(t) Although time was not originally of the essence of the contract, yet, after considerable and improper delay on one side, the other party has a right to fix a reasonable time within which the contract is to be completed; that time will then be considered as having become of the essence of the contract: and in case the party to whom notice has so been given, fails to do what is proper on his part, within the time so fixed, a court of equity will not afterwards interfere in his favor to compel the execution of the contract- Lord Longdate, M. R., King v Wilson. 6 Beav. 126; Tur nert L. J., Roberts v. Berry, 3 De G., M. & G. 292 Walker v. Jeffreys. I Hare, 384 . Lord St. Leonards, 1 Sugd. V. & P. c. 5 § 3, pl. 34, states the rule more narrowly As to what is reasonable notice, see Parkin v. Thorold, 16 Beav. 59, 13 Eng. L. & Eq. 419, per Romilly, M. R. In Domiuick v Michael, 4 Sandf. 426, a right is asserted for either party to make the time essential by a mere demand of performance at the stipulated day.

(tt) Stow r. Russell. 36 111. 18. See Barnard v. Lee, 97 Mass. 92.

(u) Brashier v. Gratz, 6 Wheat 528, 533; Garaett p. Macou. 2 Brock. 246, 6 Call, 308- Where the subject-matter was the possession, trade, and good-will of a public-house, and the furniture and stock of liquors therein, time was held to be of the essence of the contract. Coslake v. Till. 1 Ross. 376. And snch Is the general rule where the property which in the subject of- the contract is connected with trade. Walker v Jeffreys, I Hare. 348 It seems where land is purchased as an article of commerce, with a view to be sold again, the purchaser has a right to insist that a conveyance at the stipulated time is essential McKay v. Carrington, I McLean, 59. In the sale of a reversion, time is of the essence of the contract. Newman v. Rogers, 4 Bro. Ch. 391. Spurrier v. Hancock. 4 Ves. 667. Where an incoming tenant agreed to procure a certain person to be his surety for the rent by a stipulated day. the time was held to be of the essence of the contract. Mitchell v. Wilson. 4 Edw. Ch. 697. See Goldsmith v. Guild, 10 Allen, 239: Smith v. Lawrence, 15 Mich. 499.

