An award is so far like a judgment that an attorney has been held to have a lien upon it for his fees; but it is not the same thing in all respects. (d) 1

It may happen, where an award is offered in defence, or as the ground of an action, that it is open to no objection whatever for anything which it contains or which it omits; and yet it may be set aside for impropriety or irregularity in the conduct of the arbitrators, or in the proceedings before them. Awards are thus set aside if "procured by corruption or undue means," as is said in the Stat. 9 and 10 Wm. III. ch. 15, which is held as only declaratory of the law as it was before. This rule rests, indeed, on the common principle that fraud vitiates and avoids every transaction. So too, it may well be set aside, if it be apparent on its face that the arbitrator has made a material mistake of fact or of law. (e) It must, however, be a strong case in which the court would receive evidence of a mistake, either in fact or in law, which did not appear in the award, and was not supposed to spring from, or indicate corruption, or gross ignorance or negligence. (f) 2

(c) Antram v. Chace, 15 East, 209; Houghton v. Houghton, 37 Me. 72.

(d) Ormerod v. Tate, 1 East, 464; Cowell v. Betteley, 4 Moore & S. 265; s. c. not as well reported upon this point in 10 Bing. 432. But see Dunn v. West, 10 C. B. 420, 1 Eng. L. & Eq. 325; Brearey v. Kemp, Bail Court, 1866, 32 Eng. L. & Eq. 147. See also Collins v. Powell, 2 T. B. 756, that there is a difference between money awarded, and money recovered by a judgment.

(e) See Aubert v. Maze, 2 B. & P. 371, Pringle v. M'Clenachan, 1 Dall. 487; Nance v. Thompson, 1 Sneed, 321; Walker v. Walker, 1 Wins. 259.

(f) This subject was very fully considered in the Boston Water Power Co. v. Gray, 6 Met. 131. From the able opinion of Shaw, C. J., we quote the following: "It is clearly settled that an award is prima facie binding upon the parties, and the burden of proof is upon the party who would avoid it. In general, arbitrators have full power to decide upon questions of law and fact, which directly or incidentally arise in considering and deciding the questions embraced in the submission. As incident to the decision of the questions of fact, they have power to decide all questions as to the admission and rejection of evidence, as well as the credit due to evidence, and the inferences of fact to be drawn from it. So, when not limited by the terms of the submission, they have authority to decide questions of law, necessary to the decision of the matters submitted; because they are judges of the parties' own choosing. Their decision upon matters of fact and law, thus acting within the scope of their authority, is conclusive, upon the same principle that a final judgment of a court of last resort is conclusive; which is, that the party against whom it is rendered can no longer be heard to question it. It is within the principle of res judicata; it is the final judgment for that case, and be1 Thus an attorney may by an oral agreement obtain a lien valid in equity on damages subsequently awarded to his client by an arbitrator in an action for malicious prosecution, and such lien is valid against an attaching creditor of the client without notice of the assignment. Williams v. Ingersoll, 89 N. Y. 508.

2 An arbitrator cannot recover for his services in making an award which by his corrupt and fraudulent practices has been rendered valueless. Bever v. Brown, 56 la. 565. See Sanborn v. Murphy, 50 N. H. 65.

