subject, has been codified both in England and America. Our difficulty here will not be, as in the first part, to construct tentative principles or to organize scattered materials, but rather to warn against the illusion of rounded phrases and plausible conceptions that make it difficult at times to realize that we are dealing with life and not mere logic. In the third part, we bring together from remote parts of the law the principles that affect credit. Credit is a business concept, rather than a legal one. Unlike contracts, therefore, it cannot be found well worked out in the law books. Yet, unlike the subject of engaging in business, it is by no means made up of constituent parts that can be called novel. In fact, for the purpose of safeguarding credit, business men have devised adaptations of some of the oldest concepts in the law, and the difficulties of the subject grow largely out of the fact that there was no thought of serving modern business when these instrumentalities were fashioned. The fourth part of the book deals with the internal relations that constitute business organization. The law of master and servant, the law of principal and agent, the law of partnerships and corporations, have all been thoroughly worked out in excellent legal treatises. To some extent they have necessarily been compared, or rather contrasted, from a legal point of view. Our particular task, however, is to contrast them systematically, with reference to their business ends. After all, they serve but a single set of functions, and for historical reasons, which we must consider, they serve them quite unevenly, or at least differently. In working out any business problem involving organization, one of the factors, at least, is a knowledge of the limitations placed by law upon the various types of these instrumentalities, from which a choice must usually be made for the particular problem in hand. §14. Uniform State Laws Relating to Business.-Since business is today increasingly interstate in character-it has been estimated that nine-tenths of the volume of commerce in the United States is interstate commerce-it is vitally desirable that the law governing business should be uniform throughout the country. Of course the law makes appropriate provisions` whereby to determine which rule of law is to govern in dealing with every phase of a transaction which has taken place or been given effect partly in one place and partly in another or between citizens of different states. But the complicated nature of this branch of law (generally known as Conflict of Laws), is illustrated in the following supposition in Gray's Nature and Sources of the Law (§282): Suppose a contract is made for the carriage of goods. The offer is made by a letter written in Paris and is accepted in Madrid; the goods are to be carried from Lisbon, in a Liverpool ship, to Naples; one party is domiciled in Stockholm and the other in St. Petersburg; a suit is brought on the contract in Berlin; judgment is obtained there; and an action is brought on the judgment in New York. In what way, and to what extent [are] the Laws of France, Spain, Portugal, England, Italy, Sweden, Russia, Germany, and New York, respectively, to be considered? It must be remembered in this connection that the several states of the United States are to each other "foreign jurisdictions." The possibilities of federal legislation directed to the end of removing unnecessary divergencies are rather narrowly limited by the Constitution of the United States. Moreover, it is obviously out of the question to expect co-operative action by courts of last resort in the several states with a view to achieving uniformity in the case-law of the several states. Consequently, with respect to most matters, eradication of diversity in legal rules can be secured only by the voluntary action of the various state legislatures. The practical difficulties in the way of securing co-operative effort by a large number of state legislatures cannot always be overcome; but as regards business law there is at least this encouragement, that "the more any department of law lies within the domain of economic interest, the more do the rules that belong to it become the same in all countries, for in the domain of economic interest Reason and Science have full play." Various associations of business men, in their efforts to James Bryce, Studies in History and Jurisprudence, p. 123. secure the adoption of laws which are of especial interest to their membership, have thereby also become allied, to a greater or less degree, with the broad movement in favor of standardizing our commercial law. Hitherto, however, the chief support of the movement for the promotion of uniformity of legislation in the different states has come from the American Bar Association, which was largely instrumental in the creation of the National Conference of Commissioners on Uniform State Laws. The Commissioners are appointed by the various states, territories, and federal districts (usually three from each of these jurisdictions). Annual conferences have been held ever since the first meeting in 1892. Up to the present time this body has approved and recommended