fendants' agents at that place an opportunity to make such payment and they declined to do so, it constitutes a breach of the contract by the defendants, rendering them liable for the sum unpaid. The case is simply that the defendants' agents converted the money intrusted to them by their principals to their own use, and when called upon to discharge their principals' obligation falsely alleged that they had applied it to that purpose. The plaintiff had no power to prevent the fraudulent conversion of the money by the agents or to compel its lawful application. All that he did was to acquiesce in its remittance to the ship's owners after it was claimed that that had been done; and if it had actually been remitted, it would have discharged the charterers' debt. The plaintiff simply assented to a mode of payment which was not pursued, and the condition upon which this assent was given was never performed. This did not constitute in any sense a payment of the principals' debt. It cannot be disputed that if the plaintiff had at Cadiz accepted the personal draft of the Poggios for the amount due to him, or had extended a credit to them for such sum in satisfaction of the defendants' obligation, it would have operated as a discharge to the defendants; but it is indisputable that the plaintiff never did so, and in fact never knew the mode of the pretended payment until after such knowledge was of no benefit to him. The legal principles applicable to this case are so elementary and familiar that it needs no citation to illustrate them. In truth the main cause of difference arises over the different views of the facts taken by the learned judges writing in the court below, and not over any question of law. The order of the General Term should be reversed and the judgment entered on the report of the referee affirmed. that such seamen were either partners or joint owners with plaintiffs, and, hence, such seamen were not necessary parties to the action. 3. A corporate carrier over a portion of a continuous line of transportation may (within reasonable limits and under such circumstances as are fairly incident to its legitimate corporate business) contract to carry from a point beyond its own terminus to its terminus and thence over its own route, as well as to carry beyond the terminus of its own route, and such contract is not ultra vires. 4. 5. Where each of two connecting common carriers, forming a continuous line of transportation, is competent to contract alone for transportation over the entire line, they are competent to make a joint contract for such transportation and thus become joint carriers and jointly liable for loss or damage to goods transported under such joint contract. Where the evidence warrants a finding that the merchandise transported was delivered to and accepted by the carriers under a special contract, and there is no conclusive evidence that the consignor consented to accept bills of lading in place of such contract, the carriers' liability is fixed by such special contract and can not be abrogated or altered by the subsequent signing and mailing of bills of lading by the carriers, which did not reach the consignor (who was also the consignee) until after the loss occurred. (Decided June 7, 1887.) All concur, except Earl and Peckham, APPEAL from a judgment of the Supreme JJ., dissenting. William C. N. SWIFT et al., Respts., v. PACIFIC MAIL S. S. CO. and Panama R. Court at General Term in the First Department, affirming a judgment of the Circuit in favor of plaintiffs against defendants jointly in an action to recover damages for the breach of a shipping contract. Affirmed. Statement by Earl, J.: This action was brought by the plaintiffs as shippers against the defendants as common 1. Where a party in control of mer-carriers to recover damages for breach of a joint chandise contracts with common carriers for its transportation, and is both consignor and consignee, it must, in the absence of proof to the contrary, be assumed that he had sufficient title and right to maintain an action for damages for negligence of the carriers in the transportation of such merchandise, and to enforce the contract. 