P L D 1958 (W (PLP)

AKHLAQUE HUSAIN, J.‑--This is a defendant's appeal against the judgment of the learned Civil Judge, Multan, dated the 1st of December 1951, granting the plaintiff‑respondent a decree for Rs. 8,437‑8‑0 as damages for breach of contract and refund of security amount, etc. The plaintiff came to Court with the following allegations: In November 1949, D. W. 1 Mr. Burney, the Agent of the defendant, Messrs. Caltex Oil (Pakistan) Limited, Karachi, approached the plaintiff and told him that since the sales at the defendant's petrol pump in Sabzi Mandi, Multan, had gone down, the latter (the plaintiff), who was a well‑known person and had connections with influential business‑men should agree to become the defendant's Dealer at Multan. After a second visit from Mr. Burney, the plaintiff accepted the sug gestion. Mr. Burney made out a draft application which the plaintiff faired out and after signing it sent it (Exh. P. 1) to the defendant. By a letter dated the 14th of January 1950 (Exh. P. 10), the plaintiff was informed by the defendant that the former had been appointed as its Dealer and that the charge of the petrol pump would be handed over to him on the 15th of February 1950. The plaintiff was also required by that letter to deposit a sum of Rs. 1,000 as security for equipment, which was duly done by the plaintiff. In order to push up the sales as defendant's Dealer, the plaintiff wrote a number of letters requesting different persons to become customers at the defendant's petrol pump and publicised his dealership in the city as well as outside. He also got bill forms, cashbooks, ledgers, etc. printed‑for the purpose. Some time subsequently, Mr. Burney again came to Multan and informed the plaintiff that the application of the previous dealer, namely, Mr. Abdur Rahim & Sons, for an extension in the period of his dealership had been finally refused by the defendant and that the plaintiff should now pay the defendant Rs. 2,437‑8‑0 as price of one thousand gallons of petrol which the plaintiff paid on the 14th of February 1950. On the appointed day, namely, the 15th of February 1950, the plaintiff waited, for the whole day, for some agent or representative of the defendant to come and had over the charge of the pump to him; but no one turned up. In the evening of that day, how ever, he received a letter from the defendant saying that his appointment as a Dealer had been cancelled. The plaintiff alleged in his plaint that on account of the aforesaid breach of contract on the part of the defendant, he had suffered great mental and physical pain and his reputation as a businessman had suffered considerably. The plaintiff claimed that he was entitled to the refund of the amount paid by him to the defen dant and was also entitled to damages for the breach of the contract which he had originally assessed at Rs. 25,000 in the notice which he served on the defendant. In the plaint, how ever, he claimed only Rs. 15,000 on this account and the refund of the amount of Rs. 3,437‑8‑0 paid by him as security and the price of one thousand gallons of petrol. It was not specified in the plaint as to what amounts the plaintiff considered himself entitled separately on account of the loss suffered by the breach of the agreement, damage to his business reputation and mental and physical pain. The various defences raised by the defendant‑appellant to the plaintiff‑respondent's suit would appear from the following issues framed by the learned trial Court:‑ (1) Did Mr. Burney, agent of the defendant Company, induce the plaintiff to apply for being appointed the defendant's petrol dealer at Multan? If so, what is its effect? (2) Had Mr. Burney the authority on behalf of the defen dant to induce the plaintiff for applying for the local agency of the defendant and what is its effect? (3) Had the defendant no power to cancel the plaintiff's appointment as local dealer for the defendant at Multan? (4) Did the plaintiff suffer any loss by reason of the cancellation of his appointment? If so, is he entitled to any compensation and how much? The parties produced considerable evidence on all the issues; but at the time of the arguments in the trial Court learned counsel for both the parties stated that the first two) issues had no bearing on the merits of this case and they refrained from addressing the Court on them. In view of this the learned trial Court found both the issues in favour of the plaintiff. The course adopted by the learned judge does not seem justified by the statements and the conduct of the parties vis‑a‑vis these issues. He should have either refrained from recording any finding on the two issues or in the alternative, should have struck them off. The third and fourth issues were dealt with together and after holding that the appointment of the plaintiff could not be cancelled forthwith as it "was meant to last for sometime at least" it was found that the plaintiff was entitled to have the dealership for at‑least the same period for which the previous dealer had held it, namely, about eight months. As the plaintiff had undertaken to sell at least five thousand gallons of petrol every month and was to receive a commission of two annas per gallon, the loss to him was assessed at the rate of Rs. 625 per month for eight months. The plaintiff was, therefore, granted a decree for damages for Rs 