Railroad Company v. Androscoggin Mills, 89 U.S. 594 (1874)

U.S. Supreme Court

Railroad Company v. Androscoggin Mills, 89 U.S. 22 Wall. 594 594 (1874) Railroad Company v. Androscoggin Mills

89 U.S. (22 Wall.) 594

ERROR TO THE CIRCUIT COURT

FOR THE DISTRICT OF INDIANA

Syllabus

The Evansville & Crawfordsville Railroad Company, of Indiana, owning a railroad running from the south line of that state northward to another point in it, and which made a line of road by which cotton was brought from Columbus, Mississippi, to Boston, Massachusetts, established, apparently with the view of procuring freights over its road, an agency in the former place, and there, as it seemed, was in the habit of contracting for the transportation of cotton from Columbus to Boston, its own road providing one link of the chain for transportation.

Planters in Columbus shipped from that place to manufacturers in Boston a quantity of cotton. The bill of lading, dated at Columbus, Mississippi, and signed by the agent, at Columbus, of the railroad company, had in display letters at its top

"EVANSVILLE AND CRAWFORDSVILLE RAILROAD COMPANY"

"Great through fast freight route to all points north and east, via Pennsylvania Central, Erie, and New York Central Railroads. Contract for through rate. This reliable through line makes the shipment of cotton a specialty, and guarantees quick time and delivery in good order."

The bill, after stating the destination of the cotton to be Boston, Massachusetts, went on to say:

"The Evansville & Crawfordsville Railroad Company hereby agree that

Page 89 U. S. 595

upon arrival at Evansville, and delivery of the property, they will receive and forward said property to destination upon the following conditions: that the shipper, owner, and consignee do hereby release the said company and the boats and railroads with which they connect, from the acts of Providence, or from damage or loss by fire or other casualty while in depots or places of transshipment; also damage or delays by unavoidable accidents; also loss by fire, collision, or dangers of navigation, or for loss or difference in weights, torn baggage, or condition of said property."

"The Evansville & Crawfordsville Railroad Company will not be liable for loss or damage fire, from any cause whatever."

"All property shipped on this contract will be subject to the expense of necessary repairs and remarking. In the event of loss or damage under the provisions of this agreement, the value or cost at the point of shipment shall govern the settlement of the same. Said property to be forwarded immediately after its arrival at Evansville, . . . and to be delivered at Boston, upon the payment of the freight and charges as herein specified."

"Through rate $10.25 par bale, from Columbus to Boston."

The exemption just above put in italics was printed in red ink. Held:

1. That the cotton being delivered to the company's agent, at Columbus, there was a contract by the company to carry from Columbus to Boston.

2. That the exemption in red ink applied to the whole route, between Columbus and Boston, and not to the part alone between Evansville and Boston, and that the cotton having been burned between Columbus and Evansville, without fault of the railroad company, the exemption in red ink applied and absolved the company from liability for the loss.

The Evansville & Crawfordsville Railroad Company was a railroad company incorporated by the State of Indiana, and having a railroad between Evansville, in the southern part of Indiana, and Crawfordsville, in the northern. The road is part of a line of road for the transportation of cotton between the cotton fields of the South and the cotton mills of the North. For the purpose, apparently, of procuring freights over its road, this company had established an agency at Columbus, in Mississippi, and was in the habit of making contracts there for the transportation of cotton from that place to Boston, Massachusetts, its own road forming one link of the chain of transportation.

On the 10th of January, 1873, Mitchell & Co. shipped, from the said Columbus, in Mississippi, to B. F. Bates, the treasurer of the "Androscoggin Mills," an incorporated

Page 89 U. S. 596

company in New England, two hundred bales of cotton, to be delivered at Boston.

The bill of lading, creating the contract between the parties, was as follows, viz.:

"EVANSVILLE AND CRAWFORDSVILLE RAILROAD COMPANY"

"Great through Fast Freight Route to all points North and East via"

"Pennsylvania Central, Erie, and New York Central Railroads"

`CONTRACT FOR THROUGH RATE

"A. E. SHRADER"

"General Freight Agent, Evansville, Indiana"

"This reliable through line makes the shipment of cotton and tobacco a specialty, and guarantees quick time and delivery in good order."

