American Fine Art Co. v. Simon

Citations

• 140 F. 529
• 72 C.C.A. 45
• 1905 U.S. App. LEXIS 3942

Syllabus

<p>1. Contracts — Construction—Unilateral Contract.</p> <p>Plaintiff agreed to prepare certain designs and advertising matter and work for the defendant’s exclusive and peculiar use, and defendant in consideration thereof agreed that, “if he approved of said designs on their presentation,” such approval should constitute an order for work in quantities and at the price specified therein, unless he should exercise his privilege of decreasing or increasing the quantities at a proportionate decrease or increase of the price, etc. Held, that such contract was unilateral, and could only become obligatory on defendant by the approval of the designs submitted.</p> <p>2. Same — Fraud.</p> <p>Where a written contract was neither ambiguous nor uncertain, and it did not appear that plaintiff made any false representations or induced defendant to execute the contract in any way other than as specified therein, and it appeared that a draft was submitted to defendant’s counsel, who inserted additional paragraphs stating defendant’s understanding of the contract and the character and extent of the obligations defendant was to assume, a contention that the contract was a fraudulent scheme on the part of plaintiff to induce defendant to obligate himself for large orders was unsustainable.</p> <p>[Ed. Note. — For eases in point, see vol. 11, Cent. Dig. Contracts, §§ 420-425.]</p> <p>3. Frauds, Statute of — Contracts not to be Performed Within a Tear.</p> <p>Where an oral contract modifying a previous written one providing for the preparation of advertising material conferred on defendant the privilege of dividing deliveries in two annual installments, the work required thereafter to be distributed for the next two years, as defendant anight require, it did not disclose that the parties understood that the contract was not to be performed within a year, and was therefore not within the statute of frauds.</p> <p>4. Contracts — Modification—Discharge.</p> <p>A contract not performed on