COMMON CARRIERS. a fog, which, on hearing the fog signals of an COMPENSATION. See Brokers, 49-88: Corporations,308 Post Office,21 Shipping49. COMPLAINT. See Indictment and Information. COMPOSITIONS WITH CREDITORS. See Compromise and Settlement. COMPROMISE. See Contracts, 68; Corporations,417 19(1)(U.S.C.C.A.) Settlement for boilers furnished the government cannot be avoided and overpayment recovered on the ground of mistake in their test made by government representative, as provided by contract; he having acted in good faith and the parties having accepted it in good faith and made it partial consideration of settlement of other differences.-D'Olier Engineering Co. V. United States, 518. CONDITIONAL SALES. See Maritime Liens, 21; Sales,457 CONFLICTING JURISDICTION. 94 (U.S.C.C.A.) In action on awards by the Interstate Commerce Commission, held that, where awards were confused, railroad company could not complain of amendment, made more See Courts, 497508 than a year after awards, allowing them to be transposed so as to correct mistakes.-Pennsyl vania R. Co. v. Minds, 481. CONSENT. CONSIDERATION. 95 (U.S.C.C.A.) An award by the Inter- See Contracts,270 Courts, 23 state Commerce Commission in favor of a shipper on account of discrimination in furnishing cars is only prima facie evidence of the amount of the damages, and in an action thereon that question can be litigated.-Pennsylvania R. Co. v. Minds, 481. 97 (U.S.C.C.A.) In an action against a railroad company for damages for discrimination in furnishing cars based on awards of Interstate Commerce Commission, held, that an allowance of interest was not subject to attack on ground that claims originally made before commission were unduly inflated.-Pennsylvania R. Co. v. Minds, 481. See Contracts,68,116-137; Corporations, CONSPIRACY. See Criminal Law, 200, 444, 678, 1169; II. CRIMINAL RESPONSIBILITY. (A) Offenses. 98 (U.S.C.C.A.) Finding of Interstate Com-28 (U.S.C.C.A.) Act of master and magismerce Commission as to unreasonableness of trate in conspiring to put servant in condition through rate held conclusive, when supported by evidence, though one of the local rates with which comparison was made applied only to shipments for which no through rates were published.-Morgan's Louisiana T. R. & S. S. Co. v. Isaac Joseph Iron Co., 15. See Brokers, COMMISSIONS. of involuntary servitude through prosecution For cases in Dec. Dig. & Am. Dig. Key No. Series & Indexes see same topic and KEY-NUMBER servant to condition of peonage as contemplated according to him a full and fair hearing.-In re by Pen. Code 1909, § 269, the peonage statute. -Id. Where servant prosecuted before state magistrate for breach of contract of employment had paid all indebtedness to master, magistrate would not have rendered himself liable to conviction of conspiracy to violate peonage statute (Pen. Code 1909, § 269), though he had some agreement with master that latter might take servant into his custody.-Id. (B) Prosecution and Punishment. 43(4) (U.S.C.C.A.) An indictment charging a conspiracy to violate the Harrison Drug Act held to sufficiently aver accused's knowledge of unlawfulness of his co-conspirator's act.-Wallace v. United States, 80. 43(6) (U.S.C.C.A.) Under Harrison Drug Act, § 1, person intending to dispose of opium, etc., must register at place where he intends to carry on business, and indictment charging conspiracy and disposition in First district of Illinois by accused and another, who was not therein registered, is not defective for failure to aver such other had not registered his place of business.-Wallace v. United States, 80. An indictment charging a conspiracy to violate the Harrison Drug Act held sufficient to allege the conspiracy to dispose of drugs in the Chan Foo Lin, 3. CONSTRUCTION. See Chattel Mortgages, 124-157; Contracts,147-170; Evidence, 450, 462; Husband and Wife, 31; Mines and Minerals; Patents, 165-175; Sales, 8l; Statutes, 181-225; Stipulations. CONTRACTS. See Appeal and Error, 1062 Assignments; Banks and Banking, 105: Cancellation of Instruments; Chattel Mortgages; Compro mise and Settlement; Constitutional Law; Corporations, 399, 657; Courts, 372; Customs and Usages; Equity, 178; Estoppel; Evidence,419, 441, 450, 402; Frauds, Statute of; Husband and Wife; Interest; Logs and Logging; Monopolies; Mortgages; Patents,216; Post Office, 21; Principal and Surety; Railroads, 208; Sales; Shipping, 38-58; Specific Performance; Stipulations; Vendor and Purchaser. I. REQUISITES AND VALIDITY. (D) Consideration. First district of Illinois, in which it was charg-68 (U.S.C.C.A.) Agreement by members of less a mutual mistake or fraud is shown.