5,000 and for the refund of the amount of Rs‑3,437‑8‑0 deposited by him It will be observed that although the learned trial Court did not reject the plaintiff's claims for loss to his business reputation and for mental and physical injury, no amount was specifically awarded in respect of either of these two items; nor was any claimed before us. The sole point which was argued before us at great length by Mr. Norman Edmunds on behalf of the appellant was that the latter was perfectly justified in cancelling the dealership as it did because (1) under the law of agency it is always open to a principal to revoke the agency at will unless the agent has an interest in the property which forms the subject‑matter of the agency and this the plaintiff did not have in this case, and (2) that appointment of the plaintiff being provisional, it was liable to revocation at any time. Mr. Norman Edmunds referred us to the provisions in the Contract Act relating to agency and a number of English and Indian rulings in support of his first contention Mr. Ataullah Sajjad learned counsel for the respondent, who rendered us little assistance at the hearing, made no reply whatever to this part of Mr. Edmund's argu ment; but at the whole evidence on the record was read out to us by the appellant's learned counsel himself and the acceptance of the appellant's contention would involve an assumption on our part of certain propositions of law, the failure of the respondent's learned counsel to controvert the position taken up on behalf of the appellant does not relieve us of the respon sibility to examine, and adjudicate upon it. It will be observed that the first contention of Mr. Norman Edmunds is based upon the assumption that the relationship of agent and principal existed between the appellant and the respondent and that the latter was purely an agent of the former for the sale of the petrol. I am clearly of the opinion that there is no justification whatever for this assumption. The question of agency has to be decided on the basis of certain facts, and, consequently,. it was incumbent upon the defendant -appellant to have clearly raised and substantiated it. The plea was not clearly set forth in the defendant's written statement; it was not put into issue and the evidence on the record does not support it. It was alleged in paragraph 2 of the plaint that the defendant had appointed the plaintiff as its Dealer. In the corresponding paragraph of the written statement this allega tion was controverted only to the extent that the plaintiff had been appointed only provisionally and, as such, was liable to be dismissed at any time. The fifth paragraph of the written statement alleged that the agreement of agency was only temporary and that otherwise too the defendant had perfect right to terminate the agreement at any time before the com mencement of the business of agency. I shall later on in this judgment revert to the meaning of the word "agency" as used in this paragraph as well as elsewhere throughout these pro ceedings. Even if it was intended by this paragraph to plead that the position of the plaintiff was no more than that of a mere agent of the defendant, the defendant never asked for any issue on that question. None of the five issues actually framed in the trial Court contemplates the decision of that question. The expression "local agency" in the second issue, which was not pressed, does not, as will presently appear, mean that the plaintiff was agent in the legal sense. The only two issues which the defendant, as also the plaintiff, wanted to be decided in this case, namely, the third and the fourth, expressly refer to the relationship of a Dealer and not an agent. In this state of affairs, it would be unfair to call upon the plaintiff to show that he was not an agent because he was not required at any stage to lead evidence on this question. Had there been any justification for supposing that the plaintiff could have been only an agent of the defendant, and nothing else, I would have remanded the case to the trial Court for further investigation after the framing of a proper issue. The evidence on the record leads me to the clear and definite conclusion that the plaintiff was not, and could not have been, in the legal sense, an agent of the defendant for the sale of the petrol. Exhibit P. 10, the appointment letter, only confers the dealership upon the plaintiff and does not even remotely or indirectly suggest that he was to act as an agent. This letter runs as follows:‑ "Telegrams:‑ 'CALTEX' Telephone 2078 CALTEX OIL (PAKISTAN) LTD., (Incorporated in the Bahama Islands) Petroleum Caltex Products. Letter No. F. R. Misc./WSK/143. 7, Second Flour, Safe Deposit Chambers McLeod Road Karachi (Pakistan). January 14th, 1950. Mr. Rehan‑ud‑Din, c/o The Harayana United Transport, Ltd. Multan City. PETROL DEALERSHIP. Dear Sir, Effective February 15, 1950, you are provisionally appointed as Caltex Petrol Dealer to operate our Petrol Pump at Sabzi Mandi, Multan City, now operated by Messrs. M. Abdul Rahim & Sons. On the due date our sales representative Mr. M. M. Burney will give you the possession of the stocks, if any, equipment, etc., against signed receipts. You are also requested to deposit Rs. 1,000 with us representing security against the equipment. This deposit will, however, bear no interest. Seal: Receipt No.

