It was held that the
defendant was not bound to accept the cotton. /1/ It is commonly
said that such a contract is void, because of mutual mistake as
to the subject-matter, and because therefore the parties did not
consent to the same thing. But this way of putting it seems to me
misleading. The law has nothing to do with the actual state of
the parties' minds. In contract, as elsewhere, it must go by
externals, and judge parties by their conduct. If there had been
but one "Peerless," and the defendant had said "Peerless" by
mistake, meaning "Peri," he would have been bound. The true
ground of the decision was not that each party meant a different
thing from the other, as is implied by the explanation which has
been mentioned, but that each said a different thing. The
plaintiff offered one thing, the defendant expressed his assent
to another.
A proper name, when used in business or in pleading, /2/ means
one individual thing, and no other, as every one knows, and
therefore one to whom such a name is used must find out at his
peril what the object designated is. If there are no
circumstances which make the use deceptive on either side, each
is entitled to insist on the [310] meaning favorable to him for
the word as used by him, and neither is entitled to insist on
that meaning for the word as used by the other.
Pages:
361
362
363
364
365
366
367
368
369
370
371
372
373
374
375
376
377
378
379
380
381
382
383
384
385