-Bijur Motor Lighting Co. v. Eclipse Mach. Co., 298. ed that accused's co-conspirator was not registered.-Id. 43(9) (U.S.C.C.A.) Indictment under Crim. Code, §§ 37, 215, charging violation of and conspiracy to violate section 215, held to sufficiently charge conspiracy to use mails in execution of scheme and show that matters therein stated had power to effect object of conspiracy. -Preeman v. United States, 429. 45 (U.S.C.C.A.) In a prosecution for conspiring to violate and violating Harrison Drug Act, evidence of accused's assistance to his coconspirator in prior prosecution for violating state drug acts held admissible to show relations between parties, etc.-Wallace v. United States, 80. CONSTITUTIONAL LAW. For validity of statutes relating to particular subjects, see also the various specific topics. VI. VESTED RIGHTS. 93(1)(U.S.C.C.A.) A transaction between the government and an Indian amounting to a binding agreement, whether in the form of a treaty or of a statute, creates property rights which once vested cannot be altered by the government.-Morrow v. United States, 366. Under Act Feb. 8, 1887, с. 119, § 5. Act Jan. 14. 1889, с. 24, and Act June 21, 1906, с. 3504, relinquishment by Chippewa Indians of lands in exchange for allotments in reservations in trust held a valid contract creating vested rights of which an Indian could not be deprived against his will.-Id. XI. DUE PROCESS OF LAW. 318 (U.S.C.C.A.) The guaranty of due process forbids the deportation of an alien without firms, as part of settlement of patent litigations, to assign all future improvements or inventions to a corporation to be organized, held not lacking in consideration. -Chadeloid Chemical Co. v. H. B. Chalmers Co., 304. (F) Legality of Object and of Consideration. 116(7) (U.S.C.C.A.) Stipulation in sale to retailer by patentee manufacturer of a single make of automobiles retaining title till car is sold to user at list price held not to make contract void between parties as against publie policy. Ford Motor Co. v. Benjamin E. Boone, Înc., 621. 117(2) (U.S.C.C.A.) Contract whereby de fendant was employed in credit and rating busi ness for five years, and was not to work at any other employment unless permitted to withdraw, held not unlimited as to territory. Cropper v. Davis, 90. 117(7) (U.S.C.C.A.) Contract whereby de fendant was employed in credit and rating business for five years, and was not to work at any other employment unless permitted to withdraw. held not invalid, even if unlimited as to terri tory. Cropper v. Davis, 90. 137(1)(U.S.C.C.A.) When part of divisible grant or contract is ultra vires or illegal, but not malum in se, and remainder is lawful, latter may be enforced, unless it appears that but for invalid part contract would not have been made.-McCullough v. Smith, 335. II. CONSTRUCTION AND OPERATION. (A) General Rules of Construction. 147(1)(U.S.C.C.A.) A written contract. although it may fall short of or go beyond the intention of one of the parties, is binding un IV. CAPITAL, STOCK, AND DIVI DENDS. 147(1)(U.S.C.C.A.) The intent of the (E) Interest, Dividends, and New Stock. parties to a contract, as expressed in the writing signed by them, must govern in determining their rights as derived therefrom.-Ryan v. Ohmer, 459. 148 (U.S.C.C.A.) In case of doubt, all the negotiations between the parties may be considered in arriving at the true intent of the parties. Ryan v. Ohmer, 459. 155 (US.C.C.A.) The language of a contract must be interpreted in the sense in which the promisor knew, or had reason to know, that the promisee understood it.-Ryan v. Ohmer, 459. 152 (U.S.C.C.A.) While stockholder cannot ordinarily sue for dividends declared, he may maintain bill to compel declaration where directors unreasonably refuse. In re Brantman, 529. Courts will not undertake to control directors in the exercise of their discretion as to declaration of dividends, unless they act fraudulently, oppressively, or unreasonably.