45. Yours very truly, dated 23rd January 1950. (Sd.) Illegible, Signature: Illegible. Manager, Caltex Oil (Pakistan) Ltd. The first paragraph says that the plaintiff was to act pro visionally as a Petrol Dealer of the defendant company and that he would carry on the operations as a Dealer and for that purpose he would operate their petrol pump at Sabzi Mandi. This shows that the petrol pump was the property of the defendant, but it does not say whether the petrol to be sold from that pump would also be its property. In the second paragraph, the defendant stated that on due date he would be given possession of the equipment etc. and also of the stocks (not stocks of petrol), if any; but nothing is said regarding the future ownership of the stocks whether they would be taken possession of by the plaintiff as an owner or buyer or as an agent of the defendant. It is, however, noteworthy that the deposit of Rs. 1,000 was to be made by the plaintiff against equipment only and not against the stocks. This would go to show that the capacity in which the plaintiff was to receive the possession of the stocks was to be such as not to call for any security against them. Next, we have the very significant circumstance that after the 14th of January 1950, the plaintiff was asked ‑by the defendant's agent, Mr. Burney, to deposit Rs. 2,437‑8‑0 as the price of 1,000 gallons of petrol to be delivered to him as a Dealer. This the plaintiff did and obtained the receipt (Exh. P. 13). D. W. 1, Mr. Burney, admitted in cross‑examination: "The Dealers charge annas two per gallon as commission." This can only mean that either the company sells petrol to its dealers at a rate which is two annas less than the one at which they sell to the public; or that after purchasing the petrol from the company they are paid a rebate on their purchases at the rate of two annas per gallon. During the course of arguments, learned counsel for the appellant laid before us printed forms of two agreements of the company; one is entitled "Petrol Dealer Agreement" and the other "Equipment Loan Agreement". The plaintiff had apparently not signed these agreements either because he had been appointed only provisionally or because his appointment had been cancelled before it was allowed to mature. The first agreement is between the company on the one hand and the "Dealer" on the other. Its preamble runs "WHEREAS the Company has at the request of the Dealer agreed to supply Petrol to the Dealer at . . . . . . upon the terms and conditions hereinafter mentioned NOW IT IS HEREBY AGREED as follows:‑" Obviously the rate at which the company is to supply petrol to the Dealer is to be stated in the blank space. This clearly shows that the company was to sell petrol to its Dealers at reduced rates. The third condition puts it further beyond doubt that the Dealer was to purchase from the company the petrol which he was subsequently to sell from the latter's petrol pump. This condition is as follows:‑ "The Company will make delivery either, against payment in cash or on such other terms as the Company may from time to time decide. The Dealer will settle bills with the Company as and when from time to time required by the Company . . . . . ." The character of the Dealer as a purchaser of the petrol from the company is further brought into relief by the sixth condi tion which is as follows:‑ "The Dealer will pay for receptacles at the same time as payment is made for products at rates from time to time fixed by the Company, but the Company will refund the amount so paid on all receptacles returned to the Company in sound condition within one month from date of delivery to the Dealer." The second agreement relating to equipment loan is also to be executed between the company and the Dealer, as will be clear from a perusal of the conditions contained L. the two agreements. The preamble of this agreement recites: "WHEREAS the Second Party is now purchasing Petroleum Products from the Company and has requested the Company to loan the second party equipment tools and other articles as described in the schedule attached hereto . . . . . . ." The neat para. runs:‑ NOW THIS AGREEMENT WITNESSETH that the company in consideration of the purchases of Petroleum Products by the Second Party agrees to furnish and loan to the Second party the equipment to be used by them for the storage and distribution of Petroleum Products purchased from the Company . . . . " The first condition recites that the equipment etc., shall at all times be used only for the purposes of holdings, storing or distributing of petroleum products purchased from the company. It would have been observed