This section is from the book "The Law Of Contracts", by William Herbert Page. Also available from Amazon: Commercial Contracts: A Practical Guide to Deals, Contracts, Agreements and Promises.
If two or more persons are promisees, their rights arising under the contract may be either joint or several. Whether their rights are joint or several depends upon the nature of the interest, together with the intention of the parties as disclosed by the language of the contract and by the evidence which is admissible to explain such language.1
10 Minor v. Bank, 26 U. S. (1 Pet.) 46, 7 L. ed. 47; Barry v. Foyles, 26 U. S. (1 Pet.) 311,7 L. ed. 157.
11United States v. Leffler, 36 U. S. (11 Pet.) 86, 9 L. ed. 642.
12 Noble v. Beeman-Spaulding-Wood-ward Co., 65 Or. 95, 46 L. R. A. (N.S.) 162, 131 Pac. 1007.
13 People v. Love, 25 Cal. 520; Council Bluffs Saving Bank v. Griswold, 50 Neb. 753, 70 N. W. 376; Decker v. Trilling, 24 Wis. 610.
See also, Clapp v. Preston, 15 Wis. 543.
14 King v. Bell, 36 O. S. 460; Mason v. Alexander, 44 O. S. 318.
15Hochmark v. Richler, 16 Colo. 265, 26 Pac. 818; Benjamin v. McConnell, 9 Ill. 536, 46 Am. Dec. 474; American Bank v. Doolittle, 31 Mass. (14 Pick.) 123; Huber Mfg. Co. v. Silvers, 85 Neb. 760, 124 N. W. 148; Crane v. Ailing, 15 N. J. L. 423.
16 See Sec. 2074.
17 J. I. Case Threshing Machine Co. v. Bridger, 133 La. 754, 63 So. 319.
If the consideration moves from the promisees jointly, the promise to them will be held to be a joint promise unless the provisions of the contract show an intent to make a several promise.2 If a payment is obtained from a common fund by the fraud of the person to whom such payment is made, the quasi-contractual right which arises upon such payment is a joint right in favor of the persons who own such fund.3 However, the fact that a promisee has, by a separate contract with a third person, given the latter an interest in the contract, does not make the latter a joint promisee.4
If the consideration moves from the promisees separately, a promise to them is prima facie several.5 A contract between four producers of coal, whereby one "agrees to represent the entire interests and sales of the coal of the other three parties," is a several contract as to such promisees.8 So if a member of a partnership buys out the interests of his co-partners and agrees to hold them harmless from liabilities owing by the firm, such contract is several as to the promisees.7
In either case this presumption may be rebutted by clear and unequivocal language which shows that the promise is made to them either jointly or severally.8 If A and B promise jointly to perform for C and C agrees to pay a certain amount to A and a certain amount to B, it has been held that A and B may treat such contract as joint; 9 but on this point there is a conflict of authority, and the better rule seems to be that A and B may sue separately.10
1Nabors v. Producers' Oil Co., 140 La. 985, L. R. A. 1017D, 1115, 74 So. 627; Ryan v. Martin, 16 Wis. 67.
2Nabors v. Producers' Oil Co., 140 La. 985, L. R. A. 1917D, 1115, 74 So. 527: Eveleth v. Sawyer, 96 Me. 227, 52 Atl. 639; Robbins v. Ayres, 10 Mo. 538, 47 Am. Dec. 125; Slaughter v. Davenport, 151 Mo. 26, 51 S. W. 471.
3 Ellsworth v. Trinkle, 96 Kan. 666, 153 Pac. 543.
4 Brown v. Salisbury, 123 Fed. 203; Lewis v. Greider, 51 N. Y. 231.
5 Hall v. Leigh, 12 U. S. (8 Cranchl
50, 3 L. ed. 484; Burton v. Henry, 90 Ala. 281, 7 So. 925.
6 Shipman v. Mining Co., 158 U. S. 356, 39 L. ed. 1015.
7 Morgan v. Wardell, 178 Mass. 350, 55 L. R. A. 33, 59 N. E. 1037.
8 Hall v. Leigh, 12 U. S. (8 Cranch) 50, 3 L. ed. 484; Schultz v. Howard, 63 Minn. 196, 56 Am. St. Rep. 470, 65 N. W. 363; Southern Kansas Railway Co. v. Morris, 100 Tex. 611, 123 Am. St. Rep. 834, 102 S. W. 396; Ryan v. Martin, 16 Wis. 57.
9 Fauble v. Davis, 48 Ia. 462.