Article: Doe crystal carbolic acid, U.S.P. standard. Price: 7¢ per lb., f.o.b., New York City. Terms: 1% 10 days; 30 days net. Delivery: In such quantities and at such times during the year 1923, that you may select. Fire, strikes, accidents to our works, or to our stock, or change in tariff, or war in, or embargo imposed by, any country from which we obtain said article, or any other contingencies beyond our control, will permit us, at our option, to cancel this contract, or any part thereof. Yours very truly, Doe Chemical Co., Accepted, January 6, 1923, Richard Roe Co., By Richard Roe, President. 'Adapted from Thaddeus Davids Co. v. Hoffman-LaRoche C. Wks. (1917), 178 App. Div. 855, 166 N. Y. Supp. 179. No. 66. Agreement to sell encyclopedia in process of publication." Ship me, as each volume is published, transportation prepaid, one set of Doe's "Corpus Juris," which shall consist of not less than sixty (60) volumes printed on thin paper, and be bound in fabrikoid covers, with russian backs, all of which I agree to buy and pay for, at the rate of five ($5) dollars a volume, as and when each volume is delivered to me. It is agreed, however, that any volumes in excess of sixty (60) volumes (inclusive of index), which may be required to complete the said set, shall be delivered to me, as published, free of all cost, except that of transportation. I, also, agree, upon the delivery to me of the entire set aforementioned, to re-sell and deliver to you one set of Doe's "Encyclopedia of Law & Procedure," consisting of forty (40) volumes, for the sum of one hundred ($100) dollars, which amount, it is agreed, shall be applied in payment of the last twenty volumes of Doe's "Corpus Juris" that I am to pay for. Upon my death, this contract shall forthwith terminate, and my estate shall not be liable thereunder, except for any volumes already delivered, which may then be unpaid for. No representation, or agreement, not herein stated, has been made by any salesman. This contract is not transferable, except by mutual consent, evidenced in writing. Name: Richard Roe. The foregoing offer is hereby accepted, this 5th day of January, 1923. Doe Book Co., 2 Adapted from American Law Book Co. v. Ball (1917), 165 N. Y. Supp. 925, No. 67. Agreement to sell fixtures and good-will of business, with covenants by seller not to engage in, or permit his premises to be occupied for, the same business.3 THIS AGREEMENT, made January 5, 1923, between John Doe, residing at No. 112 Broadway, Borough of Manhattan, New York City (herein called the "Seller"), and Richard Roe, residing at. No. 372 Broadway, Borough of Manhattan, New York City (herein called the "Buyer"), WITNESSETH: WHEREAS, the Seller is the tenant of the store and basement, in the building known as No. 57 Broadway, Borough of Manhattan, New York City, and conducts a shoe business therein, under the name of "The Bootery"; and WHEREAS, the Seller is entitled to the possession and control of said premises until January 5, 1928, under a lease with the owner thereof; and WHEREAS, the Seller desires to retire from the business of conducting said shoe business, not later than March 5, 1923; and WHEREAS, the Buyer is engaged in operating a shoe store at No. 5911⁄2 Broadway, Borough of Manhattan, New York City: NOW, THEREFORE, IT IS HEREBY MUTUALLY AGREED, AS FOLLOWS: 1. That the Seller hereby sells to the Buyer, and the Buyer hereby purchases from the Seller, all his right, title and interest in the good-will of the shoe business conducted by the Seller, under the name of "The Bootery," at No. 572 Broadway, Borough of Manhattan, New York City, together with all his right, title and interest in the chairs, foot-stools, show-cases, shelving, mirrors, linoleum, carpets, office furniture, electric light fixtures, and all other furniture and fixtures, which are used in said business, and which are described in "Schedule A" hereto annexed, and hereby made a part hereof. 2. That the Seller shall deliver the aforesaid tangible property to the Buyer, not later than March 5, 1923; and the Buyer shall remove such property from the premises of the Seller, within five (5) days after receiving written notice of the Seller's readiness to deliver the same; but, pending such removal, the Seller may, without charge, use said property in conducting his said shoe business. 3 Of, Hodge v. Sloan (1887), 107 N, Y. 244, 17 N. E. 335, 1 Am. St, Rep. 244. That the Seller shall, pending the delivery thereof, insure said tangible property, at his own expense, for the benefit of the Buyer, against loss by fire, in the amount of three thousand ($3,000) dollars. 4. That the Seller covenants that he will not, between January 5, 1923, and January 5, 1928, either solely, or jointly with, or as agent for, any person, or persons, corporation, or corporations, directly or indirectly, carry on, engage, or be interested, in any manner, in carrying on, in the building, known as No. 572 Broadway, Borough of Manhattan, New York City, the business of manufacturing, buying or selling, shoes, slippers, boots or any other articles, now sold by the said Buyer, in his store at No. 592 Broadway, Borough of Manhattan, New York City. 5. That the Seller covenants that, in no event, nor under any circumstances whatever, will, or shall, said store and basement in the premises known as No. 572 Broadway, Borough of Manhattan, New York City, or any part thereof, be used, or occupied, during the period beginning January 5, 1923, and ending January 5, 1928, by any person, or persons, corporation, or corporations, for the purpose of manufacturing, buying and selling shoes, slippers, boots, or any other articles, now sold by the said Buyer in his store, at No. 591⁄2 Broadway, New York City. 6. That the Seller shall pay to the Buyer the sum of fifty ($50) dollars as liquidated damages, for each week in which, or during which, any of the covenants contained in paragraphs "4” or "5" hereof is, or shall be, violated, or breached. 7. That the Buyer, as consideration for the foregoing sale and for the performance by the Seller of the foregoing covenants, shall pay to the Seller the sum of five hundred ($500) dollars, upon the execution hereof, and, simultaneously therewith, shall deliver to the Seller, his three promissory notes, drawn to the order of the Seller, which shall be payable, as follows: (a) One note for one thousand ($1,000) dollars, payable February 5, 1923. (b) One note for one thousand ($1,000) dollars, payable March 5, 1923. (c) One note for five hundred ($500) dollars, payable April 5, 1923. 8. That, upon a default in the payment of one of said notes, any and all notes, then remaining unpaid, shall forthwith become due and payable, notwithstanding their tenor. 9. That the making, execution and delivery of this contract has been induced by no representations, statements, or warranties, other than those herein expressly set forth. IN WITNESS WHEREOF, the parties hereto have hereunto set their hands and seals, the day and year first above written. Agreement to sell generator and appliances, containing financial statement by buyer, and covenant to deliver note or trade acceptance for balance of purchase price.* Doe Generator Co. (herein called the "Company"), 112 Broadway. New York City. January 5, 1923. Please ship to me, at Tarrytown, N. Y., via New York Central Railroad, upon the terms and conditions herein set forth, the following generator and appliances, f.o.b., your factory, in New York City, for which I agree to pay to the Company the sum of four hundred ($400) dollars, viz.: GENERATOR: 1 Five hundred (500) pound Doe Generator, Model No. 6. 4 Cf. Fay v. Hill (1918), 249 Fed. Rep. 415, 161 C. C. A. 389; Atlas Shoe Oo.. V. Bechard (1906), 102 Me. 197, 66 Atl. 390, 10 L. R. A. (N. S.), 679. |