powers; and their orders and decrees in such cases should not be modified or reversed except for manifest abuse of such discretion. An assignment for the benefit of creditors was dated, executed, delivered, and accepted in New York, but the assignors and the assignee were residents of Pennsylvania, and their principal place of business was in Bradford, Pa. The assignee duly recorded the assignment, filed inventories, gave bond, etc., in New York, but failed to comply with the law of Pennsylvania in these respects regarding such assignments: Held, that the summary dismissal of such assignee, by the Court, upon petition of certain of the creditors, was in accordance with the provisions of the Acts of Assembly. That after inventory filed, an order of the county Judge of said county of Allegany was made, fixing the amount of the bond required, and that afterwards and in pursuance of said order, bond was made, executed, and approved by said Judge, and duly filed in the proper office of said county, as provided by the laws of said State. neither bond or inventory have been filed in Pennsylvania for the reason that respondent was advised and believed that the filing of bond and inventories in the county of Allegany, New York (which had been done in strict compliance with the laws of said State), was all that was required, and a full and complete performance of the duties of respondent in that behalf. That Appeal of Henry Weiskettle, from a decree of said assignment was not filed in the Court of the Common Pleas of McKean County, made Common Pleas of McKean County, Pa., but upon the petition of Morris, Tasker, & Co., lim-simply left for record in the recorder's office of ited, Oil Well Supply Company, limited, et al., removing the said Weiskettle from his trust as assignee for benefit of creditors of J. W. Humphrey and A. A. Aspinwall, partners, trading as J. W. Humphrey & Co. Error to the Common Pleas of McKean County. The petition alleged that the petitioners were creditors of J. W. Humphrey & Co., J. W. Humphrey and A. A. Aspinwall. That on the 20th of January, 1883, said debtors made an assignment to Henry Weiskettle, in trust, for the benefit of creditors, which was delivered on the 21st of the same month. That the said assignment was filed in the Court of Common Pleas of McKean County, February 14, 1883. That the said Henry Weiskettle took possession of such trust estate or part thereof. That the assignee had neither filed inventory or bond in this State and was irresponsible. That he was mismanaging and neglecting said trust estate. That there was a large amount of property in the State of Pennsylvania belonging to said insolvents, and that the assignee had sold and disposed of portions of the same. The petitioners prayed that the assignee be dismissed from his said trust and some suitable person be appointed in his place. The answer of the assignee admitted that the assignment had been made as alleged, but asserted that it was executed, delivered, and accepted at Olean, in the State of New York, and was drawn, executed, delivered, and accepted under and by virtue of the laws relating to voluntary assignments in the State of New York. That a large portion, if not the greater part of the assigned estate was situated in the county of Allegany, in the State of New York. That said assignment was duly recorded in said county of Allegany, New York, on the 22d day of January, 1883, in accordance with the laws of said State. That inventories and schedules were duly filed in the proper office of said county of Allegany, New York, as provided by the laws of said State, and that as provided by the laws of said State, said county. Then followed a specific denial of the other allegations of the petition, and a prayer that the petition be dismissed. At the hearing on petition and answer (before WILLIAMS P. J.), it appeared that at the time of the assignment, the assignor's principal place of business was at Bradford, McKean County, Pa., that one member of the firm was then a citizen of that county and the other a resident of Erie County, Pa. The Court granted the prayer of the petition, and it was adjudged and decreed that Henry Weiskettle be removed and discharged from his trust as assignee, and that J. M. Fuller be appointed in his stead. From this decree the plaintiff took this appeal, assigning for error the refusal of the Court to dismiss the petition for want of jurisdiction, and the decree removing him as assignee. F. D. Reeves (R. Brown with him), for appellant. The assignment having been executed, delivered, and accepted in New York, the legal presumption is that it was to be performed where it was made. Speed v. May, 5 Harris, 95. The assignee is in one sense an officer of the Courts of New York, who would not recognize this discharge. Pennsylvania Courts have not jurisdiction, nor was it conferred by the Act of May 3, 1855. It would be no impeachment of the sovereignty of the State or its tribunals to concede the want of jurisdiction in this case, even if the order had been confined to Pennsylvania property, as under the