2. Where parties having control of whale oil, taken from whaling vessels at Panama, delivered it to the Panama Railroad Company for transportation by that Company and the Pacific Mail Steamship Company to New York, and thereafter sued the carriers for damages for negligence in the transportation of the oil, held, that evidence that certain seamen 66 were interested in the oil" was not sufficient to establish contract for the carriage of whale oil from Panama to New York. The complaint alleged that the plaintiffs were copartners and that the defendants were corporations organized under the laws of this State; that the business of the Panama Railroad Company, among other things, was the transportation of freight from Panama by rail to Aspinwall, and there to deliver the same to the Pacific Mail Steamship Company, whose business it was, among other things, to transport the freight so received by vessel to New York; that the defendants, for a single price named, entered into a joint contract to carry the oil from Panama to New York; that they entered upon the performance of their contract in the months of January and February, 1873, and delivered a portion of the oil received by them from the plaintiffs in the City of New York about the 23d of April, 1873; that owing to the negligence, delay and improper handling of the oil, and the casks containing the same, by the defendants, the oil was greatly damaged and injured, and a large part of it was lost by leakage while at Panama, on its way across the Isthmus, at Aspinwall, and also on the passage from Aspinwall to New York; and that by reason of negligence, improper conduct and mismanagement of the defendants the plaintiffs suffered damages in the sum of $20,000, besides interest. Each of the defendants by a separate answer, among other things, denied the joint contract and the joint liability alleged in the complaint; alleged that the oil was delivered and carried under a special contract, printed and in writing, copies of which were delivered to plaintiffs, wherein the several rights and liabilities of plaintiffs and defendants and each of them (with respect to plaintiffs and to each other relative to the subject matter of the complaint) were limited, defined and determined, and that its undertaking in regard to the oil was only under such contract which it had fully performed; that it was not liable for losses accruing upon the route of the other defendant; and each defendant also alleged as a separate defense that there was a defect of parties plaintiff, and that several other persons named were then, and also at the time of the making of the contract and the transportation of the oil, jointly interested with the plaintiffs in the oil. the beginning and earlier performance of which were to be by the Railroad Company. We submit that there is a difference of substance, and not of form, between the two cases. We do not contend that a railway corporation may not by special contract receive goods upon its own line, and lawfully contract to transport them over all or any part of it, and forward them further, or even deliver on the line of another carrier. It must be admitted that the uniform holding, except in Connecticut, is to this effect. Weed v. Saratoga etc. R. R. Co. 19 Wend. 534; Schouler, Bailments, p. 336; Perkins v. Portland etc. R. R. Co. 47 Me. 573; Muschamp v. Lan caster etc. R. Co. 8 Mees. & W. 421, 430; Converse v. Norwich etc. Transp. Co. 33 Conn. 166; Hood v. New York etc. R. R. Co. 22 Conn. 1. The supposed joint contract of the Railroad and Steamship Companies, upon which the judgment below is founded, was not established. The fact that Bellows, who made the contract on which plaintiffs recovered, was vice president of both Companies, does not help plaintiffs' position. Before there should be a judgment against the defendants, jointly, as upon a joint contract, such contract should be clearly made out. Lippincott v. Low, 68 Pa. 314; St. Louis Ins. Co. v. St. Louis etc. R. R. Co. 104 U. S. 146 (Bk. 26, L. ed. 679); Mich. Cent. R. R. Co. v. Myrick, 107 U. S. 102 (Bk. 27, L. ed. 325); Champion v. Bostwick, 18 Wend. 175; Pattison v. Blanchard, 5 N. Y. 186; Merrick v. Gordon, 20 N. Y. 93; Milnor v. New York etc. R. R. Co. 53 N. Y. 363; Briggs v. Vanderbilt, 19 Barb. 222; Hunt v. New York & Erie R. R. Co. 1 Hilt. 228; Cincin Messrs. George Hoadly and R. H. Grif-nati etc. R. R. Co. v. Pontius, 19 Ohio St.221; fin, for Pacific Mail S. S. Co., appellant: The action was brought to trial at a circuit, and the jury rendered a verdict in favor of the plaintiffs for upwards of $23,000. From the judgment entered upon that verdict the defendants appealed to the general term, and from affirmance there to this court. By the proofs in the case there was shown to be a defect of parties plaintiff, and the plaintiffs Swift and Perry were not entitled to recover. 