land for a school site; and whereas, the owner of said property aforesaid, Mrs. Ada Seely, of the city of Peoria, has made a proposition to said board of education to sell land to the district, which proposition has been reduced to writing and signed by the owner, Mrs. Ada Seely [setting out the contract in hæc verba]: Therefore "Be it resolved, that this board accept the proposition of Mrs. Ada Seely as contained in the foregoing contract for the sale of real estate, and that this board make the purchase of said described land as a part of the school site for said district under the authority of said election and the statute in such case made and provided; that the president and secretary of this board be and they are hereby authorized to sign said contract in the name of the board of education of said district, and that one copy of said contract be retained by this board and that the original thereof be retained by Mrs. Ada Seely." The minutes showed there was some discussion of the resolution by members of the board and other persons who were not members of the board. On a roll call three members voted for the resolution, and two against it. It was declared carried, and the secretary of the board was authorized to issue a warrant for $1,000, as part payment on the contract. The warrant was authorized by a vote of three to two. At a meeting of the board on September 2, 1921, the minutes show the board had received information that the Standard Oil Company was making arrangements to secure a part of lot M for the purpose of erecting a filling station, and the board adopted a resolution that a notice in the words therein set out should be given the Standard Oil Company that the voters of the school district selected lots K and L and part of lot M for a schoolhouse site, and that the board planned to secure the property and erect a high school building thereon and use all the site so selected by the voters for school purposes. The resolution to so notify the Standard Oil Company was adopted by a vote of three to two. One of the grounds urged for reversal by appellant is that the court erred in denying the motion to reopen the case and permit it to introduce evidence to show that the petition was not signed by one-fifth of the legal voters. Present counsel in the case did not represent appellant until April, 1923. Prior to that time appellant was represented by other counsel. Counsel now representing appellant presented their affidavits to the court November 5, 1923, in support of their motion to re-refer the case to take further testimony, and stated they could prove, or offered to prove, that at the time the petition was presented to appellant, March 30, 1921, for an election, there were 875 legal voters in the district, 175 of whom would be required to sign the petition before the board could legally call an election. For a better understanding of the situa original bill was filed in July, 1922. A demurrer was filed in September, but was withdrawn in December, and an answer filed December 22, 1922, and on the same day the cause was referred to the master. The crossunder it referred to the master April 21, bill was filed in April, 1923, and the issues 1923. The master's report is signed and dated October 19, 1923, and after overruling objections to it and the motion to reopen the case and hear further testimony it was filed in the circuit court November 5, 1923. The taking of testimony before the master began in April, 1923, and the first time the question of the petition being insufficient because not signed by one-fifth of the legal voters of the district was mentioned was after the master had completed the taking of the testimony and made up and signed his report. It was not raised by the answer to the original bill or by the cross-bill. Fred H. Coriell, a member of the board, made an affidavit to the petition for the election, stating he was a legal voter of the high school district; that he saw the signers to the petition sign their names; that they are genuine; that the petition contains the names of 154 persons, which constitutes one-fifth or more of the total number of legal voters residing in the district, and that the district did not contain more than 750 legal voters. At a meeting of the board held March 30, 1921, all members present, the board found and declared the petition was signed by 154 legal voters in the district; that the total number of voters residing in the district did not exceed 760; that the petition was signed by more than one-fifth of the legal voters, and was in proper form. It was ordered that an election be held April 9 to vote on the four propositions, and notice was given of the election. [1] Counsel filed affidavits that they were retained in the case in April, 1923, and since then had been sole attorneys for appellant, and had filed the cross-bill; that the taking of evidence was concluded in June. The affidavit of W. J. Reardon states he was unable to find the petition for the calling of the election until May, 1923, and that the respective parties had rested their case, and it was set for argument before counsel was in possession of the facts he desired to prove. The minutes of appellant show the petition was presented March 30, 1921, the number of voters it was signed by, and that the number of legal voters residing in the district did did not exceed 760. The board found and declared the petition was signed by the required number of voters, and the election was ordered. Whether