Other illustrations of promises too indefinite for legal enforcement may be suggested. A promise by a physician to remove if he fails to obtain an appointment "or the field is not larger then than now;" 32 a promise to pay a note "if the grain market shall advance enough to justify it;" 33 a promise "to live in harmony" and not to "make any more trouble about money lent forty years ago;" 34 a promise "not to complain," 35 or "not to bother." 36 A promise to apply "part" of certain wages to a debt,37 or to pay "part" of the cost of a building,38 or an added price for a horse if the buyer "did well and had no bad luck with the horse;" 39 a promise to "help another out on his pay roll,"40 or to sell oil to a retail dealer "on terms so favorable that he can compete with others," 41 are all too indefinite.
Sec. 47. A promise is not too indefinite if it can be made certain by reference to outside matters. It is not necessary that a promise should within itself be certain if it contains a reference to some document or transaction which makes the meaning clear. Thus a promise to marry another when a third person shall die,42 a promise to pay one-third of the receipts from the sale of certain priv-
31See infra, Sec. 148.
32 Teague v. Sehaub, 183 N. C. 458, 45 S. E. 762.
33 Thomson v. Gortner, 73 Md. 474, 31 Atl 371.
34 Howlett v. Howiett, 115 Mich. 75, 72 N. W. 1100.
35 White v. Bluett, 23 L. J. (N. 8.)
36 Grant 9. Appanna, 9 Burma Law Rep. 221. Cp. Sharon v. Sharon, 68 Cal. 29, 8 Pac. 614, where a promise "not to disturb or annoy or make any demands" was held sufficiently defi-nne. Also a promise "to satisfy an heir if he became dissatisfied." Crawley v. Blckman, 81 Ga. 775,8 S. E. 533.
37 Vansickle v. Fergeson, 122 Ind. 460, 23 N. £. 858.
38 Thomas v. Shooting Club, 123 N. C. 285, 31 S. E. 654.
39 Burks v. Stain, 65 Mo. App. 456.
40Blakistone v. Bank, 87 Md. 302, 39 Atl. 865.
41 Marble v. Standard Oil Co., 169 Mass. 553, 48 N. E. 783.
42Brown v. Odill, 104 Tenn. 250, 56 8. W. 840, 62 L. R, A. 660, 78 Am. St. Rep. 914. So a negotiable instrument may be payable at a time which is ileges,43 a promise to allow the deduction from an agreed price for stock of an amount equal to the unpaid debts of a corporation,44 or to furnish sufficient natural gas to operate a plant as long as a gas well would supply the needed amount,45 are all sufficiently definite. Perhaps the commonest illustration of agreements containing a reference to future events for a definition of their meaning, is to be found in agreements to furnish what the purchaser requires or what a certain plant or undertaking requires,46 or to sell the output of a certain plant or business. Questions frequently arise on such agreements as to the sufficiency of the consideration.47 But there is no doubt that if the consideration is valid such promises are sufficiently definite for enforcement. An offer or agree-ment may also refer to another agreement for a definition I of terms,48 even to a contract to be made subsequently.49
Sec. 48. A contract is enforceable though subsidiary promises are too indefinite. It frequently happens in elaborate contracts that certain minor matters are expressly left for future agreement; or are left in such an indefinite way as to be incapable of enforcement. A building contract may provide that the form of window fastenings shall be afterwards agreed upon by the parties. This would not make the entire building contract unenforceable, though if the nature of the window fastenings certain to happen though the time of happening is uncertain. Negotiable Instruments Law, Sec. (3).
43 Dargin v. Hewlitt, 115 Ala. 510, 22 So. 128.
44 Northern Central Ry. Co. v. Walworth, 193 Pa. 207, 44 Atl 253. See also Wehner v. Bauer, 160 Fed. 240.
45 Xenia, etc., Co. v. Macy, 147 lnd. 568, 47 N. E. 147.
46 Foote & Daviee Co. v. Southern Wood Preserving Co. (Ga. App.), 74 S. E. 1037.
47 See infra, Sec. 104.
48 Shipman v. Mining Co., Ct. 158 U. 356, 39 L. Ed. 1015, 15 S. Ct. 886 (all coal needed to fulfil existing contracts with buyer's customers); Walsh v. Myers, 92 Wis. 397 (certain goods to be supplied "as heretofore").
49 Foster o. Wheeler, 38 Ch. D. 130; Blaney v. Hoke, 14 Oh. St. 292. See also Work v. Welsh, 160 111. 468, 43 N. E. 719; Lungerhausen v. Crittenden, 103 Mich. 173, 61 N. W. 270. If the subsequent contract is to include as a J party either of the parties to the earlier agreement, there would be no legal bond until the subsequent agreement was made, if the earlier agreement left it optional to such party to refuse to make the later contract, or only to do so upon such terms as he chose. Seel supra, Sec. 45.
was fixed by the agreement while the dimensions of the building were left to future agreement, there would be no enforceable obligation. It is evident that the question must be one of degree:-Is the indefinite promise so essential to the bargain that inability to enforce that promise strictly according to its terms would make it unfair to enforce the remainder of the agreement,50 If the contract cannot be performed without settlement of the undetermined point, each party will be bound to agree to a reasonable determination of the unsettled point in order that the main promise may be enforced.51 If the undetermined matter does not preclude performance of the remainder of the contract and is of comparatively little importance, the uncertain promise may be left unperformed and the remainder of the contract enforced.
Sec. 49. The effect of part performance upon indefinite promises. The indefiniteness of promises is important not simply because of the inherent difficulty of enforcing a promise to which no exact meaning can be attached, but also because such a promise is insufficient consideration for another promise. In the latter aspect the question will be hereafter discussed.52