BILL OF LADING. The written evidence of a contract for the carriage and delivery of goods sent by sea for a certain freight. A written acknowledgment of the receipt of certain goods and an agreement for a con sideration to transport and to deliver the same at a specified place to a person therein named or his order. See Porter, Bills of Lading. See also The Delaware, 14 Wall. (U. S.) 596, 20 L. Ed. 779.
It is at once a receipt and a contract ; St. Louis, I. M. & S. R. Co. v. Knight, 122 U. S. 79, 7 Sup. Ct. 1132, 30 L. Ed. 1077; Schouler, Pers. Prop. 408; but it has been said that rather than to consider it as a mere receipt, it seems better to regard it as analogous to a negotiable instrument ; 19 Harv. L. Rev. 391. A bill of lading ordinarily represents title to the goods covered by it ; Peters v. Elliott, 78 Ill. 321; and this is said to be the preva lent American view ; 12 Harv. L. Rev. 436.
A memorandum or acknowledgment in writ ing, signed by the captain or master of a ship or other vessel, that he has received in good order on board of his ship or vessel, therein named, at the place therein mention ed, certain goods therein specified, which he promises to deliver in like good order (the dangers of the sea excepted) at the place therein appointed for the delivery of the same, to the consignee therein named, or to his assigns, he or they paying freight for the same ; 1 Term 745 ; Abb. Sh. 216 ; Code de Comm. art. 281.
A similar acknowledgment made by a car rier by land.
A through bill of .lading is one where a railroad contracts to transport over its own line for a certain distance carloads of mer chandise or stock, there to deliver the same to its connecting lines to be transported to the place of destination at a fixed rate per car-load for the whole distance ; Gulf, C. & S. F. R. Co. v. Vaughn, 4 Willson, Ct. App. Tex. § 182, 16 S. W. 775.
It should contain the name of the shipper or consignor ; the name of the consignee ; the names of the vessel and her master ; the places of shipment and destination ; the price of the freight, and, in the margin, the marks and numbers of the things shipped. Jacob
sen, Sea Laws.
The general rule that contracts are gov erned as to nature, validity, and interpreta tion by the lex loci contractus, unless it clearly appears that the parties had some other law in view, is applicable to a bill of lading; Brockway v. Exp. Co., 171 Mass. 158, 50 N. E. 626 ; Frasier v. R., 73 S. C. 140, 52 S. E. 964 ; Illinois Cent. R. Co. v. Beebe, 174 Ill. 13, 50 N. E. 1019, 42 L. R. A. 210, 66 Am. St. Rep. 253 ; Herf & Frerichs Chemical Co. v. Lackawanna Line, 100 Mo. App. 164, 73 S. W. 346 ; but where one provides for the de livery of goods in a state it has been held to be a contract of that state although made in another state ; Pennsylvania Co. v. Yoder, 25 Ohio Cir. Ct. 32 ; C., C., C. & St. L. Ry. Co. v. Simon, 15 id. 123. Any reasonable doubt as to the construction of the printed portion should be resolved against the car rier ; Baltimore & 0. R. Co. v. Doyle, 142 Fed. 669, 74 C. C. A. 245.
Writing is unnecessary and an oral con tract satisfactorily proved, if there is no fraud or imposition, is equally obligatory ; Missouri K. & T. Ry. Co. v. Patrick, 144 Fed. 632, 75 C. C. A. 434. A promise to carry on the faith of which the shipper buys goods is a contract of carriage ; Bigelow v. Ry. Co., 104 Wis. 109, 80 N. W. 95 ; Meloche v. Ry. Co., 116 Mich. 69, 74 N. W. 301; and so is the receipt of goods and undertaking to deliver ; Indiana, I. & I. R. Co. v. Mfg. Co., 118 Ill. App. 652 ; but a mere promise to ship is not sufficient; Southern Ry. Co. v. Wilcox, 99 Va. 394, 39 S. E. 144. It was held in effect that the legal liability of a common carrier is part of the contract as if written in it; Evansville & T. H. R. Co. v. McKinney, 34 Ind. App. 402, 73 N. E. 148 ; and so is the obligation to ship within a reasonable time; Pennsylvania Co. v. Clark, 2 Ind. App. 146, 27 N. E. 586, 28 N. E. 208.