"COLUMBUS, MISS., January 10, 1873"

"Received from Mitchell & Co. the following packages (contents unknown), in apparent good order, viz.:"

image:a

"The Evansville & Crawfordsville Railroad Company hereby agree that, [bb]upon arrival at Evansville and delivery of the property[eb] above described and consigned, [bb]they will receive and forward said property to destination[eb] upon the [bb]following[eb] conditions: that the shipper, owner, and consignee do hereby release the said Evansville & Crawfordsville Railroad Company, and the boats and railroads will which they connect, from the acts of Providence, or from [bb]damage[eb] or [bb]loss by fire[eb] or other casualty [bb]while in depots or places of transshipment;[eb] also, damage or delays by [bb]unavoidable accidents;[eb] also, [bb]loss by fire,[eb] collision, or dangers of navigation, or for loss or difference in weights, torn baggage, or condition of said property."

"THE EVANSVILLE AND CRAWFORDSVILLE RAILROAD COMPANY WILL NOT BE LIABLE FOR LOSS OR DAMAGE BY FIRE, FROM ANY CAUSE WHATEVER."

"All property shipped on this contract will be subject to the

Page 89 U. S. 597

expense of necessary repairs and remarking. In the event of loss or damage under the provisions of this agreement, the value or cost at the point of shipment shall govern the settlement of the same. Said property to be forwarded immediately after its arrival at Evansville, or as soon thereafter as it is ready for shipment, and to be delivered at Boston, Massachusetts, upon the payment of the freight and charges as herein specified."

"In witness whereof, the agent hath affirmed to four bills of lading of this tenor and date, one of which being accomplished the others to stand void."

"Through rate $10.25 per bale, from Columbus to Boston."

"L. Q. AYRES"

"Agent"

The words in small capital letters at or near the bottom of the preceding page were printed, in the bill of lading, in red ink, so as to be conspicuous. Those in bold face in the twelve lines before are here so put by the Reporter, being words on which the question partly turned.

The cotton was burned on the way from Columbus to Evansville -- that is to say was burned before it ever reached Evansville.

The Androscoggin Mills now sued the Evansville & Crawfordsville Railroad Company, declaring upon that clause of the contract which contained the provision that

"upon the arrival at Evansville and delivery of the property above consigned, they will receive and forward said property to destination upon the following conditions,"

conditions among which, as the reader has noted, was one that the company would not be liable for loss by fire while in depots or places of transshipment, and another, that they would not be liable for loss by fire, collision, or dangers of navigation, or loss or difference in weights &c. And as the cotton had not arrived at Evansville when the loss occurred, the argument of the Androscoggin Mills was that the condition of an exemption from liability in the case of a loss by fire did not attach, and that the railroad company was to be subjected to the loss upon the general principle of its liability as a common carrier.

Page 89 U. S. 598

On demurrer, the court below was of the opinion that this position was a sound one, and gave judgment against the Evansville & Crawfordsville company.

From that judgment the company appealed.

Page 89 U. S. 601

MR. JUSTICE HUNT delivered the opinion of the Court.

Had the bill of lading contained nothing more than the terms and clauses in the part of it which is before the red-letter clause, the argument made in behalf of the Androscoggin Mills would be a strong one. We must, however, examine the whole contract and construe and give effect to all its provisions.

This bill of lading, in the first place, is a contract covering the cotton during the entire period of its transmission from Columbus to Boston, and over every part of the route. Not only is this the general law of the bill of lading, from the fact that Columbus was the place of receiving, and Boston the place of delivering, the cotton, but this bill of lading is emphatic in its declaration that such is its character. It is headed, "Great through fast route to all points north and east," &c. It says: "This reliable through line makes the shipment of cotton and tobacco a specialty;" "contract for a through rate;" and again, "Through rate $10.25 per bale from Columbus to Boston." It is evident, therefore, that the cotton is the subject of the contract of carriage not only from Evansville to Boston, to which the plaintiffs in error would confine it, but from Columbus to Evansville as well.