1 Greenl. Ev. 56, 58; Addington v. Magan, 20 L. J. N. S. C. P. 82; Hawes v. Inhabitants of Waltham, 18 Pick. 451; Freeman, Judgments, $161. The Pacific Mail Steamship Company had no legal authority to enter into the alleged contract. The charter of the Steamship Company was granted April 12, 1848. It was amended April 8, 1850. The original charter authorized the ownership of vessels and their navigation in the Pacific Ocean. The amendment extended this power to the navigation of the Atlantic. Neither of these Acts conferred on the Company the power to build, own or operate a railway, or to do business by rail or upon land, except as far as may be incidental to the business conducted by a carrier by sea; nor is any authority conferred upon the Pacific Mail Steamship Company to go into partnership with a railway company, or to conduct business jointly with a railway company. In the original charter its powers are limited to navigating the Pacific Ocean. By the amendment they are extended to navigating the Atlantic Ocean. It must be remembered that this is not the ordinary case of a corporation receiving property and agreeing to transport it beyond its own line. The property here was received by the Railroad Company, not by the Steamship Company. As against the Steamship Company, therefore, the action is for breach of a contract, Darling v. Boston & Worcester R. R. Corp. 11 Allen, 295; Gass v. New York etc. R. R. Co. 99 Mass. 220. No partnership or joint liability between carriers is created by the fact that one rate is given for a carriage of a continuous route. Burroughs v. Norwich etc. R. R. Co. 100 Mass. 26: Aigen v. Boston & Maine R. R. Co. 132 Mass. 423; Block v. Fitchburg R. R. Co. 139 Mass. 308: Hot Springs R. R. Co. v. Trippe, 42 Ark. 465; Goldsmith v. Chicago & Alton R. R. Co. 12 Mo. App. 479; Snider v. Adams Exp. Co. 63 Mo. 383; Citizens Ins. Co. v. The Kountz Line, 4 Woods, 268. The only contract with the Pacific Mail Steamship Company proved in the case was created by the bills of lading. Shelton v. Merchants Dispatch Transp. Co. 59 N. Y. 258; Bishop v. Empire Transp. Co. 48 How. Pr. 119; Oliver v. Mut. Commercial Marine Ins. Co. 2 Curt. C. C. 277, 290, 291; Bristol & Exeter Railway v. Collins, 7 H. L. Cas. 214. See case cited in note 3 Wood, Ry. Law, p. 1577-78; Fibel v. Livingston, 64 Barb. 179. See cases cited by Messrs. Da Costa and Seward, arguendo, at pp. 182-7; Germania Ins. Co. v. M. & C. R. R. Co. 72 N. Y. 90; Madan v. Sherard, 73 N. Y. 334; Bostwick v. Balt, & O. R. R. Co. 45 N. Y. 712; Hill v. Syracuse etc. R. R. Co. 73 N. Y. 351. The oral communications did not constitute the contract. The presumptions are against it. The presumption is that carriers always transport merchandise under a bill of lading. Long v. N. Y. Cent. R. R. Co. 50 N. Y. 77; 3 Wood, Ry. Law, 1577, note 2; Isaacson v. N. Y. Cent, etc. R. R. Co. 94 N. Y. 284; McDonald v. Western R. R. Corp. 34 N. Y. 501; Maghee v. Camden etc. R. R. Transp. Co. 45 N. Y. 524; Fairfar v. N. Y. Cent. etc. R. R. Co. 5 Jones & S. 530. The Isthmus route is the coast route between the East and West of the United States. Bank of Ky. v. Adams Exp. Co. 93 U. S. 174 (Bk. 23, L. ed. 872). The presumption is that the oral communications were mere preliminary negotiations about the rate of freights, etc. (This court has taken judicial notice of this); these presumptions are not rebutted, they are affirmed. Plaintiffs expected a bill of lading. They got one. They got such a bill of lading as they expected. They insured under the bill of lading. All probabilities are against them. Hollister v. Noulen, 19 Wend. 