King v. West Coast Grocery Co.

Citations

• 72 Wash. 132
• 129 P. 1081
• 1913 Wash. LEXIS 1419

Syllabus

<p>Corporations — Contracts — Execution — Validity — Evidence— Sueeiciency. There is a prima facie valid execution of a lease by a corporation to its president, where it was signed by the president and secretary and also the other trustees, and attested by the corporate seal, and there was evidence that it was authorized by the trustees, although no record thereof was made.</p> <p>Same. The assignment of a contract by a corporation is sufficiently shown where it appears that it was signed by the secretary, who was authorized to make it, and that it and a lease were parts of the same transaction, and there was prima facie evidence of the valid execution of the lease; especially where the lease and contract were acquiesced in'by the corporation, and hence valid as between the parties.</p> <p>Assignments — Validity. An assignment of a contract valid as between the parties is sufficient to pass the title to the property, as against the other party to the contract.</p> <p>Assignments — Contracts Assignable. A contract whereby a fruit preserving company sold to a wholesaler for future delivery a specified number of cases of jelly and jam subject to approval, and guaranteed under the pure food laws, is assignable, where it specified no particular manufacturer, brand or label.</p> <p>Estoppel — By Conduct — Validity oe Assignment. The acceptance, from an assignee, of goods sold, with knowledge that the contract had been assigned, estops the vendee from questioning the assignment.</p> <p>Set-off and Counterclaim — Against Assigned Claims — Persons Entitled — Statutes—Construction. A claim against an assignor cannot be asserted by way of counterclaim against tbe assignee of an executory contract to sell goods for future delivery, on which, nothing was due and which the assignee took while in the executory stage; in view of Rem. & Bal. Code, § 191, providing that any debtor may plead a counterclaim against an assigned debt, if held by him against the original owner, and Id., §