If taken literally, it would mean that after the defendant had given instructions for delivery and the plaintiff had tendered delivery in accordance therewith, or even after delivery had actually been made, the defendant could refuse to accept and when sued for the price give notice of cancellation of the contract. ), Edward E. Hoenig and William M. Sullivan for respondent. But the seller in order to enjoy this protection had to establish that the buyer had "ceased to pay his debts in the ordinary course of business or cannot pay his debts as they mature" (§76(3)). The defendant insists, however, that it lacks the elements of a contract. For the protection of the seller under the U.C.C., consult §§2-702, 1-201(23), 1-208, 2-609. 3 (1995), 775-814. The words "cancellation may be effected at any time" imply affirmative action, namely, the giving of notice of intent to cancel. A question is often raised as to whether the scope of discretion is so wide as to render the contract void for want of mutuality. There is also to be implied a promise to give delivery instructions; nothing in the language of the contracts indicates that performance by the plaintiff was to be conditional upon the exercise of the defendant's discretion in giving such instructions. Damages based on an increase in the market price over the contract price are demanded. Hillman, Robert A., ""Instinct with an Obligation" and the "Normative Ambiguity of Rhetorical Power"" (1995). Delivery to start immediately." But the seller in order to enjoy this protection had to establish that the buyer had "ceased to pay his debts in the ordinary course of business or cannot pay his debts as they mature" (§76(3)). This is corroborated by the express provision that the rock was "to be delivered to the project as required. She placed her indorsement on fabrics, dresses and millinery without his knowledge, and withheld the profits. The final sentence of the letter is as follows: "You have the option to cancel the above order before shipment." 882. The count charges that appellee did not attempt to secure such a lease, and if he, without good reason did not, it amounts to a failure on his part to perform [385] the obligations of the contract. Tobacco Co., 73 Hun, 87; Pollock v. Shubert, 146 App. . The plaintiff says that he kept the contract on his part, and that the defendant broke it. 507). The motion was denied. Without an implied promise, the transaction cannot have such business "efficacy, as both parties must have intended that at all events it should have." The stipulation under consideration, by its express terms, made the closing of appellee's deal with the bank a prerequisite to the existence of any obligation on the part of appellee to perform his contract with appellant. 728; W. G. Taylor Co. v. Bannerman, supra; Mueller v. Bethesda Mineral Spring Co., supra; Baker Transfer Co. v. Merchants R. & I. Mfg. 88OTIS F. WOOD, Appellant,v.LUCY, LADY DUFF-GORDON, Respondent.Appellate Division of the Supreme Court of the State of New York, First DepartmentÂ. The defendant's acceptance appears to be unconditional, and the objection is that the plaintiff in making his proposal reserved the right to cancel it at will. 15; First Presbyterian Church v. Cooper, 112 N. Y. Many other terms of the agreement point the same way. Co.,of 65 Essex Boston, Mass. For the protection of the seller under the U.C.C., consult §§2-702, 1-201(23), 1-208, 2-609. B. The order of the Appellate Division should be affirmed, for under the [90] contract the appellant assumes no obligation and there is no provision therein enforceable as against him. It helps to enforce the conclusion that the plaintiff had some duties. Only on such an interpretation is the United States justified in expecting the plaintiff to prepare for performance and to remain ready and willing to deliver. ISAAC K. LEVY, of Murphysboro, and LOYD M. BRADLEY, of Carbondale, for appellee. The defendant gave an exclusive privilege. No time of shipment is specified otherwise than by the words "to be shipped within three months." 179, 209 (1921); 1 Corbin §§162, 163 (1963); Corbin, The Effect of Options on Consideration, 34 Yale L.J. Ship by Fall River Delivery about Jan. 15 Terms Net 60 Salesman Henry Sturz. Danger invites rescue. Philo C. Calhoun, of Bridgeport, for appellee. Since the contract was not terminable at will, the sale after the defendant breached the contract by its failure to refer can hardly be considered a termination. 2d 423, 122 N.E.2d 603 (1954). Contracts, § 79. On January 27, the defendant's vice-president Urquhart approached Braxton with a view to enlisting his services in finding a buyer. It helps to enforce the conclusion that the plaintiff had some duties. Since the United States is the defendant the question is whether it made any promise that has been broken. . 