241. The contract is void for indefiniteness. Burroughs v. Norwich etc. R. R. Co. 100 Mass. 26; Myrick v. Mich. Cent. R. R. Co. 107 U. S. 102 (Bk. 27, L. ed. 325). In any event the contract as to this defendant was at most to transport from Aspinwall to New York. Harris v. Grand Trunk R. Co. 2 New Eng. Rep. 623; Washburn & Moen Mfg. Co. v. Procidence etc. R. R. Co. 113 Mass. 490; Nutting v. Conn. River R. R. Co. 1 Gray, 502; Hoagland v. Hannibal etc. R. R. Co. 39 Mo. 451. The bills of lading constitute the contract. They are established by the course of business between plaintiffs and defendants. Shelton v. Merchants Dispatch Transp. Co. 59 Washburn & Moen Mfg. Co. v. Providence etc. In any event, the bills of lading are established as the contract of the Pacific Mail Steamship Company. Hinkley v. N. Y. Cent. etc. R. R. Co. 3 Thomp. &C. 281; Schiff v. N. Y. Cent. etc. R. R. Co. 52 How. Pr. 91; affd. 16 Hun, 278, 81 N. Y. 638. The receipt without objection, and use made, of the bills of lading, by Swift and Perry and their agent, Hunt, constitute a ratification of Crooker's assumption of agency for them, and a waiver of all objections thereto. Story, Ag. § 242; Whart. Ag. § 63; Codwise v. Hacker, 1 Cai. 526; Cairnes v. Bleecker, 12 Johns. 300, 305; Vianna v. Barclay, 3 Cow. 281, 283; Hazard v. Spears, 4 Keyes, 469; S. C. 2 Abb. App. Dec. 353; Gold Mining Co. v. Nat. Bank, 96 U. S. 640, 645 (Bk. 24, L. ed. 649, 650); Andrews v. Etna Life Ins. Co. 92 N. Y. 596, 604; Towle v. Stevenson, 1 Johns. Cas. 110; Armstrong v. Gilchrist, 2 Johns. Cas. 424. Co. 72 N. Y. 90, 93; Hill v. Syracuse etc. R. R. Co. 73 N. Y. 351; Long v. N. Y. Cent. R. R. Co. 50 N. Y. 76. If the letters and oral communications constitute a contract, they were never acted on. Ricketts v. Balt. & 0. R. R. Co. 61 Barb. 18; S. C. 4 Lans. 446; affirmed in 59 N. Y. 637; Chicago & Great Eastern R. Co. v. Dane, 43 N. Y. 240, 243. Mr. William G. Choate, for Panama R. R. Co. appellant: I. There was no prior parol contract on the part of this defendant, the Panama Railroad Company, to carry the oil through from Panama to New York, and there was no evidence on which the jury could find such a contract on its part. The rule of law is well settled that although a railroad corporation may contract to carry beyond its own line, yet it requires an express contract so to bind it. Such contract is not to be inferred from its sharing in a through freight, nor from its receiving and transporting the goods over its line in the course of a continuous passage under an agreement for a through freight. And these are the only facts in this case on which to base the liability of this defendant. Root v. Great Western R. R. Co. 45 N. Y. 530; Faulkner v. Hart, 82 N. Y. 422; Condict v. Grand Trunk R. Co. 54 N. Y. 500. A contract whereby the liability of the company is sought to be extended beyond its own line will not be inferred from loose and doubtful expressions, but must be established by clear and satisfactory evidence. Myrick v. Mich. Cent. R. R. Co. 107 U. S. 102 (Bk. 27, L. ed. 325). II. The bills of lading were the only contracts between the parties. These written agreements, when issued and received without objection, superseded the prior parol agreement, if there was one. Hill v. Syracuse etc. R. R. Co. 73 N. Y. 351; Germania Fire Ins. Co. v Memphis etc. R. R. Co. 72 N. Y. 92. There was nothing in the prior negotiation and understanding inconsistent with that provision of the bills of lading, stipulating for a restriction of liability of this defendant to its own line. And this restriction was fairly within the contemplation of the parties, even if the parol agreement was not superseded by the bills of lading. Mr. Austin G. Fox, for respondents: I. The uncontradicted evidence established a contract between the plaintiffs and the Pacific Mail Steamship Company to carry the oil through from Panama to New York, and it would have been proper for the court to direct a verdict in favor of the plaintiffs against that defendant. The letters that passed between the plaintiffs and Bellows established such a contract. Mactier v. Frith, 6 Wend. 139; Ogdensburg etc. R. R. Co. v. Pratt, 22 Wall. 123 (89 U. S. bk. 22, L. ed. 827); Peck