present counsel knew the facts as to the petition before taking the testimony was concluded or not, appellant knew it, and is not entitled to any indulgence if present counsel were not informed. Present counsel filed the cross-bill April 14, 1923, but make no reference in it to any claim that the petition for election was not (146 N.E.) ers. The cross-bill alleges the contract with | Mills v. White, 208 Ill. 289, 70 N. E. 313; Naappellee was entered into without legal au- tional Home Building Ass'n v. Home Savings thority, and that the $1,000 paid her was un- Bank, 181 Ill. 35, 54 N. E. 619, 64 L. R. A. lawfully paid. The answer to the original 399, 72 Am. St. Rep. 245. We think appelbill was filed before present counsel took sole lant cannot now be heard to question the charge of the case for appellant, and it made validity of the contract with appellee beno reference to any claimed illegality of the cause the site was not selected at the elecpetition, on the ground that it was not tion. signed by one-fifth of the legal voters of the district. Upon the showing made, appellant was not entitled to have the case reopened for taking testimony. The conclusion is clearly warranted that the defense sought to be made by the introduction of other testimony was not thought of by appellant during the long time the suit was pending, until after the testimony was closed and the master had made up his report. During all that period appellant knew all about the petition and the district, and had ample time, if it had desired, to secure and produce the evidence which counsel asked to be given an opportunity to produce upon reopening the case. No matter what the character of the evidence was, appellant was not entitled to have the cause reopened to give opportunity to hear the testimony. The chancellor did not err in denying the motion to re-refer the case to the master. [2, 3] The bill alleges the school site was selected at the election. Two sites were voted for. One site received 125 votes, and the other 37 votes. The total vote cast at the election was 354, and neither site received a majority. The proposition to authorize appellant to purchase a site was carried, the vote being 175 for, and 124 against. There after appellant entered into a contract for the purchase of the property for a schoolhouse site. The decree finds no site was selected at the election; that the site was selected by appellant, and became the legal and valid site of the school. The site was, in fact, selected by appellant. The voters, by a majority of the votes cast, authorized appellant to purchase a site, but failed to select the site by a majority of votes cast at the election. The statute gave appellant the power to select it under those conditions, and its act in contracting for the purchase of the property was a selection of the site. That the minutes of appellant state the site was selected at the election, and that the judges and clerks of the election so reported, does not alter or change the legal effect of appellant's act in selecting the site. The statute expressly confers the power upon a board of education to select a schoolhouse site under the conditions here stated. It was not an ultra vires act, and a mere irregularity in the manner of performing the act does not render it void. If a municipality exercises a lawful power, it may be estopped to question the validity of the act on account of the manner in which it was performed. City of Chicago v. Pittsburg, Cincinnati, Chicago, & St. Louis Railway Co., 244 III. 220, 91 N. E. 422; Village of London [4] It is further insisted the abstract furnished by appellee did not show merchantable title in her. The abstract was furnished and delivered prior to October 1, 1921, was given to the then attorney for appellant, who testified he pronounced the title merchantable, and so advised appellant. The deed to appellant was delivered about December 24, 1921, and the attorney for appellant advised that it was good and sufficient. The attorney advised appellant, as $5,000 of the purchase money was to be paid on or before March 1, 1922, to get a quitclaim deed from appellee after March 1, and was directed to secure such deed, and the deed was made. Appellant retained the abstract and deed until they were produced on the hearing of this case, when the objections now made were raised for the first time. Appellee was never notified of the objections now made, previous to the hearing. June 28, 1922, appellee, through her attorney, requested appellant to complete the performance of the contract on its part without delay. The bill was filed July 25, 1922. The possibility of any trouble developing over the title is exceedingly remote, but appellant has by its conduct waived its objection that the abstract does not show merchantable title. Any defect in appellee's title was never suggested as a reason for not performing the contract until after the bill was filed, and the inference is warranted that no objection of that kind was a reason for appellant not performing the contract. Appellant's conduct justifies the conclusion that it had concluded not to complete the contract, but such conclusion was not based upon any objection to the title. It never informed appellee of the supposed defect, so as to give her an opportunity, if possible, to correct it. It was too late to raise the objection at the hearing. Lang v. Hedenberg, 277 Ill. 368, 115 N. E. 566; Gibson v. Brown, 214 Ill. 330, 73 N. E. 578. [5, 6] It is