-Id. V. MEMBERS AND STOCKHOLDERS. (A) Rights and Liabilities as to Corpora tion. 165 (U.S.C.C.A.) A parol agreement, made 190 (U.S.C.C.A.) A corporation held not contemporaneously with a written contract, to be enforceable must be in respect of a matter distinct from that covered by the writing.Bijur Motor Lighting Co. v. Eclipse Mach. Co., 298. a necessary party to a suit between stockholders in which no corporate right was asserted. -Bogert v. Southern Pac. Co., 489. (B) Meetings. 170(2) (U.S.C.C.A.) Company installing 197 (U.S.C.C.A.) While minority fire-alarm system, which transmitted fire IV. RESCISSION AND ABANDON- 270(2) (U.S.C.C.A.) A party loses his right to rescind on the ground of fraud by not availing himself of it within a reasonable time after he discovers it. Church v. Swetland, 69. Party waiting over three years before suing to avoid transactions on the ground of fraud, and in the meantime attacking them on other grounds, held to have waived his right to complain of the fraud.-Id. stock holders will be protected against unwarranted aggressions of majority, majority stockholders will not be enjoined from voting their stock, etc., save under imperative necessity.-Davidson v. American Blower Co., 33. Individual defendants, majority stockholders of a corporation, held improperly enjoined from voting their stock, as minority shareholders could be amply protected by an order restraining individual defendants from dissipating property of corporation. Id. (C) Suing or Defending on Behalf of Corporation. 204 (U.S.C.C.A.) A corporation which through its control of another caused it to take action as majority stockholder of a third detrimental to the minority stockholders of the latter is liable therefor to the same extent as though it had itself owned the stock.-Bogert v. Southern Pac. Co., 489. V. PERFORMANCE OR BREACH. 275 (U.S.C.C.A.) Company installing firealarm system held only required to exercise ordinary care in transmitting fire alarms, but, as any service but prompt service would be worth- (C) Rights, Duties, and Liabilities as to less, required to render prompt service.-Mis VI. OFFICERS AND AGENTS. Corporation and Its Members. souri Dist. Telegraph Co. v. Morris & Co., 179308(6) (U.S.C.C.A.) Corporation's general CONTRIBUTION. See Collision, 147. CONVEYANCES. See Chattel Mortgages; Fraudulent Conveyances; Mortgages. CORPORATIONS. manager, who abandoned claim to salary under written contract, and had understanding that sums paid him were in full, held to have no claim for further salary.-Hansen v. Uniform Seamless Wire Co., 43. 309(2) (U.S.C.C.A.) President and principal stockholder of bankrupt corporation, advancing money to carry out composition, held to have claim against the corporation for the money advanced.-McKey v. Bruns, 150. LIABILITIES. VII. CORPORATE POWERS AND ficers and Agents. See Admiralty; Appearance; Attorney and Client,103; Bankruptcy 60; Banks and Banking; Cancellation of Instruments; (B) Representation of Corporation by OfCarriers; Evidence, 66; Exchanges; Frauds, Statute of; Judges; Municipal Cor-399(4) (U.S.C.C.A.) The officers of a corporations; Pledges; Principal and Surety; poration are its agents, and if they act within Railroads. their actual authority, or even within the appar For cases in Dec. Dig. & Am. Dig. Key No. Series & Indexes see same topic and KEY-NUMBER Corporations 156 C. C. A. REPORTS ent scope thereof, in making a contract, the corporation will be bound. Bijur Motor Lighting Co. v. Eclipse Mach. Co., 298. one receiving 417 (U.S.C.C.A.) Where stock in payment for services and bonds as a bonus sued the controlling stockholder therefor, and a settlement was made, the company and the other stockholders held not estopped to deny that he was a bona fide purchaser of the bonds. Williamson v. Collins, 347. (D) Contracts and Indebtedness. 476(3) (U.S.C.C.A.) Stockholders to whom mortgage bonds were issued as bonus held to have no standing as creditors or in competition with actual creditors. Williamson v. Collins, 347. Stockholders to whom mortgage bonds were issued as a bonus by agreement of all stockholders held not entitled to have mortgage sustained as a lien for their benefit. Id. 479 (U.S.C.C.A.) Stockholder who increased stock subscription because of issuance of mortgage bonds to the stockholders as a bonus held not a bona fide holder of the bonds. - Williamson v. Collins, 347. One paid in stock for services in promoting company, and receiving mortgage bonds as a bonus because other stockholders were receiving them, held not a bona fide holder.