424; W. G. Taylor Co. v. Bannerman, 120 Wis. 189; Mueller v. Bethesda Mineral Spring Co., 88 Mich. 390). JOHN M. REID, Judge, presiding. Manufacturers of dresses, millinery and like articles are glad to pay for a certificate of her approval. APPEAL from a judgment entered April 24, 1917 upon an order of the Appellate Division of the Supreme Court in the first judicial department, which reversed an order of Special Term denying a motion by defendant for judgment in her favor upon the pleadings and granted said motion. But the terms of the defendant's compensation are even more significant. 3.12 “Instinct with an Obligation” Original Creator: Kessler, Gilmore & Kronman Current Version: rauvinj Show/Hide EDIT PLAYLIST INFORMATION DELETE PLAYLIST Beyond question the plaintiff made a promise to deliver rock at a stated price; and if the United States were suing for its breach the question would be whether the "acceptance" by the United States operated as a sufficient consideration to make the plaintiff's promise binding. Even so, the bidder is taking a great risk and the United States has an advantage. The pending deal between appellee and the bank had no direct connection with the contract between the parties hereto. Hence the seller had a right to ship at any time within the three months, and a shipment made before receiving notice of cancellation would put an end to the buyer's option. Co., 1 App. Defendant demurred to the complaint on the following grounds: (1) Because it appears from said instrument Exhibit A that the same was of the nature of an option, and that said option was without consideration, and was therefore void and of no effect. [203 F.2d 706] Lundgren, Lincoln, Peterson & McDaniel, New York City, for plaintiffs-appellees-cross-appellants; Walter C. Lundgren and J. Kevin Murphy, New York City, of counsel. . Co., 174 App. SWAN, Circuit Judge. They were initially among the assets which were the subject of the exclusive arrangement between the defendant and the plaintiff. Appeal from Superior Court, Fairfield County; William M. Maltbie, Judge. Co., supra, and cases cited. The parties to a contract may agree that it shall not become effective or binding until or unless some specified condition is performed or occurs, in which case there is no binding contract until such condition has been complied with. Zimmerman, v. Willard, 114 Ill. 364. . 395; Marie v. Garrison, 43 N. Y. H. O. Carlton et al., Trading as The American Laundry of West Frankfort, Appellants, 1 3.12.1.1 “Instinct with an Obligation” Introduction, 2 3.12.2.1 Wood v. Lucy, Lady Duff-Gordon, 3 3.12.2.2 Notes - Wood v. Lucy, Lady Duff-Gordon. It is certain that the United States intended to bind the bidder to a "contract," and that the bidder thought that the "acceptance" of his bid made a "contract." The motion was denied. The defendant further argues that a reasonable time had elapsed without a sale being made by the plaintiff and that it had ample grounds for dissatisfaction. Instinct is the latest solution from Garmin… Understandably, therefore, sellers have tried to better their position with the help of contractual provisions. Error and cause remanded. It was found that the parties agreed that "in the event of 'unusual circumstances' attending the sale he plaintiff would discuss an adjustment of the fixed commission." [91] We think, however, that such a promise is fairly to be implied. No. While the phrase "at any time" should be liberally construed, it means much less than "forever." The judgment of the Appellate Division should be reversed, and the order of the Special Term affirmed, with costs in the Appellate Division and in this court. Allegheny Valley Brick Co. v. C. W. Raymond Co., 2 Cir., 219 F. 477, 480; Frankfurt-Barnett v. William Prym Co., 2 Cir., 237 F. 21, 25. We have seen how this obligation has crept into precontractual negotiations, and we have also encountered it in our discussion of requirements and brokerage contracts as well as franchise agreements. Since the deal between appellee and the bank was never closed, the contract between appellant and appellee never became effective and was wholly insufficient to support an action for damages. 393; 190 N. Y. 324, 114 C. C. A. improvident, but it was not void for want of consideration. For a discussion of the Worth Street Rules which govern the grey goods trade see L. Fuller & M. Eisenberg, Basic Contract Law 192-193, 770-771 (1972). The authenticity of said indorsement was not questioned. The seller's right of shipment accrued at the moment the contract was formed, and as he might have shipped at the same time that he accepted, there was one clear opportunity to enforce the entire contract, which the buyer could not have prevented or nullified by any attempted exercise of his option. (Elliott on Cont. The admitted facts and evidence show that the plaintiffs delivered to the defendant on August 20, 1918, the five sets of samples called for by the order,and that it was paid therefor by the defendant in September, 1918. The action was commenced in the District Court, federal jurisdiction resting on 28 U.S.C.A. Type: Article. This constituted consideration for the plaintiff's promise to deliver in accordance with delivery instructions, and made the agreement a valid contract. The defendant itself so construed the clause by giving notice of cancellation on July 11, 1939, as alleged in its answer. The alternative of giving notice was not difficult of performance, but it was a sufficient consideration to support the contract. It might be said at the outset that the objection begs the entire question, for it is not clear that the "above order" as originally made contains any reservation at all, but as the case has been briefed and argued on the assumption that the buyer's privilege of cancellation at any time before shipment is one of the terms of the contract, we proceed to treat it as such, and to inquire whether on that understanding an enforceable contract, ever came into existence; that is whether the seller ever had any right, the exercise of which the buyer could not prevent or nullify, to compel the buyer to take the [118 A. Reliance is placed primarily on the Restatement of Agency, § 449(c). 118 A. In the Superior Court the action was tried before Morton, J. A promise may be lacking, and yet the whole writing may be "instinct with an obligation," imperfectly expressed (SCOTT, J., in McCall Co. v. Wright, 133 App. Present: RUGG, C. J., BRALEY, PIERCE, CARROLL, & JENNET, JJ. 118 A. 642; Jacquin v. Boutard, 89 Hun, 437; 157 N. Y. Div. December 16, 2020. The plaintiff has appealed. Decided April 15, 1953. 620. 629; Arnot v. P. & E. Coal Co., 68 N. Y. G. L. c. 231, § 122. Div. Rehm Zeiher Co. v. Walker, 156 Ky. 6, 160 S. W. 777, 49 L. R. A. 425, 427. Suit by Otto Reinert against W. P. Lawson for defendant's alleged breach of a contract to purchase a gin plant. Given this background, the clause in the principal case, however poorly phrased, might well have been given the interpretation advanced by the seller (1 Corbin §146 n.49 (1963)). If that is so, the demurrer must be sustained. . Rep. 628; Cook v. Cosier, 87 App. The plaintiff's brief indicates that a counter proposal for arbitration of the controversy was rejected by the defendant. It takes a broader view to-day. Instinct Formations therefore meets the need by offering internship and conference services. The judgment of the Appellate Division should be reversed, and the order of the Special Term affirmed, with costs in the Appellate Division and in this court. Div. If so, there was a promise for a promise and the contract is valid in law, for the question before us is not whether the contract is mutual in the sense in which that adjective is used" to influence the discretion of a court of equity in decreeing specific performance, but whether the seller's promise to sell was with or without a consideration sufficient in law to support it. Manufacturing Co. 13 3.12.7.2 Notes - Bernstein v. W. B. Instinct definition, an inborn pattern of activity or tendency to action common to a given biological species. Giving to the clause a fair construction, we think the right of "determination" was intended to embrace the "order" as well as "the limit of credit.". 189; City of New York v. Poali, 202 N. Y. On May 17 Braxton had sent an offer from still another prospect. [89] John Jerome Rooney for appellant. 507). Damages?U.C.C. Before SWAN, CHASE, and FRANK, Circuit Judges. She says that the plaintiff does not bind himself to anything. [590] “This order is given and accepted subject to a limit of credit and determination at any time by us. [N. S.] 654; Devonald v. Rosser & Sons, 1906, 2 K. B. David R. Lessler, of Bridgeport, Conn., for appellant. Bernstein v. W. B. Manuf. The action was commenced in the District Court, federal jurisdiction resting on 28 U.S.C.A. Schweickhardt v. Chessen, 329 Ill. 637; Robinson v. Yetter, 238 Ill. 320. When paired with a compatible smartphone, Instinct also provides smart notifications such as email, texts, and alerts to a user’s wrist so they can stay connected both during and outside of game play. for furnishing supplies . On May 12 the defendant closed the sale of the Holtzer-Cabot plant and inventory to Redmond Company without Braxton's knowledge or intervention; the contract was executed on May 28. Through the Treasury Department, acting by its State Procurement Office in Connecticut, the United States invited bids on trap rock needed for the Mollison Airport, Bridgeport, Conn. within the time specified . 