also contended by appellant that appellee did not prove the case alleged in her bill; that the bill alleged the school site was selected by the voters at the election, and having failed to prove that allegation she was not entitled to relief. Under the facts proved we think appellee was entitled to the decree rendered under the general prayer for relief. Appellant, in the exercise of a lawful power, selected the site and made a legal contract with appellee for the purchase of the property. Where there is a general prayer for relief, it is generally sufficient to support any decree warranted by the allegations of the bill and the evidence. Walker v. Converse, 148 Ill. 622, 36 N. E. 202; Rankin v. Rankin, 216 Ill. 132, 74 N. E. 763. [7] It is further argued by appellant that the petition for the election was invalid and the election void, because four women signers of the petition signed their names as Mrs. J. A. Meyers, Mrs. H. C. Collister, Mrs. George Woodruff, and Mrs. J. S. Watts. Appellant says the initials used are those of the husbands of the women, and the signatures were on that account illegal. That objection is too technical to have merit in a case of this character. [8] The names of four members of the board of education were signed to the petition, and appellant contends the petition. was illegal for that reason. They were legal voters in the district, and their being members of the board did not disqualify them from signing the petition for the election. No reason in law or fact is shown, why the decree should be reversed, and it is affirmed. Decree affirmed. (315 III. 271) CARLYLE v. BARTELS. (Supreme Court of Illinois. (No. 16247.) Dec. 16, 1924. Emery Andrews, of Mattoon, William H. Schuwerk, of Chester, and R. G. Real, of Mattoon, for plaintiff in error. E. H. Wegener and J. Fred Gilster, both of Chester, for defendant in error. THOMPSON, J. By virtue of the act of 1909 authorizing the sale of the lands of Kaskaskia commons, the predecessors in title of plaintiff in error in 1912 purchased lots 3 and 4 in survey 3. Theretofore, in December, 1889, these lots had been leased, under the authority granted by the act of 1851, to defendant in error for a period of 50 years, the lease providing that the lessee should pay, in addition to the annual rental fixed by the lease, "all assessments for taxes for all purposes that may be assessed against said premises according to law, during the continuance of said lease." Thereafter, in 1917, the Kaskaskia Island Levee & Drainage District was organized, and it included, with other lands, the lots in question. Plaintiff in error, the owner of the lands, demanded that the lessee pay the special assessments levied against the lands by the drainage district, and, in order to prevent the cancellation of his lease defendant in error paid the installment for the year 1918. Thereafter this action was begun in the circuit court of Randolph county to recover the amount paid, and there was a judgment against the lessor in favor of the lessee. The cause is brought to this court for As Kaskaskia commons, held under French review, on the ground that the judgment engrant, were leased pursuant to statute in 1889, tered impairs the obligation of an existing by lease requiring lessee to pay all taxes, judg-contract, in violation of the federal and state ment holding one subsequently purchasing the fee liable for drainage assessments did not impair the obligations of the lease, in violation of federal or state Constitution. 1. Constitutional law 156 Judgment holding purchaser of leased lands liable for special assessments held not to impair obligations of lease. 2. Landlord and tenant 149-Drainage assessments held not "taxes" within provision providing for payment thereof by lessee. Provision of lease for payment by lessee of "all assessments for taxes for all purposes that may be assessed against said premises," held not applicable to special assessments levied by drainage district. [Ed. Note.-For other definitions, see Words and Phrases, First and Second Series, TaxTaxation.] 3. Municipal corporations 405-"Special assessments" defined. Constitutions. The principal contention of plaintiff in error is that the lands involved were public lands, and that the state of Illinois was the lessor when the lands were leased to defendant in error in 1889, and was the grantor that conveyed the lands to plaintiff in error in 1912. If the title to Kaskaskia commons and the subdivisions thereof has never been vested in the state of Illinois, then all of the argument of plaintiff in error in support of this contention falls. [1] In 1700 the Mission of the Immaculate Conception was established near the mouth of Kaskaskia river, and thereafter the com mons, of which the lots in question are a part, was granted by the French government, Special assessments are not imposed for which then held possession of the Mississippi general or public object, and are not an exvalley, to the parish of the Immaculate Conaction made for purpose of carrying on the ception of Kaskaskia. Kaskaskia and the government directly or through the medium of country thereabout passed in succession unmunicipal corporations, and are not a charge on der the dominion of Great Britain, the comthe estate that lessens its value, but are im- monwealth of Virginia and the United States posed for a special purpose in proportion to of America. Prior to the admission of Illithe benefit of the land from the improvement.nois into the Union