v. Vandemark, 99 N. Y. 29. But there was also evidence of an oral acceptance of the terms of carriage offered by The oil was received for transportation unGermania Fire Ins. Co. v. Memphis etc. R. R. der the contract contained in the letters. For These acts also amount to the waiver of all Bellows. objections to the bills of lading. damages resulting from a default in the performance of this contract the Pacific Mail Steamship Company is liable as a common carrier, even if it made the contract solely on its own behalf. Maghee v. Camden etc. R. R. Transp. Co. 45 N. Y. 514, 518, 519; Root v. Great Western R. R. Co. 45 N. Y. 524; Burtis v. Buffalo etc. R. R. Co. 24 N. Y. 269; Quimby v. Vanderbilt, 17 N. Y. 306; 53 N. Y. 367; Hart v. Rensselaer etc. R. R. Co. 8 N. Y. 37; Cary v. Cleceland etc. R. R. Co. 29 Barb. 35, 56; Le Sage v. Great Western R. R. Co. 1 Daly, 306; Schroeder v. Hud. Rio. R. R. Co. 5 Duer, 55. If the Pacific Mail Steamship Company had authority to and did make this_through_contract for itself and the Panama Railroad Company jointly, then the latter is liable also, but the liability of the former remains. Whether the charter of the Pacific Mail Steamship Company expressly authorizes this contract or not the defense of uitra vires is not good. It will not defeat the action for damages for breach of the executed contract. Bissell v. Mich. South, and North. Ind. R. R. Cos. 22 N. Y. 258; 63 N. Y. 69; Buffett v. Troy etc. R. R. Co. 40 N. Y. 168; Weed v. Saratoga etc. R. R. Co. 19 Wend. 534, 537; Baltimore Steamboat Co. v. Brown, 54 Pa. 77. The uncontradicted evidence was sufficient to support the finding of the jury that in making the through contract of carriage with the plaintiffs, Bellows acted not only on behalf of the Steamship Company, but also on behalf of the Panama Railroad Company, a corporation of which he was vice president, and which received more than one half of the freight money paid under the contract. Wylde v. North. R. R. Co. of N. J. 53 N. Y. 156; Barter v. Wheeler, 49 N. H. 9; Case v. Baldwin, 136 Mass. 90; Gill v. Manchester etc. R. Co. L. R. 8 Q. B. 186; Hart v. Rensselaer R. R. Co. 8 N. Y. 37; Cobb v. Abbot, 14 Pick. 289; Cincinnati etc. R. R. Co. v. Spratt, 2 Duvall, 4. After the plaintiffs had parted with the oil and the defendants had begun its transportation, under the contract that the jury had found was made, the defendants could not abrogate or alter that contract by merely signing and mailing bills of lading which did not reach the plaintiffs until after much of the loss had occurred. The defendants certainly gave no conclusive evidence that the plaintiffs had consented to accept the bills of lading in place of the prior contract. Guillaume v. General Transatlantic Co. 1 Cent. Rep. 723, 100 N. Y. 491, 498; Bostwick v. Balt. & O. R. R. Co. 45 N. Y. 712; Coffin v. N. Y. Cent. R. R. Co. 64 Barb. 379, affirmed in 56 N. Y. 632; Strohn v. Detroit etc. R. Co. 21 Wis. 554; Park v. Preston, 22 N. Y. Week. Dig. 359; Lawson, Cont. of Carriers, SS 114-5. II. The plaintiffs can maintain this action for damages for the breach of the contract to which they were parties. The party to a contract of carriage could maintain an action for its breach, at common law, whether he was the owner or not. Sargent v. Morris, 3 Barn. & Ald. 283; Dunlop v. Lambert, 6 Cl. & Fin. 600; Blanchard v. Page, 8 Gray, 281; Finn v. Western R. R. Corp. 112 Mass. 524; North. Packet Line Co. v. Shearer, 61 Ill. 263; Hutch. Carr. § 723. This rule has not been altered by the Code. Considerant v. Brisbane, 22 N. Y. 389; Sargent v. Morris, 3 Barn. & Ald. 283; Bliss, Code Pleadings, § 59. This rule is not altered by the fact that the plaintiffs may be accountable to others for a part of the recovery. Allen v. Brown, 44 N. Y. 228; Meeker v. Claghorn, 44 N. Y. 349; Noe v. Christie, 51 N. Y. 270, 274. It is not necessary, even at common law, to join as plaintiffs the seamen who had an interest in the oil. Baxter v. Rodman, 3 Pick. 435; Grozier v. Atwood, 4 Pick. 234; 23 Pick. 494, 495. As the joint contract to carry through from Panama to New York made both the defendants liable as insurers, errors in the charge, or in the admission of evidence, except as to the existence