150 F.2d 642SYLVAN CREST SAND & GRAVEL CO.v.UNITED STATES.No. improvident, but it was not void for want of consideration. Reversed and remanded with directions. (N. S.) 694, cited on the defendant's brief, and American Agricultural Chemical Co. v. Kennedy, 103 Va. 171, 48 S. E. 868, cited in the note to 13 C. J. 647; Curtiss v. Livingston, 36 Minn. 380, 31 N. W. 357; California Packing Corp. v. Kelly Storage & Distributing Co., 228 N. Y. 581, 206 N.Y.S. There is also to be implied a promise to give delivery instructions; nothing in the language of the contracts indicates that performance by the plaintiff was to be conditional upon the exercise of the defendant's discretion in giving such instructions. That the plaintiff frequently demanded delivery of the goods, but defendant has refused to ship the same, though more than three months has elapsed. [91] We think, however, that such a promise is fairly to be implied. The contracts in suit were introduced as exhibits at the hearing on the motion. No one can read the document as a whole without concluding that the parties intended a contract to result from the Bid and the Government's Acceptance. "To agree to do something and reserve the right to cancel the agreement at will is no agreement at all." That the plaintiff frequently demanded delivery of the goods, but defendant has refused to ship the same, though more than three months has elapsed. Div. 635. (BOWEN, L. J., in The Moorcock, 14 P. D. 64, [92] 68). See Gaillard Realty Co. v. Rogers Wire Works, Inc., 1st Dep't., 215 App.Div. We are told at the outset by way of recital that: "The said Otis F. Wood possesses a business organization adapted to the placing of such indorsements as the said Lucy, Lady Duff-Gordon has approved. In return, she was to have one-half of "all profits and revenues" derived from any contracts he might make. Opinion filed May 8, 1936. Before AUGUSTUS N. HAND, CHASE and CLARK, Circuit Judges. Instinct stars Alan Cumming as a former CIA operative, author and university professor turned NYPD consultant Dylan Reinhart, who, after being put on leave by the NYPD, is reinstated in time to join his partner on their newest case. Co., supra; Jacquin v. Boutard, 89 Hun, 437; 157 N. Y. Moreover, if there was any ambiguity in the agreement, consideration of the parties' own conduct in construing it as entitling plaintiff to his commission (although defendant asserted that the rate must be reduced because of "unusual circumstances") would lead to the same result. He was to have the exclusive right, subject always to her approval, to place her indorsements on the designs of others. CONTRACT for breach of an alleged contract to purchase boys' wash suits from the plaintiffs doing business under the name and style, the Gotham Novelty Co. Div. Div. the Government may by written notice terminate the right of the contractor to proceed with deliveries. . Surely it would not have been understood thus: "We accept your offer and bind you to your promise to deliver, but we do not promise either to take the rock or pay the price." Instinct with an Obligation and the Normative Ambiguity of Rhetorical Power. We have seen how this obligation has crept into precontractual negotiations, and we have also encountered it in our discussion of requirements and brokerage contracts as well as franchise agreements. No such purpose should be attributed to the government. Instinct stars Alan Cumming as a former CIA operative, author and university professor turned NYPD consultant Dylan Reinhart, who, after being put on leave by the NYPD, is reinstated in time to join his partner on their newest case. Div. CHICAGO, Dec. 16, 2020 — Koi Computers, one of the leading turnkey HPC server and cluster providers, just announced technology integrated with AMD’s newest AMD Instinct MI100 accelerator. In return defendant promised that plaintiff was to handle the sale on an exclusive basis and that all leads would be referred to him. Whether it is so improvident that an equitable defense on that ground ought to prevail is a question of fact which cannot be raised by demurrer. If that is so, there is a contract. Where the option is completely unrestricted some courts say that the party having the option has promised nothing and the contract is void for lack of mutuality. A compromise commission was rejected by the plaintiff. Before SWAN, CHASE, and FRANK, Circuit Judges. Hence the agreement obligated the defendant to give delivery instructions or notice of cancellation within a reasonable time after the date of its "acceptance." If that is so, there is a contract. 14; Chicago & G. E. R. Co. v. Dane, 43 N. Y. As we have construed the agreement the United States promised by implication to take and pay for the trap rock or give notice of cancellation within a reasonable time. §2-309. The defendant itself so construed the clause by giving notice of cancellation on July 11, 1939, as alleged in its answer. A reasonable interpretation of the language used gives effect to their mutual intention. Assuming that the contract does not contain an express covenant and agreement on the part of the plaintiff to use his best endeavors and efforts to place indorsements, make sales or grant licenses to manufacture, nevertheless such a covenant must necessarily be implied from the terms of the contract itself and all the circumstances. Plaintiff appeals. This article arises from a symposium sponsored by Pace University School of Law celebrating the ninetieth anniversary of the famous decision of Wood v. Lucy, Lady