they are mutually extinguished in so far as their respective amounts correspond." $ 2. demand. Counter claim is analogous to an incidental demand by Incidental a defendant in Quebec. The Code of Civil Procedure, Art. 151, says: "The defendant may set up by incidental demand any claim of his arising out of the same causes as the principal demand, and which he cannot plead by exception. When the principal demand is for the payment of a sum of money, the defendant may also make an incidental demand upon any claim for money arising out of other causes; but such an incidental demand is distinct from and cannot retard the principal action. The court, whenever it renders judgment upon both demands at the same time, may order compensation, if the case admits of it." "Bank (c) The expression means an incor-“Bank." porated bank or savings bank carrying on business in Canada; The corresponding word in the Imperial Act is "Banker," which includes a body of persons whether incorporated or not who carry on the business of banking." There the business is carried on largely by individuals or unincorporated bodies. as introduced into the Canadian The Bill used the term "Banker and also adopted the English definition. As the business is carried on in Canada chiefly by incorporated banks operating under the provisions of the Bank Act, 53 Vict. c. 31, and savings banks operating under 53 Vict. c. 32, both of which came into force on the 1st of July, 1891, it was determined to restrict to these corporations the provisions relating to banking. They will be found in Part III of the Act, sections 72 to 81 inclusive. As our Parliament refused to adopt the principle laid down in section 60 of the Imperial § 2. Act which protects a banker who has paid a demand bill or a cheque on a forged indorsement, the omission of private banks from the definition and their exclusion from the provisions and privileges of the Act is not of so much consequence. "Bearer." Formerly private bankers might use the words "bank," "banking company," "banking house," "banking association," or "banking institution," provided the words "not incorporated" were added. Now, however, any private person or body using any of these terms is guilty of a misdemeanor and liable to a fine not exceeding $1000, or to imprisonment for a term not exceeding 5 years, or to both 53 Vict. c. 31, ss. 100, 101. : (d) The expression "Bearer" means the person in possession of a bill or note which is payable to bearer; A bill is payable to bearer which is expressed to be so payable or on which the only or last indorsement is an indorsement in blank: section 8, s-s. 3. Where a person acquires a bill for value from the holder to whose order it is payable without its being endorsed, he does not thereby become the "bearer" or entitled to the rights of a bearer under the Act; he merely acquires the rights of a transferee of a chose in action, and the right to have the indorsement of the transferrer section 31, s-s. 4. On obtaining such îndorsement he would become the "bearer " of the bill. The bearer need not be the owner of a bill. "Bill," (e) The expression Bill " means bill of ex"Note." change, and "Note " means promissory note ; A bill of exchange is defined in section 3, and a promissory note in section 82. The latter does not include bank notes. A cheque is defined in section 72 as a bill of § 2. exchange drawn on a bank, payable on demand. Where the word "Bill" is used in the Act, it includes a cheque, unless in case of some conflicting provision in Part III. It also includes a promissory note, unless found in some portion of the Act within the exceptions mentioned in section 88. (f) The expression "Delivery" means transfer "Delivery." of possession, actual or constructive, from one person to another; A person has constructive possession of a bill when it is in the actual possession of his servant or agent on his behalf. Delivery does not always imply an actual transfer from one possessor to another. A person who holds a bill for another may become the owner of it himself; a person who holds a bill for himself may become the holder of it for another; a person who holds a bill for one party may become the holder of it for another. In each of these cases there is "delivery" without any actual change of possession, and a sufficient delivery to comply with the requirements of section 21, and make the contract of the drawer, acceptor or indorser, as the case may be, complete and irrevocable. Where bankers indorsed a note to a customer, and put it in an envelope with his papers, at the same time making appropriate entries of the transaction in their books, it was held to be a sufficient delivery to him, and that a subsequent assignment of the bankers could not defeat it: Williams v. Galt, 95 Ill. 172 (1880). For a definition of the word " person see the Interpretation Act, R. S. C. c. 1, s. 7 (22). (g) The expression "Holder" means the payee "Holder." or indorsee of a bill or note who is in possession of it, or the bearer thereof; $2. The holder may or may not be the legal owner. It is sufficient for him to be in possession and entitled, at law, to recover or receive its contents from another: Daniel § 28. If the payee or indorsee of a bill or note indorse it in blank and send it to another person for discount, collection, or some other special purpose, the latter, while in possession, would be the "holder" of the bill or Allison v. Central Bank, 9 N. B. (4 Allen) 270 (1859). The rights and powers of the holder of a bill are given in section 38. It may The word holder is used in different senses. mean a "holder in due course" as defined in section 29; and every holder of a bill or note is prima facie deemed to be a holder in due course: section 30, s-s. 2. This latter expression is used in the Act instead of the old phrase "bona fide holder for value without notice." The term "holder for value" is defined in section 27, s-s. 2. The word holder also includes one whose possession is unlawful, but who can give a valid discharge to a person who pays the bill in good faith, or who can give a good title to a purchaser before maturity in good faith and for value, such as the finder of a bill payable to bearer or indorsed in blank: section 38; Murray v. Lardner, 2 Wall., 110 (1864). A person who is in possession of a bill or note otherwise than as above stated is not a "holder" of it. Thus the possessor under a forged indorsement even for value and in good faith acquires no rights and is not entitled to the designation: section 24; Smith v. Union Bank, L. R. 10 Q. B. per Blackburn, J. at p. 296 (1875); Colson v. Arnot, 57 N. Y., 253 (1874). Every "bearer" of a bill within the meaning of the § 2. definition in clause (d) of this section, is the holder of it: Howard v. Godard, 9 N. B. (4 Allen) 452 (1860). (h) The expression "Indorsement means an indorsement completed by delivery; Indorsement, as its derivation and meaning would indicate, is generally made by writing the name of the transferrer on the back of the bill; but it may be written. on any other portion of it. "It is quite immaterial whether the indorsement be written on the back of the instrument or on the face," as said by Lord Campbell in Young v. Glover, 3 Jur. N. S. 637 (1857). See also Partridge v. Davis, 20 Vt. 499 (1848); Herring v. Wood. hull, 29 Ill. 92 (1862); Haines v. Dubois, 30 N. J., 259 (1863); Arnot v. Symonds, 85 Penn. St., 99 (1877). In certain cases it may be written on an allonge or on a copy of the bill: section 32 (a). In the Act the word is not applied to this writing alone, but only when followed and completed by the delivery of the bill to another, which makes the contract of the indorser complete and irrevocable: section 21. Delivery is here used in the sense indicated in clause (f) of this section. The requisites of a valid endorsement to operate as a negotiation of a bill are set out in section 21. "Indorse ment.' (i) The expression "Issue " means the first "Issue." delivery of a bill or note, complete in form, to a person who takes it as a holder; "Issue" is used only a few times in the Act. Interest runs from the "issue " of an undated bill when it is expressed to be payable with interest, without saying from what time section 9, s-s. 3. As to the effect of inserting |