N Civil Appeal No 748 of 1975
From the Judgment and Order dated 3121971 of the Allahabad High Court in Special Appeal No 289 of 1963
RK Maheshwari for the Appellant
Rachna Gupta NP and Mrs Rani Chhabra for the Re spondent
The Judgment of the Court was delivered by KN SAIKIA J
This appeal by special leave is from the Judgment and order dated 3121971 of the Allahabad High Court in Special Appeal No 289 of 1963 dismissing the appeal and consequently the writ petition
The appellant is a Pacca Arahatiya commission agent engaged in the sale and purchase of grains rice oil seeds and jaggery in the town of Chirgaon District Jhansi
On March 4 1933 the Government of UP published a Notification purported to have been issued under section 381 of the United Provinces Town Areas Act 1914 Act II of 1914 hereinafter referred to as the Town Areas Act  which read as under No 090XI 158 T
It is hereby notified that the Governor acting with his Ministers in exercise of the powers con ferred by section 381 of the United Provinces Town Areas Act 1914 II of 1914 is pleased to extend the provisions of section 2982Fd of the United Provinces Municipalities Act 19 16 to the Town Area of Chirgaon in the Jhansi District in the modified form set forth below Modified section of the United Provinces Munici palities Act 1916 II of 1916 section 2982Fd The Pan chayat may make bye laws for the establishment regulation and inspection of market and for the proper and cleanly Conduct of business therein
 Later by section 4 of the United Provinces Town Area Amendment Act 1934 UP Act II of 1934 the word Pan chayat  wherever 16 it occurred in the Principal Act was substituted by the word Committee 
It may be noted that the Town Area Panchayat was super seded for a period of one year with effect from 20101933 to 19101934 and was revived thereafter
The District Magistrate Jhansi promulgated a set of bye laws dated 18111934 for the establishment regulation and inspection of the market in the Town Area of Chirgaon and for the proper and cleanly conduct of business therein
Under Bye law 1 sellers and purchasers of the commodities mentioned thereunder were required to pay weighing dues
It said 1a Weighing dues shall be charged at the rate of 146 per cent eight 8 annas per cent from the sellers and twelve and a half annas per cent from the purchaser on the following articles which comes to the Town Area for sale Grains oil seeds oil cakes cotton vegetables for whole sale Dhania for wholesale and gur etc
b Weighing dues on Ghi shall be charged at the rate of 26two and half annas per maund half from the seller and half from the purchaser
In recovery of weighing dues fraction of a pie shall be omitted and more the figure adjusted to the nearest price
c The purchaser shall be responsible for the full amount of weighing dues
He shall deduct the seller s share from the price
d No weighing dues shall be charged on any article import ed by rail nor on rice salt gur and sugar imported from Jhansi and Moth by rail or road
e On refusal to pay the weighing dues it shall be recover able as arrears of tax on circumstances and property
 Since the appellant was a dealer in some of these commodities was served with a notice dated 2771962 de manding Rs 189226 as weighing dues for the period from 151962 to 3061962
17 The appellant challenged the aforesaid notice filing a writ petition on 1881962 in the Allahabad High Court being Civil Misc
Writ Petition No 2400 of 1962
A learned Single Judge by his order dated 2941963 dismissed the same taking the view that the demand made by the respondent was purely a measure of taxation
The appellant filed therefrom Special Appeal No 289 of 1963 which was dismissed by the impugned judgment and order
Before the High Court the appellant contended inter alia that the Bye laws were invalid as the Town Area Com mittee shortly the TAC  did not frame them that the TAC had no power to impose such tax that the UP Town Areas Amendment Act 1952 did not empower the TAC to levy and collect weighing dues that the weighing dues were discrimi natory because of the exemptions that the weighing  dues were not a tax but a fee which could not be charged without quid pro quo that there was double taxation and in the alternative that the weighing dues amounted to neither a fee nor a tax but an illegal extraction without the authori ty of law
All the arguments were rejected by the High Court
Before us Mr RK Maheshwari the learned counsel for the appellant submits inter alia that the Bye laws were invalid at the time when those were framed and could not have been validated by mere adoption by the TAC in 1935 that the weighing dues were merely in the nature of purchase tax and were illegal inasmuch as the TAC had no right or authority to levy the same when it had already been imposed by the State of Uttar Pradesh under section 1281xiv of the UP Municipalities Act that the TAC did not render any special service to the Arhatias  or farmers who came to the town to conduct their business nor did it incur any expend iture in this regard that the charging of weighing dues was discriminatory inasmuch as there were no weighing charges on some articles imported from Jhansi or Moth Tehsil by rail and on rice salt jaggery or sugar brought either by road or by rail that goods coming from villages situate