as a state, the Congress of the United States had confirmed the tiError to Circuit Court, Randolph County; tle to Kaskaskia commons granted by the Louis Bernreuter, Judge. Action by William Carlyle against Charles R. Bartels. Judgment for plaintiff, and de French government 100 years earlier. The first Constitution of Illinois recognized the existence of this commons and forbade its (146 N.E.) Constitution of 1848 (article 9) again recognized and protected the grant of this commons to the inhabitants of the parish of the Immaculate Conception of Kaskaskia, and provided for its subdivision and sale or lease, under control of the state, on the petition of a majority of the voters interested in the commons. The state of Illinois never has held title to the lands in fee nor has it ever held the commons in trust. The legal title was originally granted to, and later confirmed in, the inhabitants of the parish of the Immaculate Conception of Kaskaskia, for the use and benefit of such inhabitants. The state merely supervised the administration of the trust. The entity which held the legal title did not have power to alienate it, but this court has held that it was competent for the state to authorize an alienation and provide the agencies by which it might be effected. Stead v. President and Trustees of the Commons of Kaskaskia, 243 Ill. 239, 90 N. E. 654; Land Com'rs of Commons of Kaskaskia v. President and Trustees of Same, 249 Ill. 578, 94 N. E. 970. The lessee recognized, when the lease was executed, that the lands were then or might thereafter be subject to taxes, and the lease provided that the lessee should pay such taxes as might be assessed against the lands. This being true, the decision of the court holding the purchaser of the fee liable for charges against the lands not included within the term "taxes" does not impair the obligations of the lease. [2, 3] The next question presented is whether, by the express terms of the lease, the lessee is bound to pay the special assessments levied by the drainage district. Prior to the execution of this lease this court had so often held that special assessments are not taxes that the question was then no longer debatable. County of Adams v. City of Quincy, 130 Ill. 566, 22 N. E. 624, 6 L. R. A. 155; Illinois Central Railroad Co. v. City of Decatur, 126 Ill. 92, 18 N. E. 315, 1 L. R. A. 613; City of Chicago v. Baptist Theological Union, 115 Ill. 245, 2 N. E. 254; County of McLean v. City of Bloomington, 106 Ill. 209; Trustees of Illinois & Michigan Canal v. City of Chicago, 12 Ill. 403. The special assessments imposed are not for some general or public object, nor are they an exaction made for the purpose of carrying on the government directly or through the medium of municipal corporations. A special assessment is not a charge on the estate that lessens its value, as a tax does. The special assessments in question are imposed for a special purpose. The improvement is made for the convenience of a particular district, and the property there situated is required to bear the expense in the proportion in which it is benefited. The assessment is precisely in the ratio of the advantages accruing to the property in consequence of the improvement. It is but an equivalent or compensation for the increased value the property derives from the 146 N.E.-13 construction of the drainage system. Under the authorities cited and the decision in De Clercq v. Barber Asphalt Paving Co., 167 Ill. 215, 47 N. E. 367, the court properly held that special assessments levied by the drainage district were not taxes, as that term was used in the lease in question. The judgment of the circuit court is affirmed. Judgment affirmed. (315 III. 270) ELLROD et al. v. BOARD OF EDUCATION OF ST. JOSEPH COMMUNITY HIGH SCHOOL DIST. NO. 305. (No. 15699.) (Supreme Court of Illinois. Dec. 16, 1924. Rehearing Denied Feb. 4, 1925.) Schools and school districts 22-Statute providing for detachment of territory of district and annexation to other district held unconstitutional. School Law, § 89g, added by Laws 1923, p. 592, providing for detachment of territory in community high school district and annexation district, on petition of voters residing within to non-high school district or other high school such territory, held unconstitutional. Appeal from Circuit Court, Champaign County; Franklin H. Boggs, Judge. Proceedings by Etta D. Ellrod and others against the Board of Education of St. Joseph Community High School District No. 305, for detachment of territory from such district and annexation to another district. From an order for petitioners, the Board of Education ap peals. Reversed. Williamson & Winkelman, of Urbana, and O. M. Jones and A. R. Hall, both of Danville (Jones & Levin and Hall & Holaday, all of Danville, of counsel), for appellant. Green & Palmer, of Urbana (Henry I. Green, Oris Barth, and Charles G. Howard, all of | Urbana, of counsel), for appellees. DUNN, J. This is an appeal by the board of education of the St. Joseph community high order of the circuit court detaching 26 sections school district, in Champaign county, from an of land from the district, which originally consisted of 56 sections. The petition was filed by legal voters residing in the detached territory in accordance with section 89g of an act entitled "An act to amend sections 89a and 92 of 'An act to establish and maintain a system of free schools,' approved June 12, 1909, as amended, and to add thereto sections 89b, 89c, The board of education filed an answer, and 89d, 89e, 89f, 89g and 89h." Laws 1923, p. 592. after a hearing by the court an order was entered detaching the territory described in the petition and adding it to the non-high school territory of Champaign county, from which the board of education appealed. In the case of North v. Board of Education, 313 Ill. 422, 145 N. E. 158, it was held that section 89g is unconstitutional, and the order entered in that case detaching territory, which was of the same character as that involved here, was reversed. The same judgment must result in this case, and the order of the circuit court of Champaign county is reversed. Order reversed. (239 N. Y. 172) SHIRAI v. BLUM. (Court of Appeals of New York. Nov. 25, 1924.) 