Taylor Gas Producer Co. v. Wood

Citations

• 119 F. 966
• 1903 U.S. App. LEXIS 5440

Syllabus

<p>1. Corporations—Contracts—Implied Ratification.</p> <p>The board of directors of a corporation which had granted a license under a patent owned by the company, by which the licensee agreed to pay royalty on a minimum number of the patented articles per annum, adopted a resolution appointing a committee to consider amendments to the contract, and providing that the same should be held in abeyance, owing to the doubt as to the validity of the patent and the amount of infringement going on. It also provided that the contract should be modified as agreed upon between the committee and the licensee. The correspondence between the president of the company, as a member of the committee, and the licensee, warranted the submission to the jury of the question whether a modification of the contract with respect to royalties was agreed on. Held, that a ratification of such modification by the directors, which would be binding upon the company, might be implied from their subsequent course of conduct, although no formal ratification was made.</p>