Refrigerating Equip. Co. v. Finch

• Decision Date: 04 April 1932
• Docket Number: No. 210.,210.
• Citation: 257 Mich. 623,242 N.W. 217
• Parties: REFRIGERATING EQUIPMENT CO. v. FINCH.
• Court: Michigan Supreme Court

257 Mich. 623

242 N.W. 217

REFRIGERATING EQUIPMENT CO.

v.FINCH.

No. 210.

Supreme Court of Michigan.

April 4, 1932.

Appeal from Circuit Court, Montcalm County; Royal A. Hawley, Judge.

Suit by the Refrigerating Equipment Company against W. G. Finch, in which defendant filed a notice of set-off and recoupment. Judgment for defendant, and plaintiff appeals.

Reversed and remanded for a new trial.

Argued before the Entire Bench.J. Earle Brown, of Lansing (K. D. Wilkins, of Lansing, of counsel), for appellant.

Rarden & Rarden, of Greenville, for appellee.

BUTZEL, J.

Plaintiff, Refrigerating Equipment Company, a Delaware corporation, brought suit on three notes amounting with interest to $1,464.35, given to it by defendant W. G. Finch, one of its salesmen. His compensation was $500 per month, and in addition he was to receive, under a stock bonus agreement 1,000 shares of stock in plaintiff's company at the rate of 200 shares on the 1st day of July of each year of a five-year term. The agreement provided that defendant might be discharged without notice, and thereupon plaintiff would be relieved from all liability to pay any stock bonus on the contract from the previous 1st day of July. On February 10, 1930, plaintiff wrote to defendant stating that it was supplementing a letter of February 8, advising defendant of plaintiff's arrangements with two other companies, and in accordance with a previous discussion held with defendant, it notified him as follows:

‘* * * You hereby agree to discontinue your present working arrangement with the Refrigerating Equipment Company and to report not later than Monday, February 17th, to Mr. McDonald of the Grothe Company.

‘In the discontinuance of our business connections, the Refrigerating Equipment Company is to pay you up to February 15th and on our stock agreement you are to receive your proportionate share, which is due in July according to the agreement.

‘Yours very truly,

‘Refrigerating Equipment Co.,

‘[Signed] Severn P. Ker, Jr., President.’

Plaintiff claims that it ceased selling refrigerators and that it changed the character of the business and that defendant was to look to another company for his compensation. Defendant, on the other hand, contends that he was to continue in plaintiff's employ and he was directed to assist in some patent litigation to which plaintiff was a party. He claims that upon the termination of his former contract, he became a consulting engineer, and that he charged $50 a day for his services. He filed a notice of set-off and recoupment, in which he claimed $750 to be due him for 15 days' services in the patent litigation and also $467.88 for expenses incurred by him. He also claimed the sum of $1,000 for 100 shares of stock in plaintiff company, at $10 per share, which he asserts was due him in accordance with the letter hereinbefore referred to. The trial judge, sitting without a jury, allowed defendant's claim of set-off almost in its entirety. He deducted the sum due on the notes and rendered a judgment in favor of defendant agains...