between Chirgaon and Jhansi were not required to pay weighing dues while goods from other places in the State of UP were being subjected to the dues that similar tax had already been imposed by the State Legislature under the Provisions of the UP Sales tax Act under Entries 52 and 54 of List II and there was double taxation by the TAC that the goods arriving by car have been subjected to the weighing dues while goods arriving by rail from Jhansi and Moth were exempted that the levy of weighing dues by the Town Area Committee Chirgaon is arbitrary and discriminatory and is grossly violative of Article 14 of the Constitution 18 that the levy though called tax is actually a fee and is collected in the disguise of tax that double taxation in the form of sales tax by the State Government and weighing dues by the TAC is unjustified and it imposes unreasonable restriction on the rights guaranteed under Article 191g of the Constitution and that the High Court erred in dis missing the appeal and the writ petition
The learned counsel for the respondent refutes all the submissions of the appellant and supports the impugned judgment
The first question that needs examination is the validi ty of the Bye laws promulgated by the District Magistrate on 18111934 after the Notification published by the Govern ment of UP issued under section 381 of the Town Areas Act
That section as it stood at the relevant time empow ered the Provincial Government to extend by notification in the Gazette to all town areas or to any town area or to any part of a town area any enactment for the time being in force in any municipality in the United Provinces subject to such restrictions and modifications if any as it thought fit
By the instant Notification dated March 4 1933 the Provincial Government extended the Provisions of section 2982Fd of the United Provinces Municipalities Act 1916 hereinafter referred to as the Municipalities Act to the town area of Chirgaon in the Jhansi District in the modified form set forth in the Notification itself
The word Panchayat  was substituted by the word Committee  by section 4 of the United Provinces Town Areas Amendment Act
There could therefore be no doubt that the TAC could make the Bye laws
The question then is the nature and extent of the empo werment under the above Notification
The empowerment would naturally be what a Municipality could do under that provi sion namely section 2982Fd
Section 298 was includes in Chapter IX of the Municipalities Act and it dealt with rules regulations and bye laws
There could therefore be no doubt that the TAC was empowered to make bye laws for the establishment regulation and inspection of market and for the proper and cleanly conduct of business therein
 The Bye laws dated 18111934 were promulgated by the District Magistrate
The contention that the District Magis trate had no power to promulgate the Bye laws was rightly rejected by the learned courts below holding that the Dis trict Magistrate was at that time functioning as TAC as it then remained suspended and those were ratified on 911935 by the TAC after it was revived
19 Section 2982Fd as modified in the Notification did not ex facie authorise the imposition of any tax
The Munic ipalities Act Chapter V Sections 128 to 165 dealt with municipal taxation imposition and alteration of taxes
Chapter VII of that Act which included section 2982Fd did not deal with taxation
section 2982Fd dealt with markets slaughter houses sale of food etc
Clause d thereunder did not ex facie envisage imposition of any tax
The Town Areas Act Chapter III Sections 14 to 25 dealt with taxation and town fund
Under section 14 subject to any general rules or special orders of the Provincial Gov ernment in that behalf the taxes which a TAC could impose had been stated
It did not mention weighing dues as such
The Bye laws envisaged by section 2982Fd there fore could not ex facie be said to have empowered the TAC to impose a tax on the subject matter of that clause
It was contended before the High Court that the UP Town Areas Amendment Act 1952 UP Act 5 of 1953 cured the defects in the bye laws if any inasmuch as section 12 of that Amending Act added clause g to section 141 of the Town Areas Act in the following terms Any other tax being one of the taxes mentioned in subsec tion 1 of section 128 of the UP Municipalities Act 19 16
 Section 1281 of the Municipalities Act did not mention weighing dues as such
But Clause xiv of that section provided Any other tax which the State Legislature has power to impose in the State under the Constitution At the relevant time after the amendment of section 141g of the Town Areas Act the TAC was thus empowered to levy any other tax being one of the taxes mentioned in sub section 1 of section 128 of the UP Municipalities Act 1916
The High Court on the basis of the above provision concluded that the TAC became empowered to levy all those taxes which the State Government could levy under sub sec tion 1 of section 128 of the Municipalities Act and the TAC could impose any tax which the State legislature could impose under the Constitution
