The Advance Rumely Thresher Company v. The Evans Metcalf Implement Company

• Decision Date: 12 October 1918
• Docket Number: 21,721
• Citation: The Advance Rumely Thresher Company v. The Evans Metcalf Implement Company, 175 P. 392, 103 Kan. 532 (Kan. 1918)
• Parties: THE ADVANCE RUMELY THRESHER COMPANY, Appellee, v. THE EVANS METCALF IMPLEMENT COMPANY, Appellant
• Court: Kansas Supreme Court

175 P. 392

103 Kan. 532

THE ADVANCE RUMELY THRESHER COMPANY, Appellee, v. THE EVANS METCALF IMPLEMENT COMPANY, Appellant

No. 21,721

Supreme Court of Kansas

October 12, 1918

Decided July, 1918.

Appeal from Douglas district court; CHARLES A. SMART, judge.

Judgment affirmed.

SYLLABUS

SYLLABUS BY THE COURT.

1. PROMISSORY NOTES -- Guaranty -- Consideration. The consideration for a guaranty examined, and held sufficient.

2. SAME--Corporation Bound by Acts of Its Secretary and Manager. While a secretary of a corporation ordinarily has not authority by virtue of his office to bind his corporation the corporation may be bound by his acts when it intrusts him with the management of its business, and where his acts are in furtherance of the corporate business.

3. CORPORATION--May Act as Implement Salesagent. It is within the powers of a corporation chartered to conduct a wholesale and retail implement merchandise business to undertake the duties of an implement sales agent and the incidental obligations pertaining thereto.

John J. Riling, and Edward T. Riling, both of Lawrence, for the appellant.

Thomas Harley, of Lawrence, for the appellee.

OPINION

DAWSON, J.:

In 1914, the defendant became the agent of the plaintiff's business predecessor for the sale of farm implements. Shortly before this agency was undertaken, one Roberts, a representative of plaintiff's business predecessor, negotiated a sale of a threshing outfit to one J. T. Hodge, taking therefor six notes aggregating $ 1,500. Roberts effected the agency deal with the defendant. A part of the bargain was that the defendant should receive the commission on the sale just made to Hodge, and that the defendant should guarantee the payment of Hodge's notes. In accordance therewith, the defendant obligated itself as follows:

"LAWRENCE, KANSAS, April 28, 1914.

"In consideration of $ 239.00 commissions on the J. T. Hodge sale and a commission contract for The Rumely Line, we the undersigned guarantee the payment of two notes signed J. T. Hodge, one for $ 300.00 due August 1st, 1915, one for $ 250.00 due September 1st, 1914, within thirty days after maturity of said notes.

"EVANS METCALF IMP. CO.

"W. P. EVANS, Secy."

Hodge defaulted; the threshing outfit was sold under a chattel mortgage, and the proceeds applied on the payment of his notes--upon some of them which were not yet due, which was a privilege accorded by the mortgage contract.

The notes and contracts were assigned to plaintiff, and suit was begun against defendant as guarantor of the notes not paid by Hodge, and a separate cause of action was included which covered an account of goods sold to defendant.

The plaintiff prevailed. Defendant assigns certain errors.

It is first contended that the defendant received no consideration for its guaranty. It was awarded the agency contract, and it was given the commission on the sale to Hodge when the latter should pay his notes. That was a sufficient consideration.

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