ment of rent and other covenants on the part of a lessee could not be assigned so as to pass a legal title to the assignee.

Sec. 877. WHEN OFFER OF GUARANTY MUST BE ACCEPTED.-An offer of suretyship or guaranty must be accepted the same as any other offer if the party offering is to be bound. Where the parties deal together personally, or a single specific liability is guarantied, formal notice of acceptance by the creditor is unnecessary. (Walker v. Forbes, 25 Ala. 139; Montgomery v. Kellogg, 43 Miss. 486.) When the guaranty covers a future and continuing credit, unless it refers specifically to a certain line of credit which it absolutely guaranties, indicating a previous request for a guaranty, it should be formally accepted by notice sent to the guarantor of the creditor's intention to rely upon the guaranty. (Sheurll v. Knox, 2 Am. Lead. Cas. 104; Babcock v. Bryant, 12 Pick. 133; Davis v. Wells, Fargo & Co., 104 U. S. 159; contra, Powers v. Bumcranz, 12 O. St. 284.)

And, unless the guarantor waive notice of acceptance, it must be given to bind him upon a general letter of credit. (Tiedeman, Com. Pap., Sec. 420; Russell v. Clarke, 7 Cranch 69.) This is to enable the guarantor to know to whom he is liable.

Sec. 878. FORMS AND KINDS OF GUARANTIES.-There is no specific form required to constitute a guaranty, and it is sufficient if it indicates the intent of the party to assume the obligation. It may be written on the instrument guaranteed, or be given in a

separate writing, and before the statute of frauds could be oral. It may in terms be absolute or conditional upon some future event or contingency; limited or unlimited as to the amount, time, and number of transactions. (Tiedeman, Com. Pap., Sec. 416.)

When a question arises as to whether a guaranty authorizing the loan of any amount not exceeding a specified sum is exhausted by a single advancement or operates as a continuing guaranty of all advances up to the amount stated, the intention of the parties will govern, and to explain the ambiguous guaranty parol evidence is admissible. While there is no general rule by which to determine whether the guaranty is continuing or not, Professor Tiedeman states that, where the language used is singular in number it will be considered exhausted by the first loan, while if the plural number is used, indicating an authority for repeated loans within the amount, it will be held to cover all loans within the stipulated amount. (Com. Pap., Sec. 416.) Mr. Brandt, in his excellent work, simply states that no definite rule can be given for determining whether a guaranty shall be considered a continuing one or not, as the circumstances are different in almost every case, and he therefore illustrates the subject by giving the facts of decided cases, a few of which we append below:*

*Brandt, Sur. & Guar., Sec. 156. Where a guaranty read: "Mr. J. B. Maynard, being about to commence the retailing of dry goods at Connelton, Ind., and desiring to open a credit with James Lowe & Co., of the city of Louisville, I hereby undertake and contract with said Lowe & Co. to become respon

Sec. 879.

LIMITATIONS

OF SURETY'S

CONTRACT AS REGARDS TIME, ACT OR AMOUNT.-When a person is surety for the honesty of another in an office of limited duration, to which

sible to them for the amount of any bill or bills of merchandise sold by them to said Maynard, agreeable to terms of sale agreed upon between the parties, without requiring said Lowe & Co. to prosecute suit against said Maynard therefor," it was held a continuing guaranty and not exhausted by the first few bills bought on commencing the business. (Lowe v. Beckwith, 14 B. Monr., Ky., 150.) So the writing, "I hold myself accountable to you for any goods Mr. Francis Murphy may purchase of you to the amount of £250, currency," is a continuing guaranty, (Ross v. Burton, 4 Up. Can. Q. B. 357); and also the words, "Sir, you can let J. L. Day have what goods he calls for, and I will see that the same are settled for." (Hotchkiss v. Barnes, 34 Conn. 27.)

But where the guaranty was in the form of a letter: "The object of the present letter is to request you, if convenient, to furnish them (the principals with) any sum they may want, so far as $50,000, say $50,000. They will reimburse you the amount, together with interest, as soon as arrangements can be made to do it.. We shall hold ourselves answerable to you for the amount," it was held to be exhausted by the first advance of $50,000 and not a continuing guaranty. (Cremer v. Higginson, 1 Mason 323.) And a guaranty in the following form was held not to be a continuing guaranty: "Sir, for any sum that my son, George Reed, may become indebted to you, not exceeding $200, I will hold myself accountable." (White v. Reed, 15 Conn. 457.) So where the letter of guaranty asked that a full line of samples of goods be sent for a stated season, and concluded, "and I will guaranty the payment of any goods you may sell him," it was held to cover but one transaction or sale of goods. (Schwartz v. Hyman, 107 N. Y. 562.) And a letter stating "The bearer, my son-in-law, wishes

he has been appointed for a limited time only, such surety is not bound beyond that period, though the officer is re-elected or re-appointed, unless the guaranty, by an express provision, extend the obligation beyond the original term. (Thompson v. Young, 2 Ohio 334; Arlington v. Merricke, 2 Saund. 403; Sidner v. Alexander, 31 O. St. 378.) The last case holding that moneys received during the first term, and in the officer's hands when executing bond for second term, are covered by first bond and not by second. So where a surety on a bond providing that a clerk should properly demean himself, "from time to time and at all times, so long as he should continue to hold said office or employment," showed that the employment was but for a year, the creditor could not set up that by consent of all parties the clerk had been retained beyond the year and had made default. (Peppin v. Cooper, 2

Barn & Ald. 431.)

And it is held where the bond of the surety is general covering the entire period for which the principal shall remain in office, and the salary of the principal is increased at the end of the year, such change of term revokes the first appointment and releases the surety. (Bamford v. Iles, 3 Wels. Hurl. & Gor. 380.) And

to place a stock of groceries in his provision and meat store. To enable him to do this, I am willing to be responsible to you for the amount of groceries he may order of you," was held not to be a continuing guaranty. (Knowlton v. Hersey, 76 Me. 345; Chapter V, Brandt Sur. & Guar.)

where the general bond of a cashier of a bank, was extended by the re-chartering of the bank without a new bond, the sureties were not held for a default by the cashier made after the time of the expiration of the original charter. (Thompson v. Young, 2 Ohio 335.) But where the terms of the bond indicate the intention of the surety to be bound beyond the term for which the officer is elected or appointed, as where the words were: "during the whole time of continuing in said office, in consequence of said election, or under any annual or other future election to the said office," the surety will be bound for any default while the person remains in office. (Oswald v. Mayor of Berwick, 5 H. L. Cas. 56.) Sec. 880. EFFECT OF THE STATUTE OF FRAUDS UPON THE CONTRACT.-By the fourth section of the Statute of Frauds (29 Charles II, ch. 3) and re-enacted in the various States in almost identical terms, it is provided: "No action shall be brought whereby to charge the defendant upon any special promise to answer for the debt, default or miscarriage of another person, unless the agreement upon which such action shall be brought, or some memorandum or note thereof, shall be in writing and signed by the party to be charged therewith, or by some person thereunto by him lawfully authorized." The general effect of this section is that the contract of a surety or guarantor being a promise to answer for the debt of another, must be in writing or a suit cannot be main