Further it was concluded that Entry 52 of list II empowered the State Government to impose tax on the entry of goods into local area for con sumption use 20 or sale therein and Entry 54 of list II empowered the State Government to impose a tax on the sale or purchase of goods and hence the TAC could impose tax on the entry of goods as well as on the sale or purchase of goods in view of the Entries 52 and 54 of list II
Referring to the Bye law No 1 the High Court concluded that this imposition was upon the entry of the mentioned articles into Town area for sale and it was clearly covered by entry 52 of list II of the 7th schedule and hence it could not be said that the TAC did not possess the requisite power to levy this tax
In other words the weighing dues were construed as entry tax and sale or purchase of goods tax combined
The High Court also held that the defect if any in this regard was cured by section 13 of the UP Town Areas Amendment Act 1952 as section 13 of that Act provided Notwithstanding anything contained in the principal Act 1 where any tax of the nature described in clause g of Sub section 1 of Section 14 of the Principal Act  by whatever name or description called has been imposed levied or assessed by any Town Area Committee prior to the com mencement of this Act the same shall be and is hereby declared to be good and valid in law as if this Act had been in force on all material dates and the tax had been imposed levied and assessed under and in accordance with the appro priate provision in that behalf Emphasis supplied by us The High Court concluded and we think rightly that the imposition of this tax weighing dues had been validated retrospectively as if the Amending Act had been in force even in 1934 when the bye laws were framed
The validity of the provision having not been challenged it cannot be held that the imposition of this tax was without authority of law if it could be brought within any of the taxation entries of List II of the Seventh Schedule of the Constitution
Howev er if the weighing dues did not amount to a tax but a fee then the question would be whether the TAC could levy such a fee
In fact one of the submissions of the appellant is that it was a fee and not a tax as claimed by the respondent
A fee is paid for performing a function
A fee is not ordinarily considered to be a tax
If the fee is merely to compensate an authority for services performed or as compen sation for the services rendered it 21 can hardly be called a tax
However if the object of the fee is to provide general revenue of the authority rather than to compensate it and the amount of the fee has no relation to the value of the services the fee will amount to a tax
In the words of Cooley A charge fixed by statute for the service to be performed by an officer where the
charge has no relation to the value of the services per formed and where the amount collected eventually finds its way into the treasury of the branch of the Government whose officer or officers collect the charge is not a fee but a tax
 Under the Indian Constitution the State Government s power to levy a tax is not identical with that of its power to levy a fee
While the powers to levy taxes is conferred on the State Legislatures by the various entries in list II in it there is Entry 66 relating to fees empowering the State Government to levy fees in respect of any of the matters in this List but not including fees taken in any Court
 The result is that each State Legislature has the power to levy fees which is co extensive with its powers to legislate with respect to substantive matters and it may levy a fee with reference to the services that would be rendered by the State under such law
The State may also delegate such a power to a local authority
When a levy or an imposition is questioned the Court has to inquire into its real nature inasmuch as though an imposition is labelled as a fee in reality it may not be a fee but a tax and vice versa
The question to be determined is whether the power to levy the tax or fee is conferred on that authority and if it falls beyond to declare it ultra rites
We have seen that a fee is a payment levied by an au thority in respect of services performed by it for the benefit of the payer while a tax is payable for the common benefits conferred by the authority on all tax payers
A fee is a payment made for some special benefit enjoyed by the payer and the payment is proportional to such benefit
Money raised by fee is appropriated for the performance of the service and does not merge in the general revenue
Where however the service is indistinguishable from the public services and forms part of the latter it is necessary to inquire what is the primary object of the levy and the essential purpose which it is intended to achieve
While there is no quid pro quo between a tax payer and the author ity in case of a tax there is a necessary co relation between fee collected and the service intended to be ren dered
Of course the quid pro quo need not be understood in mathematical equivalence but only in a fair correspondence between the two
A broad co relationship is all that is necessary
22 Where it appears that under the guise of levying a fee the authority is attempting to impose a tax the Court has to scrutinise the scheme to find out whether there is a real co relation between the services and the levy whether it is so co extensive as to be a pretence of a fee but in reality a tax and whether a substantial portion of the fee collect ed is spent in rendering the service