-Id. VIII. INSOLVENCY AND RECEIVERS. 550(10) (U.S.C.C.A.) The controlling stockholder in a corporation who took assignment from the company, which was subsequently set aside, was entitled to reimbursement upon payment of its debts incurred by him where the company received the full benefit.-Williamson v. Collins, 347. XII. FOREIGN CORPORATIONS. 657(3) (U.S.C.C.A.) Statute (Hurd's Rev. St. III. 1915-16, с. 32, § 67g) forbidding suits by foreign corporations not filing reports held not to invalidate contract on which cause of action was complete before the failure to file such re port.-Kawin & Co. v. American Colortype Co., 97. 661(7) (U.S.C.C.A.) State statute (Hurd's Rev. St. Ill. 1915-16, с. 32, § 67g) prohibiting actions by foreign corporations not filing reports held not to prohibit action in federal court on cause of action complete before the failure to file the report. Kawin & Co. v. American Colortype Co., 97. COSTS. See Appeal and Error, 709984; Courts, 357 COURT RULES CITED. Holders of mortgage bonds issued as a bonus, Equity Rule 30.-23. and the matured coupons.-Id. Stockholders receiving mortgage bonds as a bonus, and selling stock and bonds on representation that the bonds were valid and the stock a bonus, held not entitled to reimbursement from their vendees when subsequently held liable to the company for the amount of the bonds.-Id. 480 (U.S.C.C.A.) Mortgage bonds issued to stockholders as bonus by consent of all held to COURTS. See Bankruptcy,293 Equity, 35: Erecutors and Administrators, 250; Habens Corpus, 85-111; Judges; Pleading, 204; Removal of Causes. I. NATURE, EXTENT, AND EXERCISE OF JURISDICTION IN GENERAL. have priority over the original stock and also 23 (U.S.C.C.A.) Jurisdiction cannot be con over a subsequent issue of preferred and common stock.-Williamson v. Collins, 347. 480/2 (U.S.C.C.A.) Holders in due course of mortgage bonds of corporation, invalid between original parties, held entitled to have lien preserved for their benefit, and to be placed on an equality with other creditors as to assets not covered by the mortgage.-Williamson v. Collins, 347. 482/2 (U.S.C.C.A.) Stockholders to whom mortgage bonds were issued as bonus, though ferred by consent or failure of parties to raise question in trial court. Spencer v. Patey, 233. VII. UNITED STATES COURTS. (A) Jurisdiction and Powers in General. 264(1) (U.S.C.C.A.) Neither citizenship of parties nor any other factor that would ordinarily determine jurisdiction has any bearing on the right of the court to entertain jurisdic tion of a suit ancillary to a pending suit-Me Cabe v. Guaranty Trust Co. of New York, 357. subordinated to rights of creditors, held en-273 (U.S.C.C.A.) Injunction may be granted titled to dividends and redemption of the bonds out of surplus, to have sinking fund created, and, in case of liquidation, to have the bonds redeemed after creditors were satisfied.-Williamson v. Collins, 347. (F) Civil Actions. 522 (U.S.C.C.A.) Enforcement of judgment against holders of bonds issued as a bonus and transferred to bona fide holders, held to be conditioned on failure to give security and to provide for return of the bonds to them when paid.-Williamson v. Collins, 347. against subordinates of Secretary of Agriculture for attempting to enforce unlawful orders, though Secretary of Agriculture, not being within district, and not appearing, could not have been enjoined.-Brougham v. Blanton Mfg. Co., 201. (B) Jurisdiction Dependent on Nature of Subject-Matter. 290 (U.S.C.C.A.) Where, in an infringement suit, the patent is held valid and infringed, a claim for unfair competition arising out of the infringement may be considered in the accounting of profits and damages, although the parties are citizens of the same state.-K-W Ignition Co. v. Temco Electric Motor Co., 286. (C) Jurisdiction Dependent on Citizen ship, Residence, or Character (F) State Laws as Rules of Decision. 366(1)(U.S.C.C.A.) Generally a. federal court treats the construction of a state statute by the highest court of the state as part of it and read into it.-Turner v. Board of Trade of City of Chicago, 536. 