for adoption eighteen Uniform Acts. The most important of these Acts from the standpoint of business are the Negotiable Instruments Act, the Sales Act, the Warehouse Receipts Act, the Bills of Lading Act, the Stock Transfer Act, the Partnership Act, and the Workmen's Compensation Act. Tentative drafts of acts relating to various other subjects of importance are still in the stage of revision and discussion by the Commissioners. The task of securing the adoption of Uniform Acts by the various state legislatures has been attended with varying degrees of success. It is noteworthy, however, that the work of the commissioners in fields other than commercial law, for example divorce, probate, wills, desertion, child labor, domestic and foreign acknowledgments, and the like, has been decidedly less successful than their codification of commercial law. The reason for this difference is an interesting subject for speculation: It may be that there is not the same need of uniformity in the other fields as there is in commerce; or, though the ultimate need may exist there, too, it may be that commerce with us, as in ancient Rome, 'Among such associations are the American Bankers' Association, National Association of Credit Men, American Warehousemen's Association, and a number of national associations of manufacturers engaged in various industries. Other organizations which have interested themselves in behalf of uniform state legislation are the National Civic Federation and the Chamber of Commerce of the United States of America. The proceedings of the annual conference of these commissioners appear in annual publications. See also the annual Reports of the American Bar Association, is destined to serve as a liberalizing force to free our law from provincialism (so Dean Pound suggests); or, finally, though the need and the desire may both coexist, the foundations for uniformity may not have been laid in these other fields as they have in commercial practice. At all events, up to 1920 the Uniform Negotiable Instruments Act had been adopted by all the jurisdictions of the United States except Georgia, Porto Rico, and Texas; on the other hand, none of the other Acts, with the exception of the Sales Act, the Bills of Lading Act, and the Warehouse Receipts Act, has been passed in more than twenty jurisdictions." 'For a table showing jurisdictions which have adopted the Uniform Acts, see Appendix I. European conferences have been held from time to time with a view to securing greater uniformity in the laws of the various commercial nations on the subject of bills of exchange and checks. A uniform laws on bills of exchange was drafted at the Second Hague Conference in 1912. See Report of United States delegates to Second Hague Conference, S. Doc. 162, 63d Cong., 1st sess. The International High Commission, a Pan-American organization to promote commerce and trade relations between the United States and the Latin-American republics, aims so far as is practicable to secure the adoption of uniform laws and uniform practice respecting trade and commercial transactions between these countries. For an interesting discussion of the beginnings of the International Assimilation of Commercial Law, see the Article by Georg Cohn, translated in Progress of Continental Law in the Nineteenth Century (Continental Legal History Series), pp. 347-395, brought down to 1918 by Professor Lorenzen. CHAPTER III CASE MATERIAL §15. Suggestions to the Student for the Use of Case Material. The use of cases as a means for presenting the law, though in reality one of the oldest methods of teaching English and American law, dates in American Law Schools for practical purposes from the publication of the first case booka collection of cases on Contracts-by C. C. Langdell, Dean of the Harvard Law School (1870). Since that event case books have made remarkable headway in the teaching of law in America and the principle upon which they are based has spread to other departments of university instruction, notably medicine, history (the source books), and economics. For at least twenty-five years, however, this system met with much opposition, and a very considerable polemical literature on the best methods of teaching and studying law came into existence as a result. Most of this literature, of course, was concerned specifically with the needs of professional law students under the peculiar problems growing out of the condition of Anglo-American law at the end of the nineteenth century. Among these conditions there was a growing diversity of the legal systems of the several states, a lack of the systematic literature of the law such as had grown up in some of the older legal systems, a general attitude towards the law among lawyers that may roughly be described as a combination of the theories of the historical school of jurisprudence and the eighteenth century philosophy of "natural law," both of which taught that the law was something to be found rather than something to be made. An eminent European scholar, Professor Josef Redlich, visited America in 1911 for the purpose of making a study of the method of teaching law in vogue here. His conclusions (published by the Carnegie |