In the instant case replying to paragraph 9 of the writ petition in paragraph 6 to 9 of the Counter Affidavit in the High Court the TAC stated that it used to realise the amount of weighing dues as tax and not as a fee and that no ques tion of quid pro quo was involved in the matter
Most of the carts of the cultivators who brought their produce were parked in the cart park which was on the land of the TAC and it maintained sanitary staff in order to keep the place clean as bullocks and carts made the place dirty
Arrange ment for lighting the patromax lamps and for keeping the place clean was made by the TAC
To ensure correct weighment and to prevent cheating and defrauding bakshis and peons of TAC were deputed to supervise the daily weighing of the goods and the TAC maintained standard weights and measures in case of any dispute which were to be settled
The weights of persons were also checked and verified by the TAC and its seal was affixed to those weights in order to prevent cheat ing
In paragraph 12 it was stated that TAC employed about 40 sweepers out of which about half were especially deputed for keeping the places where the sale transactions took place clean
One bakshi one jamadar and one peon were also deputed to supervise the selling in order to see that the bye laws in respect of weighment were carried out and that there was no cheating
Thus the TAC justified the charging of weighing dues but conceded that the same was a tax as there was no quid pro quo
The respondent having thus conceded that there was no quid pro quo we have to hold as also was rightly held by the High Court that the weighing dues constituted a tax and not a fee
We do not find any merit in the appellant s submission that there was double taxation in this case
The expression double taxation is often used in different senses namely in its strict legal sense of direct double taxation and in its popular sense of indirect double taxation
Double taxa tion in the strict legal sense means taxing the same proper ty or subject matter twice for the same purpose for the same period and in the same territory
To constitute double taxation the two or more taxes must have been 1 levied on the same property or subject matter 2 by the same Govern ment or authority 3 during 23 the same taxing period and 4 for the same purpose
There is no double taxation strictly speaking says Cooley where a the taxes are imposed by different States b one of the impositions is not a tax c one tax is against property and the other is not a property tax or d the double taxation is indirect rather than direct
 In the instant case there cannot be said to be double taxation as there is no such taxation imposed by the TAC for the same period on the same goods at the same time and for the same purpose
Where more than one legislative authority such as the State Legislature and a local or municipal body possess the power to levy a tax there is nothing in the Constitution to prevent the same person or property being subject to both the State and municipal taxation or the same legislature exercising its power twice for different purposes
In Avind er Singh vs State of Punjab   the State of Punjab in April 1977 required the various municipal bodies in the State to impose tax on the sale of India made foreign liquor  Rs 1 per bottle wef 2051977
The municipal authorities having failed to take action pursuant to the directive the State of Punjab directly issued a Notification under section 905 of the Punjab Municipal Corporation Act 1976 and similar provision of the Municipal Act 1911
The petitioner challenged the Constitutional validity of the said statutes and the levy on the inter alia ground of double taxation
Krishna Iyer J speaking for the Court held There is nothing in Article 265 of the Constitution from which one can spin out the Constitutional vice called double taxation
Bad  economics may be good law and vice versa
Dealing with a somewhat similar argument the Bombay High Court gave short shrift to it in Western India Theatres AIR 1954 Bom 261
Some undeserving contentions die hard rather survive after death
The only epitaph we may inscribe is Rest in peace and don t be re born
If on the same sub ject matter the legislature chooses to levy tax twice over there is no inherent invalidity in the fiscal adventure save where other prohibitions exist
 We do not find materials in this case to allow the contention to be re born
The submis sion is accordingly rejected
The contention that the tax is discriminatory in view of the exemptions granted to some of the products and to those that enter the TAC by rail or motor transport is equally untenable
It is for the legislature or the taxing authority to determine the question of need the policy and to select the goods or services for taxation
The courts cannot review these decisions
In paragraph 16 of the counter affidavit 24 the TAC tried to explain the reason of not taxing salt sugar and rice stating that they were not local produce but were imported from distant places and that the tax was levied only on the local produce which came from the neigh bouring places
Courts cannot review the wisdom or advisa bility or expediency of a tax as the court has no concern with the policy of legislation so long they are not incon sistent with the provisions of the Constitution