that the plaintiff was required in this case by the defendant to deposit a cash security of one thousand rupees against equipment etc., which were to be loaned to him for the purpose of storing and selling the petrol which he was to have purchased from the company. As recited in the Equipment Lean Agreement, equipments were to be loaned " in consideration of the purchases of petroleum products " by the Dealer from the company. In view of the facts stated above, I have not the slightest doubt that by being appointed by the defendant as its dealer, the plaintiff did not become, at any rate as far as the sale of petrol was concerned, a mere agent of the defendant. He was to have become what is known in the business parlance a favoured purchaser of the defendant's petrol. He was to push up the sale of the defendant's petrol and to sell only their petroleum products and in return was to be allowed to purchase goods from the defendant at reduced or favourable rates and also the use of the defendant's petrol pump and equipment. Accord ing to section 182 of the Contract Act " an agent is a person employed to do any act for another or to represent another in dealings with third persons ". In selling the petrol the plaintiff would have done an act principally for and on behalf of, himself because he would have been selling his own goods which he had purchased from the defendant and not merely acting as an agent or intermediary between the customers of petrol and the company. He was not given, or at any rate has not been shown to have been given any power to deal with third persons so as to bind the defendant‑a power which is an indispensable ingredient of agency. As was pointed out by their Lordships of the Privy Council in Hope Prudhoume and Company v. Hamel and Horley Ltd., (A I R 1925 P C 161) the words " agent " and " agency " are quite often loosely used in the business world‑and therefore also by the overwhelming majority of laymen‑without pos sessing their real legal significance in the context in which they are used. After noting the contentions of the respon dents in that case that in the legal sense of the word they were not agents, but principals, their Lordships proceeded to observe.‑ "There is great force in the observations which were made to their Lordships upon the extension which modern business has given to the terms " agent" and "agency". In many trades‑particularly, for instance, in the motor‑car trade‑the so‑called agent is merely a favoured and favour ing buyer, one who under an overriding contract undertakes to do his best to find a market for the manufacturer's stock, who is given some special advantages, such as a special discount or preference in complying with his orders; but who in each particular contract acts as a buyer from the manufacturer and sells at whatever price he can get, unless as is sometimes the case‑he is by a special provision in the overriding contract forbidden to sell too cheaply or required not to spoil the market by asking too much. It would be quite possible that, in the present case, the position of the respondents, though frequently des cribed by both parties as that of agent, was, notwith standing, merely that of agents according to the modern business extension of the phrase, so that they would be entitled to treat themselves as buyers from the appellants and to sell at the best price they could get ; in which case any damages which they would have to pay to the buyers from themselves on account of the non‑delivery of the cargo would be damages which they in their turn could recover as damages from the appellants ". I am unable to discern any element of agency in the relationship between the plaintiff and the defendant as disclosed by the proved facts. They had entered into an agreement whereby the plaintiff was to purchase petrol from the defendant at reduced rates and sell it to the public from the latter's pump. In consideration of the plaintiff's purchasing and selling the petrol of the defendant company, the latter had undertaken to let the former have the use of its pump and premises for the purpose. The plaintiff had also deposited with the defendant a sum of Rs. 1,000 as security for the pump and to pay the price of the petrol in advance. The plaintiff was thus appointed as the defendant's Petrol Dealer, as he is described in Exh. P. 10, and as such a person is also generally, and correctly, described. Mr. Norman Edmunds also tried to argue that the appointment of the plaintiff was dependent upon the previous dealer's giving up the possession of the pump. There is no indication of such a stipulation either in the written state ment or in Exh. P.