principle of comity recognized continually as a part of our inter-State laws, the assigned estate situate in Pennsylvania vested in the assignee. Speed v. May, supra. Ockerman v. Cross, 54 N. Y. R. 29. No sufficient cause for removal was shown. The mere fact that the assignee is irresponsible of itself furnishes no ground for dismissal where the assignee has given bonds as required by law. Pearce v. Beach, 12 How. Pr. 404. In re Paddock, 6 How. Pr. 215. Bishop on Insolvent Debtors, 129. This is so, because the bond is the indemnity. Then is there anything in the fact that no bond or inventories were filed in this State? This being the only fact alleged in the petition, not positively denied in the answer, is really the only important question, and this seemed to be the turning point in the mind of the Court. The assignee proceeded upon the theory that the filing of bond and inventories in Allegany County, N. Y., was all that the law required, and a full and complete discharge of his duty in this respect. How can it be possible a different rule can prevail? The assignment was made in New York, that being the place where it was executed, delivered, and accepted. Lawrence v. Bassett, 5 Allen (Mass.) 140. The validity of a voluntary assignment in trust is ascertained by the law of the place where it is made. The lex loci contractus determines its binding effect. Law v. Mills, 6 Harris, 187. Ockerman v. Cross, 54 N. Y.. 29. Livermore v. Jenckes, 21 How. (U. S.) 126. One of the necessary sequences of the rule that the lex loci determines the binding effect of the contract, is that the assignee in this case was bound to file bonds in New York, and will be compelled to account there, the property being largely there. The contract was to be performed where made, and the mode of fulfilling a contract must be determined by the law of the place where it is to be performed. Brown v. Camden & Atlantic R. R. Co., 2 Norris, 318. Hamlin, Smiley, Brown & Roberts and Berry, Elliot & Jack, for appellees. This Court will not reverse for a lawful exercise of discretion in the Court below. Black's Case, 6 Harris, 434. Act March 21, 1831, & 2, P. L. 193. power The Act of May 3, 1855, P. D. 92, gives the Courts of this State jurisdiction over, and to dismiss or appoint trustees, in cases where the assignment is made by non-residents of this State. Will it be held our Courts have less authority over trustees in cases where the insolvents are residents of this State, and go abroad to execute their assignments? Law v. Mills, 6 Harris, 185. Reigart's App., 4 Barr, 477. It is not true that the law of the place where the assignment is executed controls in the disposition of property conveyed to a trustee by insolvents. Our statutes forbid it, reason forbids it, and the decisions of the Courts forbid it. Independently of statutory enactments, the rule is firmly established, that the situs of realty, and the domicile of the owner of personalty, furnishes the test as to the control and disposition, and the lex fori the mode. Story on Confl. L., 8 363 and 367. Speed v. May, 5 Harris, 91 supra. U. S. Bk. v. Donally, 8 Pet. 361. The provisions of the Act to secure creditors in cases of assignments are applicable only to as signments by debtors residing in this (New York) State. The law of the place of the owner's domicile controls. Ockerman v. Cross, 54 N. Y. 29. October 1, 1883. THE COURT. In the supervision and control of trustees, especially assignees under deeds of voluntary assignment, our Courts of Common Pleas are wisely clothed with very large discretionary powers; and their orders and decrees in such cases should not be modified or reversed except for manifest abuse of such discretion. By the Act of June, 1836, assignees are required, within thirty days after execution of a voluntary assignment, "to file, in the office of the Prothonotary of the Court of Common Pleas of the county in which the assignor shall reside, an inventory or schedule of the estate or effects so assigned;" and, as soon as the inventory and appraisement are filed, to "give bond or bonds, with at least two sufficient sureties, to be approved by one of the Judges of said Court in double the amount of the appraised value of the estate." (Purdon, 92, 93, pl. 9 and 13.) The Act of March, 1831 (P. L. 193), provides that in all cases where assignees neglect or refuse to give the required security, it shall be lawful for the Court, on application of any person interested, "to call such defaulting assignees before them, and to dismiss them from said trust and appoint other suitable persons in their places | pal place of business was at Bradford, McKean and stead, who shall cause to be made the inven- County; that one member of the firm was then tory and appraisement, and give the security re- a citizen of that county, and the other a resident quired by law." The first mentioned Act also of Erie County, Pennsylvania. For aught that provides that whenever it shall be made to ap- appears, these facts were practically admitted pear to the proper Court that any assignee or in the Court below