308 (U.S.C.C.A.) Under Jud. Code, §§ 50,367 (U.S.C.C.A.) Illinois decisions that sell 51, where jurisdiction depends on diversity of citizenship alone, and there is only one defend ant, suit must be brought in either district of his residence or that of plaintiff, but where er, apon buyer's refusal to accept, may vest the buyer with title and sue for the purchase price, held binding on federal court. Kawin & Co. v. American Colortype Co., 97. there are several defendants, court has juris-372(4) (U.S.C.C.A.) Even though price of diction of all if one or more are residents of district and others are found there.-Camp v. Gress, 549. Even if plea in abatement was good as to one of defendants, joint makers of contract, it could not avail others, in view of Jud. Code, § 50.-Id. 312(1) (U.S.C.C.A.) Action to recover back money deposited in court as condition of granting temporary injunction held not one upon a note or chose in action within Judicial Code, § 24, as to actions by assignee.-Menasha Wooden Ware Co. v. Southern Oregon Co., 511, 518. 322(3) (U.S.C.C.A.) Complaint alleging that plaintiff was citizen of New Jersey, and that defendant was joint-stock association with principal place of business in New York, held not sufficient to give federal courts jurisdiction on ground of diversity of citizenship. Spencer v. Patey, 253. 323 (U.S.C.C.A.) Allegation of plea that plaintiff was citizen of New Jersey held an admission thereof by defendant, in the absence of plea or evidence to the contrary. Kawin & Co. v. American Colortype Co., 97. Allegation of diversity of citizenship held prima facie proof thereof, and established as by default, unless traversed and proof made to the contrary. Id. 324 (U.S.C.C.A.) In ancillary suit to restrain further proceedings in state court, held, that jurisdiction of original suit on ground that it was not removable as for diversity of citizenship could not be questioned.-McCabe v. Guaranty Trust Co. of New York, 357. (E) Procedure, and Adoption of Practice of State Courts. 332 (U.S.C.C.A.) The equity rules, which goods refused by buyer is recoverable in Illinois merely as damages, held, that federal courts will lean toward an agreement with the state court. -Kawin & Co. v. American Colortype Co., 97. (H) Circuit Courts of Appeals. of 405(5) (U.S.C.C.A.) Though question District Court's jurisdiction was raised, held, that defendant might appeal to the Circuit Court of Appeals from the judgment against it on the merits and have the question certified by that court. Kawin & Co. v. American Colortype Co., 97. 407 (5) (U.S.C.C.A.) On appeal under Judicial Code, § 129, from interlocutory decree granting an injunction and directing an accounting, held that the propriety of ordering an accounting could not be reviewed. Chadeloid Chemical Co. v. H. B. Chalmers Co., 304. VIII. CONCURRENT AND CONFLICT- (B) State Courts and United States Courts. Though suit in which money was ordered deposited to await final determination of another suit had been dismissed, held, that the money was still in the custody of the law and could not be recovered in a federal court. Id. 508(1) (U.S.C.C.A.) In a case where a federal court first obtains jurisdiction of the subject-matter in controversy, it may, to pro went into effect February, 1913, apply to protect or aid in the effective exercise of, such ceedings in causes then pending, as well as those jurisdiction, enjoin proceedings in a state court, thereafter brought.-E. G. Staude Mfg. Co. v. notwithstanding Rev. St. § 720, now Judicial Labombarde, 142. Code. § 265. -Swift v. Black Panther Oil & 352 (U.S.C.C.A.) A state statute, estab Gas Co., 448. lishing a rule of procedure in actions for in-508(3) (U.S.C.C.A.) A federal court, which juries at railroad crossings, held not to apply to a case brought in a federal court in another state.-Hall v. West Jersey & S. R. Co., 532. 357 (U.S.C.C.A.) Under equity rules 47, 56, 57, held that, where a case was dropped from the trial calendar on stipulation of the parties, and was not reinstated within a year, costs could not, on dismissal, be awarded in favor of defendant and against plaintiff.-E. G. Staude Mfg. Co. v. Labombarde, 142. first obtained jurisdiction over land having oil leases thereon, under which its receiver was receiving the royalties, held to have power by injunction to restrain enforcement of a judgment for royalties obtained against the lessee in a state court. Swift v. Black Panther Oil & Gas Co., 448. CREAMO OLEOMARGARINE. See Food. For cases in Dec. Dig. & Am. Dig. Key No. Series & Indexes see same topic and KEY-NUMBER |