10. Nor is there any allegation or evidence that the dealer, Abdul Latif, refused to deliver the possession of the pump. On the contrary, D. W. 1, defendant's representative, stated: " The previous dealer's dealership was to terminate on the 15th February 1950, but it was not terminated and the plaintiff was not given the charge of dealership ". This clearly shows that the defendant never required Abdul Latif to give up possession. Nor did it want to put the plaintiff into possession. In any case, the defendant cannot escape liability on this ground in the absence of a stipulation to that effect. The defendant‑appellant's main contention was that the plaintiff's appointment as a Dealer was temporary and could be terminated at any time by the defendant at its absolute and unfettered sweet will. The appointment was avowedly provisional; it is so described in the appointment letter itself (Exh. P. 10). But it was not temporary in the sense that it was necessarily to come to an end after a short or a specified period. It may have gone on indefinitely for a considerable time. The previous dealer at this pump of the defendant, D. W. 2, Abdul Latif, was appointed in the beginning of 1949, and continued as such on provisional basis up to the 15th of February 1950. Like the plaintiff, he too had not been required to execute any agreement at, or during, the continuance of his provisional appointment. His sales continued to be low and the defendant, therefore, gave him notice that his appointment would be terminated and in the meantime decided to appoint the plaintiff with effect from the 15th of February 1.950. It might be mentioned here that it appears that later on, on representation made by Abdul Latif, the defendant, in its wisdom, decided to revoke the plaintiff's appointment on the day it was to take effect and allowed the old dealer .to continue and eventually confirmed his appointment sometime in 1950, when he executed a regular agreement in the usual form. It, therefore, seems that it was the practice of the defendant to appoint dealers in the first instance provisionally and to terminate‑ their appointments if their sales, or conduct other wise, we unsatisfactory; or to confirm them if they were found satisfactory after a fair trial. The point. however, remains that the appointment was terminable at the defend ant's discretion. There is no principal, or reason, to support the finding of the learned Trial judge that the appointment of the plaintiff could not be terminated until the expiry of the period for which Abdul Latif had been allowed by the defendant to remain its provisional dealer. The real question which required consideration and decision was whether, in the circumstances of this case, the appointment could be determined by the defendant even unreasonably and arbitrarily and without any notice. It was certainly open to the parties to agree to give the defendant the power to terminate the appointment even without notice; but there is no such term or provision in Exh. P. 10, or elsewhere, and there is no provision what ever regarding notice in the appointment letter. Can it, therefore, be said that because there is no provision for notice, no notice by the defendant was necessary for the termination of the appointment? It would be as illogical to infer from the absence of such a provision that no notice is necessary, as the converse inference that it is necessary. It is evidently a case of causes omissus and the question arises if in such a case a Court can, according to accepted principles applicable to interpretation of contracts, imply a term in the contract regarding notice, and, if so, to what extent? It is well‑settled that in a commercial contract a term may be implied in accordance with the usage of the l trade or business to which the contract pertains. In this case, however, there is no such evidence. It was asserted on behalf of the plaintiff, and not altogether without justi fication, that the plaintiff expected that he would be allowed to retain the provisional dealership for at least as long as Abdul Latif; but there is no evidence that the defendant's provisional dealers were usually allowed to continue for at least, or about, that period. Quite likely this was the fact, but it has not been proved. It is well‑established that a term may be implied in al contract to repair an intrinsic failure of expression. It is obvious that few contracts can exhaustively deal with all possible future contingencies; and that, in a given case, certain important, or even fundamental, contingencies may have been overlooked which, if the parties had thought of them at the time of making the contract, would have been uncertainly provided for. In The Moorcock (1889 P D 64) Bowen L. J. observed:‑‑ "Now, an implied warranty, or, as it is called, a covenant in law, as distinguished from an express contract or ex press warranty, really is in all cases founded on the presumed intention of the parties, and upon reason. The implication which the law draws from what must