as they are here. If so, the trustee has neglected or refused when required Court was clearly right in refusing to sanction by law to file a true and perfect inventory, or to such a palpable evasion of our voluntary assigngive bond, or to file an account of his trust, or ment law, and an assignee who would lend himthat he is wasting, neglecting, or mismanaging self to such a transaction should be promptly the trust estate, or is in failing circumstances, or removed. Voluntary assignments in this State about to remove out of the jurisdiction of the are governed by the Act regulating them, and Court, it shall be lawful for the Court in any not by the general law of contracts. The Act such case to cite the assignee or trustee to appear of 1836, as we have seen, requires the assignee and show cause why he should not be dismissed, to file an inventory in the prothonotary's office and on return of the citation to require such of the county where the assignor resides, within security as may be deemed reasonable, or the thirty days after the execution and delivery of Court may proceed at once to dismiss such the assignment, etc. It also provides for the assignee or trustee from the trust." (Pur. 1417, administration of the assigned estate, and the pl. 12 and 13.) It thus appears that Courts of equitable distribution of the proceeds thereof. Common Pleas are invested with ample power These and other provisions of our assignment summarily to dismiss trustees whenever good law cannot be evaded by merely crossing the reason is shown therefor, and among the recog- State line and undertaking to execute an assignnized good causes for removal are mismanagement "under and by virtue of the laws of" an ment of the estate, failing circumstances, and adjoining State, which may, perhaps, sanction neglect of duty. (Piper's Appeal, 8 Harris, 67.) preferences that are forbidden here. Nor does The petition presented by appellee two months it appear that the provisions of the New York after execution of the assignment charged, inter Act, under which the assignee claims to have alia, that appellant is entirely irresponsible, and acted in recording the assignment and proceedhas not filed any inventory of the estate coming ing to administer the trust in that State, are appliinto his hands, nor given any bond in this State, cable to non-resident debtors. On the contrary, as required by law, and is mismanaging and its provisions, like those of our own voluntary neglecting the trust estate; that there is a large assignment law, are restricted to debtors resident amount of property in this State belonging to within the State. (Ockerman v. Cross, 54 N. Y. said insolvents, and said assignee has sold and Rep. 29.) disposed of portions thereof. If these averments The record shows that appellant appeared in were true, the Court, in the absence of full and obedience to the citation, and filed an answer in satisfactory explanation by the assignee, was which he either expressly or tacitly admits some clearly justified in discharging him from the trust. of the charges contained in the petition, and The allegation that appellant is personally ir-attempts to meet others in the form of confesresponsible is not denied in the answer. The sion and avoidance; that a hearing was had in charge that he has neither filed an inventory open Court, and, after arguments of counsel for nor given bond in this State is admitted to be the parties in interest, the decree was entered. true, and the excuse given for the omission is that the assignment was "dated, executed, delivered, and accepted at Olean in the State of New York;" that it was "drawn, executed, delivered, and accepted under and by virtue of the laws of said State, relating to voluntary assignments," and that said laws have been fully complied with by duly recording the assignment in the proper county, filing inventories, giving bond, etc., in that State. This might, perhaps, be regarded as a sufficient answer if it had also been averred that J. W. Humphrey & Co., the assignors, or either of them, were residents of New York, but nothing of the kind was done. It is asserted by the appellee in his counterstatement, and not denied by appellant, that at the time of the assignment the assignor's princi The allegations contained in the petition are clearly sufficient to give jurisdiction, and in view of the large discretionary power with which the Court below is invested in such cases, considered in connection with what appears upon the face of the record before us, we are not satisfied there was any error in entering the decree. Decree affirmed, and appeal dismissed at the costs of appellant. Opinion by STERRETT, J. CLARK, J. absent. J. H. M. Common Pleas Equity. C. P. No. 3. the nature of a quit claim to the said John F. Davis, conveying all the right, title, claim, and interest which they claim or may have claimed in the said property which is the subject matter of this dispute to him the said John F. Davis, absolutely. It is also agreed that the cost and expenses of these proceedings shall be paid by the party or