7. The right and power to enforce this agreement, when the same shall have become binding, operative and effective, is hereby vested exclusively in the Bank, which alone shall have the right to enforce the payment of the obligations assumed hereunder by the Undersigned.

8. If any of the Undersigned shall fail to complete his or their respective payments, when called upon by the Bank, as herein provided, it shall be optional with the Bank to proceed to collect the amount remaining due, or to forfeit all payments heretofore made. hereunder by the party, or parties, in default, as fixed, specified and liquidated damages, and to deprive the parties so in default of the right of any participation whatsoever in this agreement, or in the benefits to be derived therefrom.

9. It is hereby expressly understood and agreed that the Promoters shall have, and are hereby given, the exclusive right, at their option, at any time before any call shall have been made. hereunder, to substitute for the Bank a trust company of the City of New York, satisfactory to such Promoters; and, in the event of such substitution, notice thereof shall be given to the Undersigned, and such substitution shall have the same force and effect as though such trust company had been originally mentioned and designated in this agreement, in lieu and place of the Bank herein specified; and, in that event, all of the obligations of the Undersigned, created by this agreement, shall inure, run to and be in favor of the trust company so substituted.

10. If, for any reason, whether before or after this agreement shall have become binding, operative and effective, the Promoters shall determine to abandon said project and the organization of the Corporation, and shall so declare to the Bank, then this agreement, in all its parts, including the obligation to deliver said preferred stock, or any of said common stock, shall be and become forthwith null and void.

11. For convenience, this agreement shall be deemed to have been made as of January 5, 1923. Separate copies of this agreement may be executed, with the same force and effect as if all the signatures to said separate copies were appended to one original agreement.

IN WITNESS WHEREOF, The Doe Trust Co. has hereunto set its hand, by its President thereunto duly authorized, and has caused

its corporate seal to be affixed, attested by its Secretary, and the Undersigned have hereunto set their hands and seals, as of the day and year first above written.

I hereby agree to purchase fifty (50) shares of the seven per cent (7%) preferred stock of the Roe Products Co. (par value one hundred [$100] dollars each), and agree to pay you therefor the sum of one hundred ($100) dollars per share, as follows:

Twenty-five hundred ($2,500) dollars herewith; and

Five hundred ($500) dollars on the fifth day of each month hereafter, until the entire amount shall have been paid to 'you. I agree, as follows:

(a) That punctuality in making the said payments shall be of the essence of this contract; and

Cf. Galbraith v. McDonaold (1913), 123 Minn. 208, 143 N. W. 353, L. R. A. 1915 A, 464, Ann. Cas. 1915 A, 420.

(b) That such shares shall be issued, delivered and belong to me, only, after the final payment hereunder shall have been made; and

(c) That the only agreements, inducements, representations and. statements upon which I make this agreement are embodied herein; and

(d) That this contract shall be subject to your acceptance.
Name: Henry Koe,

Address: No. 111⁄2 Main Street,
Town: Peekskill,

State: New York.

I hereby subscribe for fifty (50) shares of the seven per cent (7%) preferred stock of the Doe Products Co., Inc. (par value one hundred [$100] dollars each), at the price of one hundred ($100) dollars a share, and send you herewith my check for such amount: in payment thereof.

Accepted:

Doe Products Co., Inc.,

By John Doe,

President.

Name: Richard Roe,
Address: 1112 Main Street,
Town: Peekskill,

State: New York.

28 Cf. Instone v. Frankfort Bridge Co. (1812), 5 Ky. 576.

No. 93.

Agreement with corporation to purchase its stock on installment plan.20

Doe Products Co., Inc.,

No. 111⁄2 Broadway,
New York City.

Gentlemen:

New York City, January 5, 1923.

I hereby subscribe for fifty (50) shares of your common stock, at one hundred ($100) dollars per share, and send you herewith my check to your order for twenty-five hundred ($2,500) dollars on account thereof; and I agree to pay the balance of twenty-five hundred ($2,500) dollars within thirty (30) days from this date.

I agree:

(a) That the certificates for such shares of stock shall be delivered to me, only when the full purchase price shall have been paid to you;

(b) That I shall not be entitled to receive any dividends, until the full purchase price shall have been paid by me; and

(c) That this subscription is given only upon the representations contained in the printed literature issued by you, and that neither any representation not contained therein, nor any collateral agreement of any nature whatsoever, shall be binding upon you.

Accepted:

Doe Products Co., Inc.,

By Richard Doe,

President.

Name: Henry Koe,
Street: No. 37

Broadway,

City: New York City.

Cf. Rochester & K. F. Land Co. (1899), 158 N. Y. 576, 53 N. E. 507, 47 L. R. A. 246.

I hereby subscribe for fifty (50) shares of the common stock of Doe Products Co., Inc., of the par value of one hundred ($100) dollars, and agree to pay you therefor the sum of one hundred ($100) dollars per share.

I hereby pay, on account thereof, the sum of twenty-five hundred ($2,500) dollars, by check, to the order of Doe Products Co., Inc., and agree to pay the balance of twenty-five hundred ($2,500) dollars, in installments of five hundred ($500) dollars each, on the tenth day of each month hereafter.

It is mutually agreed, as follows:

(a) In the event of my failure punctually to make any of the payments aforesaid, this contract shall, at the option of the Doe Products Co., Inc., cease and determine, by the Doe Products Co., Inc., giving me thirty (30) days' notice in writing of its intention to exercise such option, which notice shall be mailed to me, at my address as stated below; and, in such event, the Doe Products Co., Inc., shall retain all payments made by me hereunder, in full satisfaction and liquidation of the damages sustained by it, as a result of my failure punctually to make any of the aforesaid payments.

(b) That all and the only agreements, covenants, inducements, promises, representations and statements, upon which I enter into this agreement, are embodied herein.

(c) That the Doe Products Co., Inc., shall have the right to reject all, or any portion, of this subscription, if the terms thereof do not meet with its approval.

(d) That the Doe Products Co., Inc., shall assume no responsibility for any payments made by me, if the following rule is not adhered to by me: that I shall demand and receive from the representative of the Doe Products Co., Inc., to whom this agreement 2o Cf. Lowville & B. R. R. Co. v. Elliott (1909), 196 N. Y. 545, 89 N. E. 1104.

20