of the contract, are immaterial. Alden v. N. Y. Cent. R. R. Co. 26 N. Y. 102, 105; Chicago etc. R. R. Co. v. Ross, 112 U. S. 377 (Bk. 28, L. ed. 787). Notwithstanding the complaint states a joint contract, the plaintiff is entitled to judgment against either, according as the evidence warrants a joint, or only a several recovery. McIntosh v. Ensign, 28 N. Y. 169; Brumskill v. James, 11 N. Y. 294. Consequently judgment may be affirmed as against one defendant, even if reversed as to another. Montgomery Co. Bank v. Albany City Bank, 7 N. Y. 459, 465; Loomis v. Buck, 56 N. Y. 462, 466. Earl, J., delivered the opinion of the court: A point is made on behalf of the defendants that the plaintiffs cannot maintain this action on the ground that some of the seamen on the whaling vessels were to some extent joint owners with them of the oil. It is undoubtedly the general rule in this State that an action against a common carrier for the breach of his contract, or of his duty to carry, must be brought in the name of the owner of the goods, although the contract may have been made or the goods shipped by another. Green V. Clarke, 12 N. Y. 343; Krulder v. Ellison, 47 N. Y. 36. The rule has, however, been much questioned and has some exceptions. Blanchard v. Page, 8 Gray, 281: Finn v. Western R. R Corp. 112 Mass. 524; Arbuckle v. Thompson, 37 Pa. 170. Where the consignor, although not the general owner, has a lien upon or a special interest in the goods and makes the contract and pays the consideration for their carriage, he may bring an action for the breach of the contract in his own name, in order that he may protect his rights. Here these plaintiffs made this contract in their own names, and with their own money paid the agreed freight, and they were both consignors and consignees. It does not appear what ownership the seamen had in the oil, if any, nor does it appear what the relations between the plaintiffs and them were. For aught that appears the plaintiffs were under a special duty to deliver this oil in the City of New York, and had a special interest to pro tect in the whole of the oil. As they were in control of the oil and made the contract for its transportation; being both consignors and consignees, in the absence of proof to the contrary it must be assumed that they had sufficient title and right to maintain this action and enforce their contract with the defendants; and in so holding it is believed that we are in conflict with no authority. But the evidence does not show that the seamen were joint owners with the plaintiffs of the oil. It was simply testified that "they were interested in the oil," and that evidence was not sufficient to establish that they were either partners or joint owners with the plaintiffs. It is more reasonable to suppose from such evidence that they were simply interested in the proceeds of the oil; and such is believed to be the common arrangement between the owners of whaling vessels and their seamen, when the latter have an interest in the product of the whaling voyage. Baxter v. Rodman, 3 Pick. 435; Grozier v. Atwood, 4 Pick. 234; Bishop v. Shepherd, 23 Pick. 492. not the other. If when it receives goods at New York for transportation to Panama it is engaged in business authorized by its charter or incident to such business, then when it procures freight at Panama for transportation to Aspinwall and thence to New York it is also engaged in promoting the legitimate business for which it was organized. It thus procures freight for transportation upon its steamships; and the business it thus does at Panama and across the Isthmus is just as legitimate as it would be to establish agencies on the Pacific coast to solicit freight for transportation from Aspinwall to New York, or to contract with newspapers there to advertise the carrying of such freight. Cannot a railroad company take freight for transportation at a point a few rods from its depot? And if it may a few rods why not a few miles? If it may have a depot for the receipt of freight one mile from its terminus, why may it not have a depot fifteen or twenty miles therefrom and transport the freight thence to its road by any means that it chooses to adopt? We are, therefore, of