Bane v. Dow

Citations

• 80 Wash. 631
• 142 P. 23
• 1914 Wash. LEXIS 1361

Syllabus

<p>Corporations—Contracts — Termination — Corporation as Successor to Party. There is no termination of a contract between custom house brokers respecting the handling of an importing business and the division of fees thereunder, by the subsequent incorporation of one of the parties theretofore handling the business as an individual, where, up to the time of trial, there was no serious contention that the original contract was not still in force, the parties recognized the corporation as succeeding to the interests of the individual, and the corporation continued to transact the business as previously done.</p> <p>Joint Adventures—Contracts-—Division of Profits—Deduction of Expenses. Under a contract between custom house brokers for the handling of an importing business and a division of fees thereunder, in which the fees for entry and the profits derived from cartage were to be divided on an equal basis, a finding that the division of profits for cartage should be made after deducting the actual cost of teaming is proper, and not that a proportional expense of the business should be deducted therefrom before such division, it appearing that the custom among brokers was to deduct only the cost of the haul in determining profits derived from cartage, and that the parties placed this construction upon the contract; since it was an engagement in a common enterprise upon a profit-sharing basis, and not governed by rules relating to partnership.</p> <p>Same — Termination of Contract — Construction by Parties. Such contract is not terminated where there is nothing to show an intention of the parties as to when it should terminate, and, while construing the contract differently, each of the parties has always recognized it as still in force.</p> <p>Joint Adventures — Contracts — Division of Profits. Under a contract between custom house brokers for the handling of an importing business and a division of profits thereunder, which division was to be “on entry and any profits