It is only where there is abuse of its powers and transgression of the legislative function in levying a tax it may be corrected by the judiciary and not otherwise
Taxes may be and often are oppressive unjust and even unnecessary but this can constitute no reason for judicial interference
When taxes are levied on certain articles or services and not on others it cannot be said to be discriminatory
Cooley observes Every tax must discriminate and only the authority that imposes it can determine how and in what directions The TAC having decided to impose weighing dues on the goods mentioned in the Bye Laws it is not for the court to ques tion it on the ground that some similar commodities or commodities arriving by rail or road were not subjected to the tax
The tax having not been found to have been discriminato ry or otherwise illegal we do not find any force in the submission that it imposed any unreasonable restriction on the appellants  rights guaranteed under Article 191g of the Constitution of India
In the result we find no merit in this appeal and it is accordingly dismissed
Considering the facts and circum stances of the case we however make no order as to costs
Interim orders if any stand vacated
Y Lal Appeal dismissed


Summary:
The first respondent Ms Shanmughavilas Cashew Indus tries shipped 4445 bags of raw cashewnuts from East Africa to Cochin in the vessel Steliosm chartered by the appellant Ms British India Steam Navigation Co Ltd incorporated in England pursuant to a contract of affreightment evidenced by three bills of lading
But only 3712 bags were delivered at Cochin there being thus short landing of 733 bags
The first respondent sued the appellant in the Court of the Subordinate Judge Cochin seeking damages
The Subordi nate Judge decreed the suit with interest
The appellant s appeal to the High Court failed
In the courts below the main contentions of the appel lant were that it was a mere charterer of the vessel that there was a charterpar executed between the first respond ent and the agent of the owner in London that as per clause 3 of the bill of lading the Court at Cochin had no jurisdic tion and only English Courts had jurisdiction and that as per the charterparty and clause 4 of the bill of lading the remedy of the first respondent if any was against the  owner who alone was liable and not against the appellant charterer of the vessel
The first respondent had denied that the appellant was only a charterer and not liable for the shortage
It had also denied that only English Courts had jurisdiction in the matter
885 Before this Court on behalf of the appellant it was submitted that the appellant was an English company regis tered in England carrying on business in England and it did not carry on any business in India as the carrier under clause 3 of the bill of lading only the appellant had an option either to sue or be sued in England or in Cochin which was a port of destination but the shipper had no option to sue at Cochin in its written statement it was clearly stated that it had appeared under protest and with out prejudice to the contention regarding jurisdiction which contention it had also pressed at the time of the argument and therefore it could not be said to have submitted to the jurisdiction of Cochin court as it never made any sub mission or raised any objection as to the fact of short landing and that the High Court has held clause 3 of the bill of lading to be bad on two erroneous grounds namely that it offends section 28 of the Contract Act and that it gives an unfair advantage to the carrier which advantage is not given to the consignee
Allowing the appeal and remanding the case to the trial Court it was HELD 1 A bill of lading is the symbol of the goods and the right to possess these passes to the transferee of the bill of lading and the right to sue passes with it 893C Sewell vs Burdick 1884 10 App
Cases 74 85 104 re ferred to
2 A bill of lading is intended to provide for the rights and liabilities of the parties arising out of the contract of affreightment
If a consignee claims the goods under a bill of lading he is bound by its terms
904C 3 The property in the cargo passes to the consignee or the endorsee of the bill of lading but the contract whereun der the consignment or endorsement is made has always to be taken into consideration
Thus the consignee or endorsee gets only such rights as its consignor or endorser had in respect of the goods mentioned in the bill of lading
904C D 4 The jurisdiction of the Court may be decided upon the parties themselves on the basis of various connecting factors and the parties should be bound by the jurisdiction clause to which they have agreed unless there is some strong reason to the contrary
897B 899F 5 The first respondent is the consignee and holder of the bills of 886 lading and ex facie should be bound by clause 3 thereof in regard to jurisdiction
1892A 6 If clause 3 of the bills of lading is held to be binding on the first respondent the choice of law by the parties would also be binding
892C 7 In the event of the English Court alone having the jurisdic ion the application of Indian statutes and the jurisdiction of the Indian court would be to that extent inapplicable