1. Sales 174-Seller not justified in abandoning contract for buyer's failure to extend letter of credit when it expired. Where contract provided that if it was impossible to make delivery within life of letter of credit already furnished, buyer would make arrangements for extension of credit, buyer's failure to extend letter of credit did not justify seller in abandoning contract, where buyer was given no notice that its extension would be required. 2. Sales 82(1)-Provision for letter of credit ordinarily intended to provide complete assurance to seller. Ordinarily a provision for a letter of credit in a contract of sale is intended to provide complete assurance to seller that he will be paid whenever he complies with his contract. 3. Contracts 152-Business contract must be construed in light of what a business man would expect to give or receive under its terms. Contractual obligations are fixed solely by parties, and language of a business contract must be construed in light of what a business man would reasonably expect to give or receive under its terms. 4. Sales 174-Bank's notice that letter of credit had expired held not to change seller's rights or obligations. Where contract provided that if it was impossible to make delivery within life of letter of credit already furnished, buyer would arrange for extension, notice by bank that letter of credit had expired and should be returned for cancellation did not authorize seller to treat contract as abandoned without notice to buyer to extend credit where it was not given by bank as agent of buyer, but was a notice which bank might send out as a mere matter of routine for its own protection. 5. Principal and agent 183(2)-Action for breach of contract properly brought in agent's name where contract made in his name and all dealings were with him. Buyer might properly bring an action for damages for seller's failure to ship goods according to order, though both parties understood that buyer was agent for a disclosed principal and that for his benefit contract was made, where contract was made in buyer's name and all dealings of seller were with him. reversing a judgment in favor of plaintiff entered on a verdict, and directing a dismissal of complaint, plaintiff appeals. Judgment modified, so as to grant a new trial. Abraham P. Wilkes and Frank Walling, both of New York City, for appellant. Walter M. Schwarz, of New York City, for respondent. LEHMAN, J. On or about October 30, 1919, the plaintiff sent to the defendant a signed order for 100 gross tons of "black sheets: U. S. gauge 28, 36 by 72." The order provided: "Shipment: Four to eight weeks. Terms: 1 per cent. cash discount establishing banker's irrevocable letter of credit. Payment: Against invoice with railroad bill of lading." The defendant did not acknowledge or formally accept the order until November 14th. On November 13th, the Bank of Taiwan, Limited, sent the defendant an irrevocable letter of credit which was numbered 357, and which authorized the defendant, "To value upon the Bank of Taiwan, Ltd., New York, for account of Messrs. Nakazawa & Co. for any sum or sums not exceeding in all eleven thousand five hundred seventy-five dollars eighty-eight cents, accompanied by all negotiable railroad bills of lading marked 'For Export' together with invoices covering shipment from New York if presented on or before December 31, 1919." On November 14th, the day after the letter of credit was sent to the defendant, the defendant wrote the plaintiff that it accepted the order subject to certain conditions, stating: "We will endeavor to make shipment of this material in about eight weeks from date, sooner or later, subject to any unavoidable delays which may be incurred due to shortage of cars, labor conditions, strike situations, or otherwise. "In the event that it is impossible for us to make delivery within the life of the letter of credit, it is understood and agreed that you will make arrangements for extension of this credit through your bankers in New York." On the same day the plaintiff wrote the defendant, acknowledging receipt of its letter and stating that: "We note that you will endeavor to ship in about eight weeks from date or sooner. We Appeal from Supreme Court, Appellate Di- trust you will use every possible effort to have vision, First Department. Action by Ichiro Shirai against Julius Blum. From a judgment entered on an order of the Appellate Division of the Supreme Court in the First Judicial Department (207 App. Div. 605, 202 N. Y. S. 540), this shipment go forward at the earliest possible date, and we will appreciate prompt shipment." No shipments were ever made by the defendant, and the letter of credit was not extended upon its expiration. On January 26th |