, in a case before the English Court of Appeals in 1881, it was held, that a receipt given by an auctioneer at a sale of real estate, as follows : "Received of Mr. S., the sum of £'21 as deposit on property purchased at £420 at Sun Inn, Plaxton, on the above date, Mr. C. Pinxton, owner. Received by H. M., 29th March, 1880, H. M.;" taken in connection with the following memorandum: "The property duly sold to Mr. S., butcher, Pinxton, and deposit paid at. the close of sale. II. M., auctioneer,"- constituted, when explained by parol proof, a binding contract, even under the statute of frauds.3 "I agree," said Jessel, M. R., "that the word 'property' alone is vague. But the word is well understood. In a conveyance by a debtor for the benefit of his creditors the words used are ' all the property.' There is sometimes a contest, but there is never any doubt that parol evidence may be admitted to show what was part of that property. There is nothing requiring the description to be an inseparable incident. The words ' all the property' immediately throw open an inquiry into the matter. As regards separable incidents, has anybody ever doubted that a sale of 'all that farm, in the tenancy of C, formerly bequeathed by A. to B.,' shows a sufficient description? Nobody ever doubted it. I have seen these words, 'All that land formerly in the occupation of B. and now of - _,' and that is quite sufficient. Those who are old enough may remember that in the form used in a common recovery, very general words were used. They were quite sufficient as a description, although outside evidence was required to show what property passed. There is no such general rule as the learned judge in the court below supposed. It does not follow that, because some general words are used, the description is insufficient. The learned judge in the court below says: ' Suppose, for example, the vendor were to say, I sold, at the Sun Inn, a certain house, certain plans, certain loose materials

' Long v. Battle Creek, 39 Mich. 323.

2 Infra, sec 661.

3 Shardlow v. Cotterell, Eng. Ct. of on the ground, and I say what I sold were all these things ;' and he gives a list. If the words used in the case put by the learned judge were in a will, they would be sufficient to pass the property. When he says, ' You must have, on the face of the contract, a sufficiently definite description of the things sold to enable you to introduce parol evidence to show what the articles were to which that description refers,' I agree entirely. 'But,' the learned judge continues, 'a mere description of the thing sold as 'property' is not, to my mind, sufficiently definite to enable any such parol evidence to be adduced.' The error he makes there is, taking the word 'property' alone."-In a succeeding chapter it will be seen that the construction of contracts is to be determined by the laws of logic as limited by legal precedent; that while the intention of the parties is to be carried out, the construction most consistent with good faith and legality is to be preferred, and that the whole context, aided by extrinsic facts, may be invoked to determine what the parties meant.1.

App. 1881; Jessel, M. R., Baggallay, L. J., Lush, L. J., reversing Kay, J., in s. c. L. R. 18 Ch. D. 280.