PART III. An equitable lien is a hold upon property

TIT. II.

Equitable

CAP. IV. for the satisfaction of a claim attaching thereto, under an express charge or contract or a constructive trust. (Sm. Law of Prop. 5th ed. par. 976-982.) 595.

lien.

Two kinds of legal liens.

Particular.

General.

There are two species of legal liens, namely, particular liens and general liens. 596.

Particular liens are liens upon goods, in respect of money due on them, or of labour, trouble, or care expended upon them; and these liens are favoured in law. So that unpaid vendors of chattels not parted with, and not sold on credit, parties who have advanced money on the security of chattels, common carriers, shipowners, tailors, factors, artisans, and others to whom chattels have been delivered, in order that such persons might bestow labour, trouble, or care upon them, for a pecuniary consideration, have a lien upon them for it. 597.

General liens are liens in respect of a general balance, due in the ordinary course of dealing in the same business; and these are founded on express agreement or custom only, or the previous course of dealing, which must be proved by the bailee; and they are taken strictly. Warehousemen, wharfingers, innkeepers, factors, packers, in

surance brokers, bankers, and solicitors have

a general lien. (Ad. Torts, 277-8, 282-5;

2 Ste. Com. 81; Sm. Merc. Law, 564-5; Cross on Lien, 14, 15, 20, 23-4; Rosc. 649653; Chit. Con. 495; Ad. Con. 414, 454; Allen v. Smith, 12 C. B. (N. S.) 638; In re Witt, Ex parte Shubrook, L. R. 2 Ch. D. 489; Mulliner v. Florence, L. R. 3 Q. B. D. (Ap.) 484.) 598.

PART III.

TIT. II.

CAP. IV.

the exis

fer, and

A lien must not be at variance with the Rules as to terms or implied understanding upon which tence, transthe property was received. (Ad. Torts, 279, cesser of 282; Rosc. 651.) 599.

It cannot be transferred. (Ad. Torts, 288.) 600.

If goods are sold on credit, and no time for delivery is fixed, the vendor has no lien. (Chit. Con. 389.) 601.

If security, such as a bill, note, or bond, payable at a distant day, is taken for a debt for which the creditor has a lien, or a new agreement is come to for payment of such a debt in a particular manner, the lien is gone. (Ad. Torts, 280; Sm. Merc. Law, 570–571; Chit. Con. 389; Byles, 360.) 602.

If a bailee voluntarily parts with the possession of property upon which he has a legal lien, the lien ceases. (Ad. Torts, 288; Sm. Merc. Law, 569; Cross on Lien, 38.) 603.

liens.

PART III. A lien may be at once extinguished by a

TIT. II.

CAP. IV. tender of the money. (Ad. Torts, 288; Sm. Merc. Law, 570.) 604.

When a person has merely a lien on goods, he has no right to sell them. (Ad. Torts, 193; Cross on Lien, 47; Mulliner v. Florence, L. R. 3 Q. B. D. (Ap.) 484.)

605.

CHAPTER V.

PARTNERS (a).

TIT. II.

defined.

PARTNERSHIP is the voluntary association of PART III. two or more persons, who contribute money, CAP. V. effects, labour, care, or skill, for the purpose Partnership of carrying on, as principals, a common undertaking, for a lawful object, for their common profit. (Sm. Merc. Law, 20; Tudor Ca. on M. L. 303-4, 307; Ad. Con. 635; Lindley, 1; and infra, par. 610-617.) 606.

partnership.

The partnership contract need not be in contract of writing, but may be entered into verbally, or inferred from the conduct of the parties. (Sm. Merc. Law, 26; Lindley, 81, 87-9.) 607.

partnership.

An agreement in writing for a partner- Articles of ship is designated by the name of articles of partnership. (Sm. Merc. Law, 32; 2 Ste. Com. 98; Lindley, 88.) 608.

Each of the partners must be competent Who may be

(a) As this Manual relates only to that portion of Common Law which is termed Private Law, it does not include the law of Joint-stock Companies, the statutory part of which has been consolidated by the statute 25 & 26 Vict. c. 89.

partners.

TIT. II.

CAP. V.

PART III. to contract; and therefore, if the contract of partnership is attempted to be entered into by an infant, it is void; and if by an alien enemy, it is void; and if by a married woman, it is void, except by special custom, or upon the civil death, transportation, or judicial separation of the husband, or in respect of her separate estate. (Tudor Ca. on M. L. 305-6; Sm. Merc. Law, 23; Lindley, 74, 77, 79; stat. 37 & 38 Vict. c. 62.) 609.

Criterion and requisites of a partnership.

Different positions of

A community of profits is essential to a partnership. But there may be a participation in the profits without a partnership. And an equality of profit is not necessary to a partnership; nor is it necessary that there should be a community of that which produces the profit, or a community of loss. For one partner may contribute all the money, all the stock, or all the labour; and, by express stipulation, one partner may be exonerated from all loss, as between himself and his companions, though he will nevertheless be liable to strangers. (Sm. Merc. Law, 20-22; Broom Com. 536; 2 Ste. Com. 100-1; Tudor Ca. on M. L. 306, 308; Lindley, 10, 16, 57; Chit. Con. 212, 213, 217; Ad. Con. 639, 664; Ex parte Tennant, L. R. 6 Ch. D. (Ap.) 303.) 610.

A person may be a partner with one only