We have already considered (l) what is a sufficient agreement within the Statute of Frauds: we may here remark, that the doctrine acted upon in Courts of Equity as to parol agreements being taken out of the Statute by part performance, is not recognised by a Court of Law (m).

The contract, as originally entered into, cannot, at Law, be altered by evidence of a parol variation in favour of either plaintiff or defendant (n).

As respects the reception of parol evidence in order to explain agreements of doubtful or ambiguous meaning, the following seems to be the general result of the authorities: the Courts will always, if necessary, receive evidence to enable them to decipher, or, if written in a foreign language, to interpret, the instrument; that is, to ascertain what are the expressions, or the English equivalents to the expressions, which the parties have actually used: they will also receive parol evidence of the meaning which local custom (o), or professional or trade usage (p),has attached to particular expressions; so as, in fact, to ascertain what is, (with reference to the particular subject-matter of the contract,) their strict and primary meaning (q); - unless such a construction would be inconsistent with the terms of the instrument (r), or some express provision of the Legislature; for instance, local custom cannot vary the statutory meaning of expressions referring to weights and measures (s); - or to annex any customary incidents to the contract which are not expressly or impliedly excluded by the terms of the written instrument (t): where construing the expressions according to such strict and primary meaning would render them insensible with reference to extrinsic circumstances, the Courts will receive parol evidence of the circumstances - and situation of the parties, and the state of the property at the date of the agreement, for the purpose of ascertaining whether such expressions have not been used in some secondary sense consistent with such circumstances, etc. (u): and where, as respects all or any part of the subject-matter of the contract (w), or the identity of places, documents (x), or persons (y) referred to, there is a latent ambiguity; that is, where the words of the agreement, although certain in point of grammatical construction and apparently definite, are rendered of doubtful application by circumstances which appear aliunde (z), or, according to a modern decision (a), upon the face of the agreement itself, parol evidence of the intention of the parties at the date of the agreement is admissible, in order to identify the estate, document, plan, or other thing or person intended; but such evidence is not admissible in aid of a patent ambiguity; i. e., an ambiguity which is either directly suggested by the terms of the instrument (b), or is occasioned by the grammatical uncertainty of the expressions therein used.

Refusal by-vendor to convey, no defence to action on note for securing purchase-money.

What is a sufficient contract within the Statute of Frauds.

No parol variation of contract allowed at Law.

Parol evidence how far admissible in explanation of contract.

Exch. 826; and, in equity, Lloyd v. Lloyd, 2 Myl. & Cr. 192.

(j) Moggridge v. Jones, 14 East, 486; but see the remarks of Parke, J., in Spiller v. Westlake, 2 B. & Ad. 155, 157.

(k) See Sug. 41; but see Palmer v. Temple, 1 Per. & Dav. 379.

(l) Supra, Ch. VII.

(m) Sug. 140.

(n) See Goss v. Lord Nugent, 5 B. & Ad. 58; Henson v. Coope, 3 Sco. N. R. 48.

(o) Smith v. Wilson, 3 B. & Ad. 728; Doe v. Benson, 4 B. & Ald. 588, where evidence was admitted to show that by Lady day was meant old Lady day.

(p) Clayton v. Gregson, 4 Nev. & M. 602; Hutchison v. Bowker, 5 M. & W. 535; and see Lewis v. Marshall, 8 Sc. N. R. 477, 493; Sotilichos v. Kemp, 3 Exch. 105.

(q) See Colpoys v. Colpoys, Jac. 463; Simpson v. Margitson, 11 Q. B. 23; Doe v. Langton, 2 B. & Ad. 695; Doe v. Birch, 1 M. & W. 402; Parker v. Gossage, 2 Cr. M. & R.617.

(r) See 19 L. J., N. S., C. P. 295.

(s) See Master, etc. of St. Cross v. Lord Howard De Walden, 6 Durn. & E. 338.

(t) Hutton v. Warren, 1 M. & W. 466'; Syers v. Jonas, 2 Exch. 111; Spartali v. Benecke, 19 L. J., N. S., C. P. 293.

(u) See Eden v. Earl of Bute, 3 Bro. P. C. 679; Allen v. Cameron, 1 Cr. & Mee. 832; Simpson v. Henderson, M. & Malk. 300; and Shore v. Wilson, 9 Cl. & F. 355.

(w) Longchamps v. Fawcett, Peak. Ca. 101; Doe v. Burt, 1 Durn. & E. 701; Jones v. Newman, 1 W. Bla. 60.