November 10, 1883. parties to this agreement against whom the said referees and arbitrators shall so charge the same in their finding.” White v. Davis. Equity practice-Submission of cause, by agreement of the parties, to referees mutually chosen, whose decision of law and facts shall be final -Laymen as referees-Rule to set aside such reference-Under what circumstances such an agreement is an irrevocable contract with which the Court will not interfere. Rule to set aside reference, and for the appointment of an examiner. Bill in equity. After answer and replication filed the cause was referred to an examiner, but his appointment was vacated upon the filing of an agreement of reference, signed, sealed, and acknowledged by the parties, the material provisions of which were as follows: "Alexander M. White and John Hill his assignee, plaintiffs, and John F. Davis, defendant in a suit or proceeding in equity now pending in Court of Common Pleas No. 3, in and for the county of Philadelphia, of March Term, 1883, No. 677, hereby agree and oblige themselves, to submit the issue, disputes, and controversy proceeding hereinabove mentioned to the decision and award of Joseph W. Lippincott and Justice Cox, Jr., of the city of Philadelphia, who shall be qualified by oath or affirmation to decide, determine, and settle the matter or matters in controversy in accordance with their understanding of justice and equity and best judgment of the merits of the questions, disputes, or matters submitted to them, and reduce their finding, decision, or award to writing, and file the same in said Court of Common Pleas No 3, by the tenth day of October, 1883. And it is hereby agreed that said finding or award shall be part of the record of set forth in the bill and answer filed in the said case and this case. "It is hereby further agreed that the proofs and testimonies shall be offered and received in the presence of the opposing party and counsel or upon satisfactory evidence of three days' notice to opposing counsel, of the time and place of taking the same; and that the same shall be under the sanction of the usual qualifications and subject to crossexamination. And it is hereby expressly agreed and understood by the parties to this suit that the said referees are to be judges both of the law and fact, and that their finding, decision, or award shall be final, binding, and conclusive upon the parties hereto; and both the plaintiffs and defendant hereby expressly renounce the right to file exceptions or to take a writ of error or appeal. "And it is also further agreed that the said award when filed shall have all the force and effect of a final decree of a court of equity, and shall be drawn in proper form and entered as the final decree of the said Court of Common Pleas No. 3, in this case, and the said Court is hereby requested to enforce the same by any process available for enforcing decrees in equity. "And it is hereby further agreed that if the said finding, decree, and award of the said referees and arbitrators above named shall be in favor of the said John F. Davis, that immediately thereupon the said Hill and White shall execute, acknowledge, and deliver a deed of conveyance in The referees accepted their appointment, and proceeded to take testimony in the case, but before they filed their report A. M. White filed in Court an affidavit that he had signed said agreement under a misapprehension of its contents; that the suit involves the title to a large amount of real estate, and that the referees being laymen, the reference to them of all questions of law as well as fact, without right of exception or appeal, was invalid. The Court thereupon, on motion of plaintiff, granted a rule to show cause why the said reference should not be set aside, and an examiner be appointed. C. H. Eimerman and John L. Kinsey, showed cause. Although the Arbitration Act of 1836 applies only to common law actions, yet parties to a suit in equity, pending and at issue, may by agreement refer the matters in dispute to parties mutually chosen, and upon the filing of their report the Court will make a final decree in the cause in accordance therewith. Where an agreement partakes of the nature of a contract whereby important rights are gained and lost respectively, and the submission is the moving consideration, it is irrevocable. Such agreements are compromises, and should be faithfully adhered to, unless there has been fraud or corruption on the part of the arbitrators. The agreement in this case is of such a char acter. Paist v. Caldwell, 25 P. F. S. 161. Lewis's Appeal, 10 Norris, 359. Where the submission provides that it shall be made a rule of Court, it is irrevocable. McAdam's Executors v. Stilwell, I Harris, 90. J. M. West, for the rule. The agreement makes the arbitrators, who are laymen, sole judges of all law and fact in the case, and denies the party against whom the decision may be any right of exception or appeal. Parties cannot thus by agreement oust the jurisdiction of the Courts. Such agreements are against the policy of the law. Eo die. THE COURT. This