opinion that the sea- The Panama Railroad Company terminated men were not necessary parties to the action. on the Pacific coast at Panama, and there it The Panama Railroad Company was organ-owned lighters to go out into the ocean to take ized to construct, maintain and operate a railroad across the Isthmus from Panama to Aspinwall, and the Pacific Mail Steamship Company was organized to navigate steamships on the Pacific and Atlantic Oceans. Laws 1848, chap. 266, and Laws 1850, chap. 207. It is not disputed that the Panama Railroad Company could receive freight at Panama and contract to carry it beyond its terminus through to the City of New York, nor that the Pacific Mail Steamship Company could receive freight at the City of New York and contract to carry it to Aspinwall and thence by the railroad to Panama. It is the well settled law in this State that a carrying corporation over a portion of a continuous line of transportation may contract to carry beyond the terminus of its route, and that such a contract is not ultra vires. Weed v. Saratoga etc. R. R. Co.* 19 Wend. 534: Wylde v. North. R. R. Co. of New Jersey, 53 N. Y. 156; Root v. Great Western R. R. Co. 45 N. Y. 524; Condict v. Grand Trunk R. R. Co. 54 N. Y. 500. Such contracts have been upheld sometimes upon the ground of estoppel, and sometimes upon the ground that they were incident to the business for which the contracting corporation was organized. While the defendants admit that such contracts could be made they contend that the Pacific Mail Steamship Company could not contract to receive goods away from its terminus and to transport them to such terminus over the route of another carrier, and thence transport them over its own route to their destination. That is, while they admit that the Steamship Company could receive goods at the City of New York and contract to carry them to Panama on the Pacific coast, they deny that it could receive goods at Panama and agree to transport them to the City of New York. We see no reason for distinguishing between the two kinds of contracts, and for holding that the Company could make the one kind and freight from vessels. If it could send its lighters out one mile, why could it not send them out several miles for the same purpose to some convenient port or roadstead? The main business of the Steamship Company between Aspinwall and New York was to transport passengers and freight which came from the Pacific coast; and instead of taking the passengers and freight at Aspinwall why could it not take them at Panama? We see no reason for holding that it might not do so in the prosecution of its corporate business and as incident thereto. Then again, if when the Steamship Company receives goods at New York under contract to carry them to Panama it is estopped from denying its authority and power to make the contract, why when it receives goods at Panama under contract to be carried to New York should it not be equally bound by estoppel? We think, therefore, that it is clear upon principleand authority that both defendants were competent to enter into contract to carry this oil from Panama to New York. And as each was competent to contract alone it cannot be doubted that they were competent to make a joint contract to do it. They could even become partners in the transportation business between Panama and New York; and so far as we have discovered, the power of corporations thus to become joint carriers has never been denied but has frequently been recognized. Aigen v. Boston & Maine R. R. Co. 132 Mass. 423; Block v. Fitchburg R. R. Co. 139 Mass. 308; Gass v. N. Y. etc. R. R. Co. 99 Mass. 220; Hot Springs R. R. Co. v. Trippe, 42 Ark. 465; St. Louis Ins. Co. v. St. Louis etc. R. R. Co. 104 U. S. 146 [Bk. 26, L. ed. 679]; Barter v. Wheeler, 49 N. H. 9; Wylde v North. R. R. Co. of New Jersey, supra; Hutchinson, Carr. § 160. The right of a corporate carrier to go beyond its terminus to procure freight and passengers, and to transport them to its terminus for carriage over its route, is not absolute and unqualiWhat those *See editorial note and digested citations, Law-fied, but has some limitations. limitations are it is not possible in a general yers' edition. [Ed.] |