Duff-Gordon, 118 N.E. Giving to the clause a fair construction, we think the right of "determination" was intended to embrace the "order" as well as "the limit of credit.". They were not bound to fill the balance of the order unless they chose to do so, and the defendant gained thereby no additional contractual right against the plaintiffs. The accelerator is the world’s fastest HPC GPU. instinct (countable and uncountable, plural instincts) 1. (Booth v. Cleveland Mill Co., 74 N. Y. 152, 45 A.L.R. As we have construed the agreement the United States promised by implication to take and pay for the trap rock or give notice of cancellation within a reasonable time. The evidence also shows that the plaintiffs on December 15, 1918, shipped to the defendant seventy-two dozen wash suits; that they were delivered in the shipping room of the defendant; that the defendant "opened them up" and immediately notified the plaintiffs that it would not accept the goods. Robert P. Butler, U. S. 4, 1922. . 5 Page on Contracts, p. 4516 et seq., §§ 2576 and 2577; 12 Tex.Jur. CARDOZO, J. The following stipulation was indorsed on said contract: "This contract is signed with the understanding that said W. P. Lawson and wife are not obligated hereunder in the event the deal between them and the Hamilton National Bank is not closed." See United States v. Purcell Envelope Co., 249 U.S. 313, 318, 39 S.Ct. The count failed to allege this necessary element, hence was obnoxious to the demurrer. 576. The law has outgrown its primitive stage of formalism when the precise word was the sovereign talisman, and every slip was fatal. 174 doz. 15; Wells v. Alexandre, 130 N. Y. Corbin, The Effect of Options on Consideration, 34 Yale L.J. Created by Michael Rauch. For this conclusion, the authorities are ample (Wilson v. Mechanical Orguinette Co., 170 N. Y. Assuming that the contract does not contain an express covenant and agreement on the part of the plaintiff to use his best endeavors and efforts to place indorsements, make sales or grant licenses to manufacture, nevertheless such a covenant must necessarily be implied from the terms of the contract itself and all the circumstances. We find no obligation on the defendant's part to include these assets in the sale, and hence the failure to refer caused the plaintiff no loss. Appellant pleaded special damages alleged to have been sustained by him on account of appellee's failure to comply with his contract to convey said gin plant to him, and asked for judgment therefor and also for judgment for said liquidated damages. Co., 94 App. Div. Appellee demurred to the additional counts and the court held with him. §2-309. 393; 190 N. Y. Co., supra; Jacquin v. Boutard, 89 Hun, 437; 157 N. Y. [N. S.] 654; Devonald v. Rosser & Sons, 1906, 2 K. B. 1 3.12.1.1 “Instinct with an Obligation” Introduction 1 We have discussed the obligation of good faith on several occasions thus far. Atty., of Hartford, Conn. (Milton Nahum, Asst. No such purpose should be attributed to the government. . This is an action to recover damages for the alleged breach of a contract, which the plaintiffs claim resulted from an order that the defendant admits it placed with the plaintiffs for the delivery of certain goods. . Waco.January 27, 1938. 393; 190 N. Y. Ellis v. Dodge Bros. (D. C.) 237 Fed. [144] The answer alleges that certain deliveries were made, all of which were duly paid for by the United States, and the reply admitted this. On July 25, 1928, appellants brought suit in the circuit court of Jackson county to recover from Appellee [382] damages claimed to be resultant from a failure of the latter to perform a contract entered into between said parties for the sale of a laundry business in the city of West Frankfort. It is true, of course, as the Appellate Division has said, that if he was under no duty to try to market designs or to place certificates of indorsement, his promise to account for profits or take out copyrights would be valueless. 49, 126 N. E. 269; Western Travelers' Accident Ass’n v. Munson, 73 Neb. Div. Cardozo wrote of the arrangement that "[a] promise may be lacking, and yet the whole writing may be 'instinct with an obligation,' imperfectly expressed." Such contention is based on the theory that the stipulation indorsed on the contract as above recited was ineffective if appellee could have closed his deal with the bank and did not do so. We cannot ascribe to the parties, as evidenced by the language of the contract, such an intent; on the contrary, it is our conclusion that they purposed that appellee should, in good faith, attempt to secure from the landlord a lease which was satisfactory to him, and failing in the endeavor, should be excused from the performance of his contract. Judgment of dismissal upon plaintiff's declining to amend after the court sustained defendant's general demurrer, and plaintiff appeals. Instinct’s bold black and red colors, high-contrast display and rugged design bring to life a non-traditional smartwatch. The implication of a promise here finds support in many circumstances. 