892D 8 There may however be submission to the jurisdic tion of an Indian Court by litigating in India
896E Sirdar Gurdyal Singh vs Rajah of Faridkote 684 referred to
9 The question of jurisdiction in this case ought not to have been determined by the High Court on the basis of the provisions of section 28 of the Indian Contract Act in the absence of a specific provision making it applicable to transactions in international trade
895F 10 Where the negotiation of a bill of lading is by the person who had a right to sue on it mere possession of it does not enable the holder to sue any person who was not liable under it and not to sue another who was liable under it to make good the claim
He cannot also sue at a place not intended by the parties when intention has been ex pressed
893E F 11 Although a defendant who appears and contests the case on its merits will be held to have submitted to the juris diction an appearance merely to protest that the court does not have jurisdiction will not constitute submission even if the defendant also seeks stay of proceedings pending the outcome of proceedings abroad
896F G Williams  Glyn s Bank PLC vs Astro Dinamico Compania Navi era SA  Anr
The Weekly Law Reports Vol
1 1984 438 and Rein vs Stain  referred to
12 In the instant case in the Memo
of appeal before the lower appellate court no specific ground as to jurisdic tion was taken though there were grounds on non maintain ability of the suit
Even in the Special Leave Petition before this Court no ground of lack of jurisdiction of the courts below has been taken
The appellant has therefore to be 887 held to have either waived the objection as to jurisdiction or to have submitted to the jurisdiction in the facts and circumstances of the case
The defence that the suit was not maintainable in the absence of the owner of the ship could in a sense be said to have been on the merits of the case
899B C 13 Clause 3 of the bills of lading also contains the selection of law made by the parties
The contract is gov erned by English law and disputes are to be determined according to English Law
8991 14 As the law has been chosen the proper law will be the domestic law of England and the proper law must be the law at the time when the contract is made throughout the life of the contract and there cannot be a floating proper law
900D Gienar vs Meyer 1796 2 Hy BI 603 Rex vs Internation al Trustee for the Protection of Bondholders AG 1937 AG 500 529 Vita Food Products Inc vs Unus Shipping Co Ltd 289 90 James Miller  Partners Ltd vs Whirworth Street Estates Manchester Ltd 603 Mackendar vs Feldia AG  Com pagnie d Armement Maritime SA vs Compagnie Tunisienne de Navigation SA and Acrow Automation Ltd vs Rex Chainbelt Inc 1971 3 All ER 1175 referred to
15 The bill of lading is not the contract of af freightment for that has been made before the bill of lading was signed and delivered but it evidences the terms of that contract
901B 16 If certain clauses of the charterparty are referred to in the bill of lading those should be referred to in specific terms so as to bind the shipper and the consignee
A general reference may not be sufficient under all circum stances
902E TW Thomas  Co Ltd vs Portsea Steamship Co Ltd  Vita Food Products Incorporated vs Unus Ship ping Co Ltd and Rex
vs International Trustee for the Protection of Bondholders  referred to
17 For the purpose of ascertaining the responsibility of a charterer in respect of the cargo shipped and landed it would be necessary to know not only the stipulations between the shipper ie the owner of the cargo and the charterer evidenced by the bill of lading but 888 also those between the charterer and the owner of the ship
If the charter is by way of demise the problem would be simple inasmuch as the bill of lading will be purely between the shipper and the charterer
In cases of a voyage char ter  or a time charter  one has to find out the actual terms of the charter to ascertain whether they operated as charter by demise or made the charterer only as an agent of the ship owner and if so to what extent so as to ascertain the extent of privity established between the shipper and the ship owner as stipulated in the bill of lading
905G H 906A 18 Whether a charterparty operates as a demise or not depends on the stipulations of the charterparty
The princi pal test is whether the master is the employee of the owner or of the charterer
906G 19 It cannot be said that the bill of lading is not conclusive evidence of its terms and the person executing it is not necessarily bound by all its stipulations unless he repudiates them on the ground that as he did not know and could not reasonably be expected to know of their exist ence his assent to them is not to be inferred from his acceptance of the bill of lading without objection
907D 20 Where there is a charterparty the bill of lading is prima facie as between the ship owner and an indorsee the contract on which the goods are carried
This is so when the indorsee is ignorant of the terms of the charterparty and may be so even if he knows of them
As between the ship owner and the charterer the bill of lading may in some cases have the effect of modifying the contract as contained in the charterparty although in general the charterparty will prevail and the bill of lading will operate solely as an acknowledgement of receipt
907E F