Baldwin v. Egan

Hamilton Circuit Court

Baldwin v. Egan

11 Ohio C.C. (n.s.) 584, 1908 Ohio Misc. LEXIS 255

DecidedDecember 5, 1908

StatusPublished

This text of 11 Ohio C.C. (n.s.) 584 (Baldwin v. Egan) is published on Counsel Stack Legal Research, covering Hamilton Circuit Court primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook

Baldwin v. Egan, 11 Ohio C.C. (n.s.) 584, 1908 Ohio Misc. LEXIS 255 (Ohio Super. Ct. 1908).

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Opinion

The contract of February 16, 1893, although referring to the purchase of -the real estate by the .pronoun 1 ‘ I ” is signed by “The Egan Company. Thos. P. Egan, Pres’t,” and is therefore the contract of the company..

The agreement to pay $30,000 in stock of the J. A. Fay & Egan Company for the real estate and the agreement to repurchase the stock on or before ten years from date at $45,000 constituted one indivisible contract, and was assumed by the J. A. Fay & Egan Company when it purchased the business — assumed and agreed to pay the debts and liabilities-of the Egan Company.

The contract could not, although ultra vires, be rescinded without a tender and ultimate reconveyance of the real estate.

The necessities of the company justified the retention of the' real estate, and a compromise of the pending suits to recover •the $45,000 on return of the stock, and in the absence of fraud and bad faith the judgment will be affirmed.

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The contract of February 16, 1893, although referring to the purchase of -the real estate by the .pronoun 1 ‘ I ” is signed by “The Egan Company. Thos. P. Egan, Pres’t,” and is therefore the contract of the company..

The agreement to pay $30,000 in stock of the J. A. Fay & Egan Company for the real estate and the agreement to repurchase the stock on or before ten years from date at $45,000 constituted one indivisible contract, and was assumed by the J. A. Fay & Egan Company when it purchased the business — assumed and agreed to pay the debts and liabilities-of the Egan Company.

The contract could not, although ultra vires, be rescinded without a tender and ultimate reconveyance of the real estate.

The necessities of the company justified the retention of the' real estate, and a compromise of the pending suits to recover •the $45,000 on return of the stock, and in the absence of fraud and bad faith the judgment will be affirmed.

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Bluebook (online)

11 Ohio C.C. (n.s.) 584, 1908 Ohio Misc. LEXIS 255, Counsel Stack Legal Research, https://law.counselstack.com/opinion/baldwin-v-egan-ohcircthamilton-1908.