is essentially a contract. The parties themselves could not reaside or strike it off the record. voke the agreement, and the Court cannot set it Rule discharged. [Cf. Rea's Appeal, 13 WEEKLY NOTES, 346.] A. B. W. is in other respects uncertain, informal, and in Common Pleas-Law. sufficient." C. P. of Dauphin Co. April T. 1883, No. 373. The Court of Common Pleas of Dauphin County has jurisdiction in all suits and proceedings in which the Commonwealth is the real plaintiff. The words "all other causes of action, real, personal' and mixed," in the Act of April 7, 1870, are not restricted by the enumeration of particular cases which precede them. They confer jurisdiction on the Court of Common Pleas of Dauphin County to issue a writ of quo warranto, in which the Commonwealth is real plaintiff, against a corporation not having its place of business, and not exercising, or claiming to have or exercise, any powers, privileges, or franchises within said county. This Act of Assembly does not give jurisdiction over any new subject matter, it merely extends the territorial jurisdiction of the Court as to subjects over which local jurisdiction already exists. At the same time, the railroad company filed a disclaimer of the right to construct a continuous line of railroad from Harrisburg, in Dauphin County, to the New Jersey State line, near Portland, in Northampton County, Pa. Reeder & Reeder and Weiss & Gilbert, for the demurrer. Lewis C. Cassidy, Attorney-General, and Robert Snodgrass, Deputy Attorney-General, contra. The demurrer was overruled in the following opinion of the Court, filed Nov. 5, 1883. issued in this case, on the suggestion of the SIMONTON, P. J. A writ of quo warranto was Attorney-General, averring that the defendant claimed to have, without any lawful warrant, within this Commonwealth, certain franchises, liberties, and privileges, in said suggestion set forth. To this suggestion and writ defendant demurred, on the ground that, as the powers, privileges, and franchises of defendant are not used or exercised, and its business is not transacted within the Commonwealth v. Wickersham, 9 Norris, 311, distin-county of Dauphin, this Court has no jurisdicguished. Demurrer to writ of quo warranto. tion to hear and determine the case. Defendant at the same time files a disclaimer of the right to have or exercise the franchises and privileges set forth in the second count in the suggestion, to wit, the right to construct a continuous line of railroad from Harrisburg, in the county of Dauphin, to the New Jersey State line. plaintiff, and to hear and determine the questions raised by it, against this corporation not having its place of business, and not exercising or claiming to have or exercise, any powers, privileges, or franchises within the county of Dauphin. The Attorney-General filed an information and suggestion for a writ of quo warranto to No. 373, April Term, 1883, against the Pennsylvania, Slatington, and New England Railroad Company, which claimed "to have, without any We think the demurrer, with the disclaimer, lawful warrant, within this Commonwealth," fairly raises the question whether this Court has certain franchises, liberties, and privileges. To jurisdiction to issue a writ of quo warranto, in a this suggestion the railroad company filed a de- case in which the Commonwealth is the real murrer, for these reasons: (1) because the powers, privileges, and franchises of the said defendant corporation are not used or exercised, and the business of the said defendant not done or transacted within the jurisdiction of said Court and within the county of Dauphin, as is made to appear and shown by the said suggestion, information, and Jurisdiction in such a case is certainly not conwrit;" (2) because "the ordinary course of pro-ferred by the Act of 1836. But it is contended ceedings at law afford an adequate and complete on behalf of the Commonwealth that it isconferred remedy to recover damages in the matters sug- by the Act of April 7, 1870 (P. L. 57), the first gested in the sixth count of said information,' section of which enacts: "The Court of Comwhich set forth that the railroad company claimed mon Pleas of Dauphin County is hereby clothed the franchise, liberty, and privilege to enter with jurisdiction throughout the State, for the upon and take possession of land and other pro- purpose of hearing and determining all suits, perty within this Commonwealth belonging to claims, and demands whatever, at law or in citizens thereof, without ample compensation to equity, in which the Commonwealth may be the owner or owners thereof, or tender of ade-party plaintiff, for accounts, unpaid balances, quate security therefor;" and, (3) because "the said information in the nature of a quo warranto * From the "Chester County Reports." Reported by J. M. Lamberton, Esq., of Harrisburg. unpaid liens, taxes, penalties, and all other causes of action, real, personal, and mixed." In answer to this it is argued by counsel for the defendant, in their printed brief, that the jurisdiction throughout the State is limited to the |