where a * purchaser employs the same solicitor as the vendor, he is affected with notice of whatever that solicitor had notice of, in his capacity of solicitor for either vendor or purchaser, in the transaction in which he is so employed. (q) The first, it is evident, is so far qualified by the second, that where the circumstance of the solicitor's being employed for two parties is in the case, a purchaser, in the language of Sir J. Wigram, may be affected with notice of what the solicitor knew as solicitor for the vendor, although as solicitor for the vendor he may have acquired his knowledge before he was retained by the purchaser, - whatever the solicitor, during the time of his retainer, knows as solicitor for either party, may possibly in some cases affect both, without reference to the time when his knowledge was first acquired. Any other qualification of the principal limiting the client's liability to notice acquired in the same transaction, the distinguished judge referred to does not acknowledge. (r) If, however, one assume to act as agent of another and cause an act to be done for him of which the latter afterwards takes the benefit, he must take it charged with notice of such matters as appear to have been at the time within the knowledge and recollection of the agent. (s)

Notice to a servant of the principal, or one employed by the principal, affects the principal, only when given about the very thing that servant is employed to do.1 Thus, notice to a general clerk in a mercantile house, not to furnish goods, does not bind the house. (t)2

On the other hand, knowledge possessed by a principal affects a transaction, although the transaction took place through an and unconnected transaction, his previous knowledge is not notice to such other person for whom he acts. "The reason is [per Sergeant, J., delivering the opinion of the court], that no man can be supposed always to carry in his mind the recollection of former occurrences; and moreover, in the case of the attorney or counsel, it might he contrary to his duty to reveal the confidential communications of his client. To visit the principal with constructive notice, it is necessary that the knowledge of the agent or attorney should be gained, in the course of the same transaction in which he is employed by his client." s. p. Bracken v. Miller, 4 W. & S. 102; Campbell v. Benjamin, 69 Ill. 244.

(q) Wigram, V. C, Fuller v. Bennett, 2 Hare, 402.

(r) See Fuller v. Bennett, 2 Hare, 402, where the cases are reviewed and much discussed.

(s) Hovey v. Blanchard, 13 N. H. 145

(0 Grant v. Cole, 8 Ala. 519.

1 Thus a servant's knowledge of the disposition of a vicious dog in his charge is the knowledge of the master. Baldwin v. Casella, L. R. 7 Ex. 325. - K.

2 Nor is the knowledge of a janitor of a city school-house of a defect in the highway in front of the same notice to the city, Foster v. Boston, 127 Mass. 290; nor is notice to a station agent, notice to a railroad company of the assignment of a chose in action. Lambreth v. Clarke, 10 Heiskell, 32. - K.

agent to whom the knowledge was not communicated. It cer-tainly has this effect if the knowledge of the principal could have been and should have been communicated to the agent But it may not be certain that the knowledge of the principal is the knowledge of the agent the moment the principal acquires it, without any reference to the duty or the possibility of the principal's imparting that knowledge to the agent, in season * for him to be influenced by it. (u) In some cases the rights of the principal are certainly to be determined by his own knowledge only; as, if a principal knew of defences to a promissory note available only against a purchaser with knowledge, and this principal bought the note by an agent, who had no knowledge of these defences, they might still be enforced against the principal.

Much question has arisen as to the effect on a corporation, of notice to one who is a member or officer of it. By some it is held that the notice must be made formally to the corporation, (v) and it has been contended on the other hand, that the notice is euough if given to any director, or any member of a board which manages the affairs of the corporation. (w) We consider these views extreme and inaccurate; and should state as the rule of law that a notice to a corporation binds it, only when made to an officer, whether president, director, trustee, committee-man, or otherwise, whose situation and relation to the corporation imply that he has authority to act for the corporation in the particular matter in regard to which the notice is given. (.<)

(u) In Willis v. Bank of England, 4

A. & E. 21, 39, the doctrine of notice was thus stated by Lord Denman: " The general rule of law is that notice to the principal is notice to all his agents: Mayhew v. Eames; at any rate if there be reasonable time, as there was here, for the principal to communicate that notice to his agents, before the event which raises the question happens . . . We have been pressed with the inconvenience of requiring every trading company to communicate to their agents everywhere whatever notices they may receive; but the argument ab incon-venienti is seldom entitled to much weight in deciding legal questions; and, if it were, other inconveniences of a more serious nature would obviously grow out of a different decision." It may be considered worth inquiry whether the clause we have put in italics is not an essential part of the rule. Certainly, Mayhew v. Eames, 3

B. & C. 601, cited by the learned chief justice, is very far from establishing the naked doctrine that notice to the principal is notice eo instanti to the agent.

(v) Louisiana Bank v. Senecal, 13 La. 525.

(w) Bank of U. S. v. Davis, 2 Hill (N. Y.),451; North River Bank v. Aymar, 3 Hill (N. Y.), 262.

(x) See Powles v. Page, 3 C. B. 16; Porter v. Bank of Rutland, 19 Vt. 410, 425; Fulton Bank v N. Y. etc. Co., 4 Paige, 127; National Bank v. Norton, 1 Hill (N. Y.), 575; New Hope, etc. Co., v. The Phoenix Bank, 3 Comst. 156, 166; Banks v. Martin, 1 Met. 308; Story on Agency, §§ 140 a, 140 d; Security Hank v Cushman, 121 Mass. 490; Hightstown Bank v. Christopher, 11 Vroom, 435; Atlantic Bank v. Savery, 82 N. Y. 291; Smith v. Aver, 101 U. S. 320; West Bob ston Sav. Bank v. Thompson, 124 Mass. 506; Barnes v. Trenton Gas Co. 12 C. E. Green, 33.