obviously have been the intention of the parties, the lava, draws with the object of giving efficacy to the transaction and preventing such a failure of consideration as cannot have been within the contemplation of either side; and I believe if one were to take all the cases, and they are many, of implied warranties or covenants in law, it will be found that in all of them the law is raising an implication from the presumed intention of the parties with the object of giving to the transaction such efficacy as both parties must have intended that at all events it should have, In business transactions such as this, what the law desires to effect by the implication is to give such business efficacy to the transaction as must have been intended at all events by both parties who are business‑men ; not to impose on one side all the perils of the transaction, or to emancipate one side from all the chances of failure, but to make each party promise in law as much, at all events, as it must have been in the contemplation of both parties that he should be responsible for in respect of those perils or chances ". Lord Esher M. R. said:‑ "What, then is the reasonable implication in such a contract? In my opinion, honest business could not be carried, on between such a person as the respondent and such people as the appellants, unless the latter had impliedly undertaken some duty towards the respondent with regard to the bottom of the river at this place. If that is so, what is the least onerous duty which can be implied ?" Lord Blackburn in delivering his judgment in the House of Lords in the case of Meckay v. Dick ((1881) 6 4 C 251) laid down:‑ "I think I may safely say, as a general rule, that whet‑a in a written contract it appears that both parties have agreed that something shall be done, which cannot effectually be done unless both concur in doing it, the construction of the contract is that each agrees to do all that is necessary to be done on his part for the carrying out of that thing, though there may be no express words to that effect." What is the part of each must depend on circumstances. In Jones v. Gibbons (91 R R 841) Pollock C. B. remarked: "But there is another maxim of law, viz., that every reasonable condition is also implied (in a contract)." The question, therefore, is whether, considering the nature, substance and foundation of the adventure which the contract in this case was intended to carry out, it can reasonably be said that, in the absence of any expression in the contract to the contrary, the parties must have intended that the dealer ship would not be terminated without notice. The business of petrol dealership which is considered to be quite lucrative in this country, or for the matter of that in any country, involves the expenditure of much energy and time and also considerable investment for starting, managing and maintaining it. A person taking the dealership has to make sure that he will get enough customers. In this particular case, the old dealer Abdul Latif, had been given notice that his dealership would be terminated because his sales were low; and the defendant was naturally prepared to give the dealership only to a person who was likely to push up the sales. The dealership had been given to the plaintiff' on the basis of a letter, or offer (Exh. P. 1), which contained an undertaking "that the sales at the pump will be approximately five thousand gallons per month." The plaintiff deposed that Exh. P. 1 is the draft that was prepared by Mr. Burney, the defendant's representative; and the latter has not denied it. This would show that the plaintiff had been given to understand that in order to retain the dealership he had to work hard and increase the sales. In any case the plaintiff could not find it profitable to keep the dealership‑and the defendant would not permit him to retain it‑unless he managed to obtain enough customers. That the plaintiff had set about his prospective dealership in right earnest is evident from the oral and documentary evidence produced by him showing that after the receipt of the appointment letter Exh. P. 10, lie started canvassing for customers. He deposited, as required by the defendant, a cash security of Rs. 1,000 and another amount of Rs. 2,437‑8‑0 as the price of the first instalment of one thousand gallons of petrol which he was going to purchase from the defendant. He must also have made arrangements to invest something like another eighteen to twenty thousand rupees in the business. If his aim was, as it undoubtedly must have been, to sell some thing like nine to ten thousand gallons of petrol every month, he would have earned a gross income of about Rs. 1,200 per month. The plaintiff being a businessman, all this would mean that in taking up this dealership, he had to curtail his business activities or adventures in other directions. These being the facts and circumstances relating to the adventure which the plaintiff had undertaken, can it be imagined even for a moment that the plaintiff, or anyone