And while an award obtained by fraud in either * party, would undoubtedly be set aside, it has been held, that a tween those parties. It is amongst the rudiments of the law, that a party cannot, when a judgment is relied on to support or to bar an action, avoid the effect of it by proving, even if he could prove to perfect demonstration, that there was a mistake of the facts or of the law. But this general rule is to be taken with some exceptions and limitations, arising either from the submission, or from the award itself, or from matter distinct from either. If the submission be of a certain controversy, expressing that it is to be decided conformably to the principles of law, then both parties proceed upon the assumption that their case is to be decided by the true rules of law, which are presumed to be known to the arbitrators, who are then only to inquire into the facts, and apply the rules of law to them, and decide accordingly. Then, if it appears by the award, to a court of competent jurisdiction, that the arbitrators have decided contrary to law, of which the judgment of such a court, when the parties have not submitted to another tribunal, is the standard, the necessary conclusion is, that the arbitrators have mistaken the law, which they were presumed to understand; the decision is not within the scope of their authority, as determined by the submission, and is for that reason void. But when the parties have expressly, or by reasonable implication, submitted the questions of law, as well as the questions of fact, arising out of the matter of controversy, the decision of the arbitrators on both subjects is final. It is upon the principle of res judicata, on the ground that the matter has been adjudged by a tribunal which the parties have agreed to make final, and a tribunal of last resort for that controversy; and therefore it would be as contrary to principle, for a court of law or equity to rejudge the same question, as for an inferior court to rejudge the decision of a superior, or for one court to overrule the judgment of another, where the law has not given an appellate jurisdiction, or a revising power acting directly upon the judgment alleged to be erroneous. - It has sometimes been made a question whether the court will not set aside an award, on the ground of mistake of the law, when the arbitrator is not a professional man, and decline inquiry into such mistake, when he was understood, from his profession, to be well acquainted with the law. Some of the earlier eases may have countenanced this distinction. But the probability is, that this distinction was taken rather by way of instance to illustrate the position, that when the parties intended to submit the questions of law as well as of fact, the award should be final, but otherwise not; which we take to be the true principle. But we think the more modern cases adopt the principle, that inasmuch as a judicial decision upon a question of right, by whatever forum it is made, must almost necessarily involve an application of certain rules of law to a particular statement of facts, and as the great purpose of a submission to arbitration usually is to obtain a speedy determination of the controversy, a submission to arbitration embraces the power to decide questions of law, unless that presumption is rebutted by some exception or limitation in the submission. We are not aware that there is anything contrary to the policy of the law in permitting parties thus to substitute a domestic forum for the courts of law, for any good reason satisfactory to themselves; and having done so, there is no hardship in holding them bound by the result. Volenti non fit injuria. On the contrary, there are obvious cases in which it is highly beneficial. There are many cases where the parties have an election of forum; sometimes it is allowed to the plaintiff, and sometimes to the defendant. It may depend upon the amount or the nature of the controversy, or the personal relations of one or other of the parties. As familiar instances in our own practice, one may elect to proceed in the courts of the United States, or in a State court; at law or in equity; in a higher or lower court. In either case, a judgment in one is, in general, conclusive against proceeding in another. A very common instance of making a judgment conclusive by consent, is where a party agrees, in consideration of delay, or some advantage to himself, to make the judgment of the court of common pleas conclusive, where, but for such consent, he would have a right to the judgment of the higher court. But where the whole matter of law and fact is submitted, it may be open for the court to inquire into a mistake of law, arising from matter apparently on the award itself; as where the arbitrator has, in his award, raised the question of law, and made his award in the alternative, without expressing his own opinion; or, what is perhaps more common, where the arbitrator expresses his opinion, and, confraudulent representation to an arbitrator, by means of * 70S which an * award was obtained, will not be the ground of an action by the injured party. (g) It has been permitted to the arbitrators to state a mistake of fact, which they afterwards discovered; but it would seem that the court cannot then rectify the award, or do anything but set it aside if the error be material, or, perhaps, in some cases, refer the case back again to the arbitrators. (h) formably to that opinion, finds in favor of one of the parties; but if the law is otherwise, in the case stated, then his award is to be for the other party. In such case, there is no doubt the court will consider the award conclusive as to the fact, and decide the question of law thus presented. Another case, somewhat analogous, is where it is manifest, upon the award itself, that the arbitrator intended to decide according to law, but has mistaken the law. Then it is set aside, because it is manifest that the result does not conform to the real judgment of the arbitrator. For, then, whatever his authority was to decide the questions of law, if controverted, according to his own judgment, the case supposes that he intended to decide as a court of law would decide; and therefore, if such decision would be otherwise, it follows that he intended to decide the other way." And see Burchell v. Marsh, 17 How. 344. In this case, Mr. Justice Grier said: "Arbitrators are judges chosen by the parties to decide the matters submitted to them, finally and without appeal. As a mode of settling disputes, it should receive every encouragement from courts of equity. If the award is within the submission, and contains the honest decision of the arbitrators, after a full and fair hearing of the parties, a court of equity will not set it aside for error, either in law or fact. A contrary course would be a substitution of the judgment of the chancellor in place of the judges chosen by the parties, and would make an award the commencement, not the end of litigation." See also Jones v. Boston Mill Corporation, 6 Pick. 148; Fuller v. Fenwick, 8 C. B. 705; Faviell v. Eastern Counties Railway Co. 2 Exch. 344; Kent v. Elstob, 3 East, 18; Kleine v. Catara, 2 Gallia. 61; Greenough v. Rolfe, 4 N. H. 367; Johns v. Stevens, 8 Vt. 308; Bliss v. Robins, 6 id. 629; Root v. Renwick, 16 Ill. 461; Wohlenberg v. Lageman. 6 Taunt 254; Prentice v. Reed, 1 Taunt 162; In re Badger, 2 B. & Ald. 691: Bouttilier v. Thick, 1 Dowl. & B.