This section is from the book "The Law Of Contracts", by William Herbert Page. Also available from Amazon: Commercial Contracts: A Practical Guide to Deals, Contracts, Agreements and Promises.
Since the distinction between alteration and spoliation turns on the relation to the contract borne by the party who makes the change in the instrument, it is in this connection all important to determine this relation. Change in a written contract may be made by: (1) a party to the contract; (2) an agent of a party to the con tract; (2) a person not an agent but in whose custody a contract has been placed; or (1) a person having no relation to the contract.
If the change is made by a party to the contract, it is a case of alteration.1 A change made by a mere stranger to the contract, who has no relation thereto, is, as has been said, a spoliation.2
If the change is made by an agent of a party to the contract, the question whether this is an alteration or a spoliation as far as the principal's rights arc concerned, turns on the question of the agent's authority. If the agent is one having no authority which could include the making of such change, he is for this purpose a stranger to the contract, and the change is a spoliation if not ratified by the principal.3 If an agent has taken warehouse receipts in his own name instead of in the name of his principal, his act in erasing his own name from such receipts and in inserting his principal's name, does not amount to an alteration if it is done without the authority of the principal.4 An unauthorized change as to the place of payment of a note, made by payee's clerk and subsequently erased, leaving the note as originally written, does not avoid it.5 Accordingly, the removal of a memorandum written by an unauthorized agent extending the time of payment eight months, is an'immaterial alteration.6 An authorized alteration by the agent of the maker does not avoid the note7 or contract.8 Even if one of the makers may be regarded for some purposes as the agent of the other, the act of a joint maker in adding seals to the signatures of the other joint makers without their knowledge and before delivery, does not operate as a discharge of such joint makers,9 although, of course, they are not liable as on a sealed instrument.10 On the other hand, a change in a written contract made by an agent within whose general authority the power to make such change is included, is in legal effect an alteration made by the principal.11 The act of a purchaser of a note, through his authorized agent, the original payee, in entering an extension of time upon a note and attaching forged interest notes to the original note, operates as an alteration.12 A modification of a deed which is made with the authority of the. grantee, has the same effect upon the deed as if the grantee himself had made it.13
1 Ryan v. Springfield First National Bank, 148 III 340, 35 N. E. 1120; Cheek v. Nall, 112 N. Car. 370, 17 S E 80; Bank of Commerce v. Webster, -Okla. -, L. R. A. 1918F, 696, 172 Pac. 942.
See Sec. 3093 et seq.
2 See Sec. 3077.
3 United States. Clyde Steamship Co. v. Whaley, 231 Fea. 76, L. R. A. 1916F, 289.
Alabama. Forbes v. Taylor, 139 Ala. 286, 35 So. 855.
Arkansas. Robertson v. Southwestern Co., 136 Ark. 417, 206 8 W. 755.
California. Walsh v. Hunt, 120 Cal. 46, 39 L. R. A. 697, 62 Pac. 115.
Connecticut. Aetna National Bank v. Winchester, 43 Conn. 391.
Illinois. Lanum v. Patterson, 143 111. App. 244.
Indiana. Brooks v. Allen, 62 Ind. 401; Ballard v. Ins. Co, 81 Ind. 239;
Kingan v. Silvers, 13 Ind. App. 80, 37 N. E 413.
Massachusetts. Nickerson v Swett, 135 Mas* 514.
Michigan. White Sewing Machine Co. v Dukm. 86 Mich. 581, 13 L. R. A. 313, 49 N. W. 583
Minnesota. Ames v. Brown, 22 Minn. 257.
Missouri. Lubbering v. Kohlbrecher, 22 Mo. 596.
New Jersey. Hunt v. Gray, 35 N. J. L 227, 10 Am. Rep 232.
New York. Roes v. Overbaugh, 6 Cow. (N. Y ) 746; Gleason v. Hamilton, 138 N. Y. 353, 21 L R. A 210, 34 N. E. 283
Ohio. Fullerton v. Sturges, 4 O. S. 529.
Pennsylvania. Robertson v. Hay, 91 Pa. St. 242.
South Dakota. Port Huron, etc, Co. v Sherman, 14 S D. 461, 85 N. W. 1008.
Tennessee. Peering Harvester Co. v. White, 110 Tenn 132, 72 S. W. 962.
Vermont. Bigelow v. Stilphen, 35 Vt. 521; Equitable Manufacturing Co. v Allen, 76 Vt 22, 104 Am, St. Rep. 915, 56 Atl 87.
Washington. Edwards v. Thompson, 99 Wash 188, 160 Pac 327.
Wisconsin. Jesup v. City Bank, 14 Wis. 331.
4 Clyde Steamship Co. v. Whaley, 231 Fed. 76, L. R A 1016F, 280.
5 Acme Harvester Co. v. Butterfield, 12 S. D. 01, 80 N. W. 170.
6 Mater v. Bank, 8 Colo. App. 325, 46 Pac. 221.
7 Walsh v Hunt, 120 Cal 46, 30 L R. A. 607, 52 Pac. 115; Fullerton v. Sturges, 4 0. S. 520.
8 Young v. Wright, 4 Wis. 144, 65 Am. Dec. 303.
9 Fullerton v Sturges. 4 O. S. 520.
10 Fullerton v. Sturges, 4 O. S. 529.
11 Arkansas. Robertson v. Southwestern Co., 136 Ark. 417, 206 S. W. 755.
Iowa. Hollingsworth v. Holbrook, 80 la 151, 20 Am St. Rep. 411, 45 N. W. 561.
Kansas. Hurt v. Stout, 105 Kan. 54, 181 Pac. 623.
Missouri. Bacon v. Theiss, - Mo. -, 208 S. W 254.
Pennsylvania. Gettysburg National Bank v. Chisolm. 160 Pa. St. 564, 47 Am St. Rep 929, 32 Atl. 730
Washington. Edwards v. Thompson, 99 Wash. 188, 160 Pac. 327 (obiter).
12 Bacon v. Theiss, - Mo. -, 208 S. W. 254.
13 Hurt v. Stout, 105 Kan. 54, 181 Pac 623.