Commercial Law Cases (Volume 1) (Paperback)

This historic book may have numerous typos and missing text. Purchasers can usually download a free scanned copy of the original book (without typos) from the publisher. Not indexed. Not illustrated. 1921 edition. Excerpt: ...the old concern. Meanwhile the successors to the old business must not, without express agreement, so use the old firm name as to convey the idea that the retiring individuals are still connected with it. This rule was originally put on the ground that thereby pecuniary liability might fall upon the retiring partner, but other grounds of equal importance support it--such, for example, that his reputation may suffer by reason of inferiority of goods or dishonorable business conduct, to which he is thereby made ostensibly a party. There are, of course, multitudinous varieties of firm names to which the foregoing rule is not applicable, as where some arbitrary or fancy name is used, which does not naturally describe any individual; where the name or names of individuals have continued to be used after their death, so that the name does not designate any existing individual, and has practically become an artificial one, designating nothing but the establishment. In such cases the right of succession to the business and good will usually carries the exclusive right to use the old firm name, but they are not applicable to the situation in the instant case. Johnston, Fogg, and Vanderslice composed the firm of Johnston & Company, engaged in the business of running a saw mill. Johnston gave public notice that he would no longer be bound by any contracts made on account of the firm without his consent. Thereafter, Fogg, without Johnston's consent, gave notes in settlement of firm accounts. Johnston contends that he is not liable on them, as Dutton, the holder, had notice of Johnston's refusal to be bound. Held, that a majority of the partners may bind a dissenting partner within the scope of the partnership business. Goldthwaite, J....