(v) Where a vendor, who had neglected to furnish an abstract of title at the day stipulated, sought to enforce the specific performance of the contract, contending that time was not of the essence of the contract. Lord Crantoorth, V. C, before whom the bill was filed, denied that the words of a contract could have any different meaning in a court of equity from that which they core in a court of law; or that a court of equity will ever, if there are no other circumstances in the case, disregard the plain letter of the contract, and compel the vendee to take a title on a day different from that on which he has contracted to take it. "When, therefore," said his lordship, "a contract has been entered into, by which a court of law decides that the purchaser is not bound unless a title be made before a given day. if a court of equity gives relief, it must be, not on the ground that it puts on the words of the contract a construction different from that put on it at law, but because there are ground*, collateral to the contract, on which it can found a Jurisdiction warranting its interference. What, then, are those grounds? 1 answer, the conduct of the contracting parties. Though the terms of the agreement stipulate for the completion of the purchase on a given day, yet, if the parties have dealt together on the footing that the contract should be con strued as a contract to complete in a reasonable time, this court acts on that as the real contract to be enforced. There is, no doubt, some difficulty in reconciling this, which is certainly the doctrine of the court, with the statute of frauds. A contract to purchase if a title is made on a given day, is not the sane contract as a contract to pur* We said that time was not necessarily of the essence of the contract. But at this period, and in this country, it chase if a title is made in a reasonable time; and so, to admit parties, by agreement, not in writing (and conduct is bat evidence of agreement), to substitute the latter for the former contract, is, in truth, to give effect to a contract relating to lands not reduced into writing and signed by the party to be charged; and this cannot be done consistently with the statute of frauds, as was decided by the Court of Common Pleas, in Stowell v. Robinson, 3 Bing. N. C. 923. Perhaps this court has acted on the ground that it would be a fraud in a purchaser, after dealing with a vendor on the footing that he did not consider the time fixed as material, to turn round and insist on the strict terms of the written contract; or it may be that the court has, from the conduct of the parties felt itself warranted in inferring that the day named was intended only as a security for performance in a reasonable time; and so has dealt with it as in the nature of a penalty. Be this, however, as it may, whatever be the foundation of the doctrine of the court, there is no doubt of its existence, that is, though the contract, according to its terms is that the purchase shall be completed on a given day, and is so framed, that, if not completed on that day, the purchaser is, at law, entitled to recover back his deposit; yet, if the parties deal together on the footing of having disregarded the appointed day, - as having, according to the ordinary language used, agreed to treat time as not being of the essence of the contract, - then this court will give relief, although the day for completion may have passed. But this relief is, as I have already stated, given solely on the ground of such dealing of the parties." Parkin v. Thorold, 2 Sim. (n. s.) 7, 8, II Eng. L. & Eq. 275. «' Whether the facts have in all cases/' added Lord Cran-worth, in the same opinion, "been such as fairly to warrant the inference relied on; whether this court has not sometimes made a new contract for the parties, and so enforced on the purchaser the performance of what he never undertook to do, is not the point for decision It is sufficient to say, that the ground on which the court has professed to proceed, has always been that the parties have so acted as to enable it either to give to the original contract a meaning different from its prima facis obvious import, or else to say that the original contract, so far as relates to the time fixed for its completion, has been abandoned, and a new and more extended one has been by implication entered into." Applying those principles to the case before him, which came up on a motion to dissolve an injunction restraining an action at law for the recovery of the deposit, he held, that nothing appeared to warrant him in saying that the defendant ever abandoned his right to insist on the completion of the purchase at the specified day, and he decided in favor of the defendant accordingly. But the same case afterwards coming on for hearing before Sir John Romilly, M. R., that judge overruled the decision of Lord Cranworth, and affirmed the doctrine, that, prima facie, in equity, time is not essential. Parkin v. Thorold, 16 Beav. 59, 13 Eng. L. & Eq. 416. And in a subsequent case, of Roberts v. Berry, 3 De G., M. & G. 284, 17 Eng. L. & Eq. 400, presenting a .similar state of facts. Knight Bruce and Turner, Lords Justices, adhered to the doctrine as laid down by the Master of the Rolls in opposition to the opinion of Lord Cranio jrth, iu Parkin v. Thorold. While, therefore, the weighty observations of Lord Cranwortk, in the above-cited case, command attention as an argument for a reduction of the doctrine of equity upon this subject to mere conformity to the common law, and in the same degree to a more reasonable and safe respect to the words of men's contracts, it must be conceded that the contrary view seems as yet to obtain in England. The doctrine of equity, as collectel from the prevailing authorities, may perhaps be stated with tolerable accuracy, in the following propositions: namely, that time may appear to be of the essence of the contract, by implication from the circumstances specially surrounding the case; e. g. from the character of the property, - as where it is perishable, or is wanted for some immediate purpose of trade or manufacture, - or where the vendor has a determinable interest only; that it may be made of the essence of the contract by express stipulation; but that, in the absence of such special circumstances or express stipulation, time is not essential; and that a provision in the contract that it is to be completed at a specified day, is not of itself such an express stipulation as in equity renders the time material. Knight Bruce, L. J., 3 De G., M. & G. 290; Turner, L. J., id. 291, 292; Romilly, M R., 13 Eng. L. & Eq. 418; Boehm v. Wood, 1 Jacob & W. 422; Walker u. Jeffreys, I Hare, 348. And see Molloy v. Egau, 7 Irish Eq. 690; Reynolds V Nelson, 6 usually is so in fact. Very few transactions in business are isolated and independent. It is not often that one buys without making arrangements for the purpose, or sells without having other things in view, connected with this, by distinct bargain, or at least by a definite plan and expectation. In other words, it must be true here, in point of fact, that it is generally almost as material when a contract is carried into full effect, as how it is. It may not have been so formerly, and time may have had less value, and punctuality less merit. But we think that both the moral and judicial equity applicable to * existing usages, will, for the most part, find time to be entitled to especial regard, {w)l