Freese v. Ideson

Citations

• 49 Ill. 191

Syllabus

<p>Partnership—interpretation of particular agreement between partners. I and F entered into a written agreement, whereby F advanced to I $10,000, to be used by him at his saw mill in Wisconsin, and X agreed to consign to F, at Chicago, all the lumber manufactured by him during a certain period, and which F was to sell, retaining his advances out of the proceeds. F had the option of either selling the lumber by the cargo, or of yarding it, and if he sold in the former mode, he was to have a certain per cent, as his commissions, and if in the latter, one-half of the profits over and above all cost, I agreeing that the cost should not be above a fixed sum. Afterwards, and before any lumber was received under this agreement, a second one was entered into, by the terms of which the former one was continued in force, but as amended by the second, and which created a partnership between them, under the name of I and F, “ for the sale of the product of the aforesaid saw mill,” and also for the purchase and sale of lumber at Chicago. This agreement provided, that the product of I’s mill should be charged to the yard of I & F, at $1.00 per thousand less than the market rates at the time of the arrival of each cargo at Chicago, or should be invoiced to the yard at the net cost of manufacture. The option between these two modes was left to F, who was to make his election and signify it to I within a certain time, and which he did, and elected to take by the former mode: Held, that these agreements did not create a partnership in the profits of the lumber manufactured by I, at his mill; that F, by his election, became 'the mere purchaser of the lumber at a fixed price with reference to the market rates, taking no interest in either the losses or gains that may have attended its manufacture. •</p>