Bearing this in mind, it will be observed in the second place that the contract separates itself into two parts -- one limiting the liability of the railroad company from Evansville to Boston, the other governing its liability generally. Thus the portion already referred to as relied upon by the defendants in error undoubtedly was intended to be limited in its range. The liability under it and the exemption also

Page 89 U. S. 602

is expressly made dependent on the arrival of the goods at Evansville, and until they have so arrived, neither the liability nor the exemption commences. We can, however, be asked to hold that the liability or the exemption on a portion of the route is entirely omitted from the terms of a bill of lading which provides for transportation over the whole route, and where the compensation is specified as covering the whole route, only where it so appears by the plainest language. No doubt terms might be used in a bill of lading for the transportation of cotton from Mississippi to Massachusetts, by which exemptions from liability for loss by fire while in a railroad car from Evansville northward should be made, and no such exemptions should be made while the cotton was on the deck of a steamboat. We should not, however, expect to find such provisions, and we should require them to be clearly expressed.

All of the first general paragraph of the bill of lading may fairly be said to relate to the conditions upon which the transportation from Evansville northward shall be made. In its general terms we have already considered that paragraph.

A new subject, however, is taken up in the next sentence. It is not only the beginning of another paragraph, with the usual space between it and what precedes it, but it is printed in red ink, while what precedes it is in ordinary black type. Its importance in the opinion of the shippers is thus manifested. Attention is called to it as involving important provisions. Dropping the reference to Evansville, and the arrival of the goods there, it uses the most general terms: "The Evansville & Crawfordsville Railroad Company will not be liable for loss or damage by fire, from any cause whatever." It is an evident addition to the contract as expressed in the first clause. The railroad company there define the terms and conditions upon which they will be liable after the property has reached Evansville. While on the passage from Evansville northward, nonliability for loss by fire is twice stipulated for -- once while in depots or places of transshipments, and again in general terms -- the evident object and

Page 89 U. S. 603

intent of the first clause is to affect this part of the route only. A new branch of the contract is then taken up, and the difference is intended to be made plain to the eye as well as the understanding. In the red-ink clause they use terms applicable to the entire contract of shipment, viz.: they "will not be liable for loss or damage by fire, from any cause whatever." No language of limitation is used. It is as if they had said, "Should damage by fire occur to this cotton during any part of the route, and from any cause whatever, this company will not be liable."

It is quite unreasonable to suppose that the company here intended to guard themselves against a liability for which they had twice already stipulated that they should not be liable, to-wit, of loss fire after the cotton had reached Evansville. The clause in red was intended to cover the whole contract. Wherever, whenever, or however they would by law be liable for a loss by fire, from that liability they intended to relieve themselves. The exemption was intended to be as broad as was the original liability.

A careful reading of the bill of lading shows that the red-ink clause not only, but all that follows it, must have been understood by the parties to cover the whole route, and not to be limited to a part of the distance only. Thus, after providing an exemption from liability for loss by fire from any cause whatever, the bill of lading goes on to say, "All property shipped on this contract will be subject to the expense of necessary repairs and remarking." Can it be doubted that if the sacks of this cotton had required repairing or remarking from causes occurring before it reached Evansville, that it would have been a proper item of expense under this clause?

"In the event of loss or damage under the provisions of this agreement [it proceeds], the value or cost at the point of shipment shall govern the settlement of the same."

No one can doubt that the value at Columbus will govern the amount of a recovery under this clause. And again, the clause, "Said property to be forwarded immediately after its arrival at Evansville, . . . and to be delivered at Boston upon the payment of freight and charges,"

Page 89 U. S. 604

is, by its very terms, applicable to goods not yet at Evansville, when the contract takes effect.

We are of opinion that the argument of the defendants in error, upon which the judgment below was based, that the exemption from liability by fire was limited to fire occurring after the cotton had been received at and shipped from Evansville, was erroneous. The exemption covers the entire route.

Judgment reversed and judgment upon the demurrer ordered in favor of the plaintiffs in error.