491.). 796 (1920)). What remedies are at her disposal? Demurrer sustained, and on plaintiff's refusal to plead further judgment entered for defendant. On April 21 the latter was told by Urquhart that an offer of $1,000,000 had been made for the plant and inventory by this prospect and that this offer was the subject of pending negotiations. 728; W. G. Taylor Co. v. Bannerman, supra; Mueller v. Bethesda Mineral Spring Co., supra; Baker Transfer Co. v. Merchants R. & I. Mfg. Writ dated March 15, 1919. 3744), if the execution of a formal contract with bond is contemplated, U. S. Standard Forms 31 and 32 should be used.". It will be observed that the terms of the clause in question are unambiguous, clear and easy of understanding. Meyers v. Phillips, 72 Ill. 460; Mumaw v. Western & Southern Life Ins. She employed the plaintiff to help her to turn this vogue into money. Wood v. Duff-Gordon, 177 App. Div. 284, and Ellis v. Dodge Bros. (D. C.) 237 Fed. Appellant contends that his petition states a cause of action. 686; Moran v. Standard Oil Co., supra; City of N. Y. v. Paoli, 202 N. Y. NOTESuppose defendant has reason to be dissatisfied with plaintiff's performance of his duties under the exclusive agency arrangement. The order relied on by the plaintiffs was as follows: "Date 7/3/18 The Gotham Novelty Co., 37 West 26th Street, New York Order given by the W. & B. Mfg. The law has outgrown its primitive stage of formalism when the precise word was the sovereign talisman, and every slip was fatal. Manufacturers of dresses, millinery and like articles are glad to pay for a certificate of her approval. “All orders accepted to be delivered to the best of our ability, but will under no circumstances hold ourselves liable for failure to deliver any portion of orders taken, sometimes caused by circumstances over which we have no control. Wood v. Duff-Gordon, 177 App. Richardson v. Hardwick, 106 U. S. 252, 255. It was an uncertain thing, which might or might not occur. Demurrer sustained, and on plaintiff's refusal to plead further judgment entered for defendant. This action was brought by Paul Hammond, a citizen of the State of New York, H. Donald Harvey, a citizen of the State of Connecticut, and Carter M. Braxton, a citizen of the State of New York, copartners doing business under the firm name of The Hammond, Harvey, Braxton Company, against the C. I. T. Financial Corporation, organized under the laws of the State of Delaware, for breach of a contract giving Braxton (hereafter sometimes referred to as the plaintiff) the exclusive right to sell defendant's wholly owned subsidiary corporation, known as the Holtzer-Cabot Division. The motion for judgment on the pleadings was properly granted and the demurrer properly sustained by the appellate court, as the agreement upon which the action is based is nudum pactum and not binding upon this defendant for lack of mutuality and consideration. 337, are cases of this kind. It is a printed government form, with the blank spaces filled in in typewriting, consisting of a single sheet bearing the heading: Below the heading, under the subheadings, follow in order the "Invitation," the "Bid," and the "Acceptance by the Government." 337, are cases of this kind. All inquiries were to be referred to him by the defendant, and all negotiations were to be conducted by him. 860, the contracts in suit presented a double aspect. 629; Arnot v. P. & E. Coal Co., 68 N. Y. This section continues the exploration of the notion of good faith in relation to another group of cases. The platform’s leading-edge functionality provides an easy and intuitive way to trade, combining our market-leading trading desk with our proprietary technology, offering better liquidity, information and efficiency of execution. We see no merit in the contention that the arrangement was so far modified as to put Braxton on a non-exclusive basis in so far as Redmond Company was concerned. A memorandum of the order was made by the representative of the plaintiffs on a printed order blank of the plaintiffs. Div. It results that the motion to direct a verdict for the defendant should have been granted, that the exceptions must be sustained, and that judgment be now entered for the defendant. We do not think the agreement, which was void in its inception for want of mutuality, became an agreement which was supported by a sufficient consideration upon the delivery and acceptance of part of the goods called for in the order of the defendant, because the plaintiffs were not thereby precluded from exercising their reserved option. We think the demurrer point the same way oslj_v56n3_0775.pdf ( 2.301Mb ) Creators:,. Meant something different from this power to effect cancellation at any time by us 724, sec continues. Then obtainable and to bring the contract to the additional counts and plaintiff... 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