else, would have accepted the provisional dealership on the basis that it could be terminated abruptly at the defendant's sweet will or even after a month or two? I have not the slightest doubt that had this possibility been put to the plaintiff before he agreed to take up the dealership, he, as a sensible businessman, would have declined it without a second thought. The matter may be considered from another aspect. If the agreement was provisional against the plaintiff, it was equally so against the defendant. Would the defendant have agreed to the plaintiff taking over the dealership with a right to give it up without notice to the defendant? It is obvious that the defendant would have never agreed to this. It may have taken the defendant quite a long time to find another suitable dealer. In this particular case, the defendant had intimated Abdul Latif in November 1949 that his agency would be terminated and it was not until the 22nd of December 1949, that the defendant's representative was able to find a substitute in the plaintiff. Thus the defendant took nearly two months to find another dealer and another about a month and a half before the matter could be finally settled (vide Exh. P. 2 dated the 9th February 1950). I have, therefore, no doubt whatever that it could not have been in the contemplation of the defen dant either that the parties were free to abruptly terminate the agreement without any notice; and that, on the other hand, both of them must have, on account of the very nature of the business regarding which they were contracting, contemplated that the agreement between them could be terminated only after a fair and reasonable notice. The next question for determination is the length of the notice which call be considered to be reasonable the circumstances of this case. From the facts and circum stances stated in the preceding paragraphs it is obvious that a month's notice would be wholly inadequate to the nature acid exigencies of the transaction in question to Adams v. Union Cinemas Ltd. (1939 (3) All Eng. L R 136) the plaintiff worked as a controller of a chain of cinemas belonging to the defendant who terminated the former s employment upon one month's notice. The Court of appeal held that it was an implied term of the agreement between the parties that a reasonable notice to terminate it would be given by either party and that in view of the nature and importance of the plaintiff's employment six month's notice, as held by the trial Court, was reasonable. du Parcq L. J. in delivering his judgment observed. 'I have felt a little more doubt about the question of 6 months' notice, but, on reflection, it seems to me to be clear that there again the judge's decision, not only can be supported, but ought to be supported. It was a most important thing, from his (the plaintiff's) point of view, that he should not be dismissed without reasonable notice, and most important, equally, from the point of view of his employers, that they should not be suddenly left without a controller". Atkinson, J. said: " I was rather worried about the length of 6 months' notice. It seems to me that it might be thought that that was rather long notice for all engagement of rather a temporary character " but after considering the circumstances of the case concluded: " I am not prepared to differ from the view formed by the Judge who had the evidence before him ". After a careful consideration of all the circumstances, of this case. I am of the opinion that three months' notice c would be adequate to protect the minimum reasonable interests of both the parties. The plaintiff is thus entitled, by way of damages, to the amount which lie would have earned from the one thousand gallons of petrol which he had already purchased from the defendant and to that which he would have earned in three months after that transaction, As already stated, the plaintiff had, at the instance of the defendant's representative, undertaken to sell approximately five thousand gallons per month. He asserted, as his own witness, that he " would have sold eight to tell thousand gallons of petrol " and there is nothing on the record to rebut this claim. I think the sales of the plaintiff should be taken to be seven thousand gallons per month during the notice period, and therefore he is entitled to a sum calculated at the rate of two annas nor gallon oil twenty‑two thousand gallons in all which comes to Rs. 2,

750. The plaintiff is not entitled to any initial expenses like those for getting forms and receipts etc. printed, or compensation for his trouble, because all these must be considered to be fairly compensated by the estimated income which has been allowed to him. I would, therefore, modify the decree of the trial Court and decree the plaintiff's suit for Rs. 2,750, oil account of damages for dismissal without notice, and Rs. 3,43'‑8‑0, the amount deposited by him with the defendant, with propor tionate costs in this Court and the Court below. SHABIR AHMAD, J.‑--I agree. A. H. Decree modified.