Peine v. Weber

Citations

• 47 Ill. 41

Syllabus

<p>1. Contracts—sealed contract executed by one partner—relating lathe firm, business —without authority under seal.—when binding on the other partner's. A sealed contract, executed by one of several partners for the firm, but without authority under seal, if made for the benefit of the firm, and relating to partnership business, is bindinig on all the partners, if they assent thereto, and such assent may be given at the time, or subsequently ; and may be proved by acts and circumstances, or by their verbal declarations and admissions.</p> <p>2. Same—-fixing a stated sum in, as liquidated damages—how regarded. Where a contract contains a provision, fixing a stated sum as liquidated damages, to be paid in event of a breach thereof, the question, whether such stipulated sum is to be regarded merely as a penalty, must, in every case, depend on- its own peculiar and attendant circumstances.</p> <p>3. Same—intention of parties must govern. And, in such case, as in all other cases of contract, the intentiou of the parties must govern as to its construction.</p> <p>4. Same—when sum stipulated will be regarded as a penalty. It is only in cases, where, from the whole contract, it appears that the sum fixed as liquidated damages, was intended by the parties as a penalty merely, as where a specific pecuniary payment is secured by a larger sum, that such fixed sum will be declared a penalty.</p> <p>5. Same—when will be considered as the measure of damages. But where such provision has reference only to uncertain damages, and the facts show that serious damage might have occurred, and to avoid which, the contracting parties, with full knowledge, and in good faith, inserted such stipulation in their contract, the sum thereby fixed, furnishes the only measure of damages.</p>