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.
A contract by which A is to perform services for B in his law office, for a specified time, in consideration of a certain portion of the fees received, is an entire contract,1 and A can not recover if he leaves B's employment before the expiration of such period.2 A contract "putting the six-thousand-acre tract" with certain brokers for sale at a certain price per acre, is an entire contract,3 and the brokers have no authority to arrange for the sale of less than the whole of such tract.4 A contract to repair a public building by putting in a new plant and repairing the roof and the floors, is an entire contract,5 and if certain items of such contract are unauthorized because they were not found in the specifications, the entire contract is unenforceable.6 A contract whereby A sells property to B with an option of repurchase, is entire.7 A contract by which A agrees to collect debts for
11 See Sec. 1426. 12 See Sec. 1426.
13 See Sec. 1427.
14 See Sec. 1398 et Req.
1 Davidson v. Gaakill, 32 Okla. 40, 38 L. R. A. (N.S.) 692, 121 Pac. 649.
2 Davidson v. Gaskill, 32 Okla. 40, 38 L. R. A. (N.S.) 692, 121 Pac. 649. See Ch. LXXXVIII.
3Bentley v. Edwards, 125 Minn. 179, 51 L. R. A. (N.S.) 264, 146 N. W. 347.
4Bentley'v. Edwards, 125 Minn. 179, 61 L. R. A. (N.S.) 254, 146 N. W. 347.
5Ness v. Board of Commissioners, 178 Ind. 221, 98 N. E. 33 [modifying judgment, Ness v. Board of Commissioners (Ind.), 95 N. E. 548, which denies further rehearing after first rehearing in 93 N. E. 283; modifying judgment, 91 N. E. 618; rehearing denied, 98 N. E. 1002],
6 Ness v. Board of Commissioners, 178 Ind. 221, 98 N. E. 33 [modifying judgment, Ness v. Board of Commissioners (Ind.), 95 N. E. 548, which denies further rehearing after first rehearing in 93 N. E. 283; modifying judgment, 91 N. E. 618; rehearing denied, 98 N. E. 1002].
7 Lemmon v. East Palestine Rubber Co., 260 Pa. St. 28, 103 Atl. 830; Garon v Credit Foncier Canadien, 37 R. I. 273, 92 Atl. 561 [rehearing denied, Garon v. Credit Foncier Canadien (R. I.), 92 Atl. 1022]; Vohland v. Gel-haar, 136 Wis. 75, 16 Am. & Eng. Ann. Cas. 781, 116 N. W. 869.
"It is not denied by the defendant company that the treasurer was empowered to contract for the sale of the stock of the plaintiff, but it contends that the part of the contract which relates to procuring a purchaser for the stock is invalid. It is claimed that the treasurer was without authority to make this part of the agreement; that it was ultra vires; and that the contract was divisible, the sale of the capital stock being valid and enforceable and the agreement to furnish a purchaser for the stock, if the plaintiff desired to sell within six months, was separate and collateral to the other part of the agreement. It will be observed that the two parts of the agreement are in one and the same instrument of writing which was signed by the parties and the seal of the defendant affixed but once. The contract was clearly entire and indivisible. Such was the manifest purpose of the parties. It would be wholly without reason, under the circumstances of the case, to suppose that the plaintiff intended to enter into two contracts, one by which the defendant sold the stock to the plaintiff and another, a separate agreement, by which the plaintiff was to be protected in case the stock proved to be valueless or not above par at the end of the six months, which manifestly was the inducement for plaintiff to make the investment. The contract on its face shows that the defendant was quite willing and felt justified in agreeing to furnish a purchaser for the plaintiff's stock at the increased price, as it declares the Automobile Supplies Company had sold the whole output of its plant, thereby insuring the success of the business. It is to be noted that the plaintiff avers in his affidavit of claim that he was induced by the provision in question to enter into the contract for the purchase of stock, and the averment is not denied in the affidavit of defense. The provision for furnishing to the plaintiff a customer for his stock was, therefore, an inducement for the plaintiff to agree to purchase the stock and, hence, was part of the consideration for plaintiff to make the purchase." Lemmon v. East Palestine Rubber Co., 260 Pa. St. 28, 103 Atl. 830.
B in accordance with A's system, is entire,8 and if the use of A's system is subsequently forbidden by law, the entire contract is discharged.9 A contract by which A agrees to buy certain automobiles from B at a specified price, and to become sales agent for B at a specified commission, is said to be a severable contract.10 A contract by which A agrees to pay a certain sum annually for the use of a set of books, and to buy a new edition at a certain specified price, is severable.11 A contract to bore a well is an entire contract.12 A contract by which A agrees with a number of owners of logs to raise sunken logs and to deliver each to its respective owner, is a severable contract.13
8 American Mercantile Exchange v. Blunt, 102 Me. 128, 120 Am. St. Rep. 463, 10 L. R. A. (N.S.) 414, 10 Am. & Eng. Ann. Cas. 1022, 66 Atl. 212.
9 American Mercantile Exchange v. Blunt, 102 Me. 128, 120 Am. St. Rep. 463, 10 L. R. A. (N.S.) 414, 10 Am. & Eng. Ann. Cas. 1022, 66 Atl. 212.
10 Wilcox v. Badger Motor Car Co., 99 Neb. 189, 155 N. W. 891.
11 Edward Thompson Co. v. Washburn, 191 Mass. 6, 77 N. E. 483.
12 West v. McDonald, 64 Or. 203, 127 Pac. 784.
13Manistee Navigation Co. v. Louis Sands Salt & Lumber Co., 174 Mich. 1, 140 N. W. 565.