Clowe v. Imperial Pine Product Co.

Supreme Court of North Carolina

Clowe v. Imperial Pine Product Co.

19 S.E. 153, 114 N.C. 304

CourtSupreme Court of North Carolina

DecidedFebruary 5, 1894

StatusPublished

Cited by6 cases

This text of 19 S.E. 153 (Clowe v. Imperial Pine Product Co.) is published on Counsel Stack Legal Research, covering Supreme Court of North Carolina primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook

Clowe v. Imperial Pine Product Co., 19 S.E. 153, 114 N.C. 304 (N.C. 1894).

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Opinion

MacRae, J.:

The plaintiff relies upon an executed contract and sues for the reasonable value of her services to defendant in boarding for the time stated, two of its employees at the request of its superintendent and general manager. The defendant’s first defence is that the contract, was not reduced to writing under section 683 of The Code (since repealed) and therefore cannot be enforced.

*309 It was lielcl in Curtis v. Piedmont Co., 109 N. C., 401, that this statute was applicable to executory and not executed contracts. And this upon the sound doctrine that the defence of ultra vires will not avail when the contract itself has been in good faith fully performed by the other party, and the corporation has had the full benefit of the contract. 2 Beach Pr. "Cont., section 424.

Upon the second and third grounds of defence that there was no proof that the contract was made on behalf of defendant, nor that, if so made, the general manager had authority to make such contract, we think that in the absence of ¡woof to the contrary in a particular instance, the general scope of the corporate business of a corporation such as defendant would include the board of its employees, and the corporation is always liable on a contract made by its manager arid superintendent within such scope. The testimony clearly pointed to the fact that the service was to he performed for the corporation and not the manager.

Indeed, it seems from the testimony that the only real contention of defendant was as to the value of the services. This-was submitted to a jury; his Honor was asked to charge the jury that plaintiff could not, under the circumstances, recover more than regular prices for hoard by the month, not for transient board.' As no specified time .was agreed upon for which the men were to be taken, and there was testimony of extra services rendered them, it was properly left to the jury to settle the amount the plaintiff was entitled to have, and there is Xo Error.

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MacRae, J.:

The plaintiff relies upon an executed contract and sues for the reasonable value of her services to defendant in boarding for the time stated, two of its employees at the request of its superintendent and general manager. The defendant’s first defence is that the contract, was not reduced to writing under section 683 of The Code (since repealed) and therefore cannot be enforced.

*309 It was lielcl in Curtis v. Piedmont Co., 109 N. C., 401, that this statute was applicable to executory and not executed contracts. And this upon the sound doctrine that the defence of ultra vires will not avail when the contract itself has been in good faith fully performed by the other party, and the corporation has had the full benefit of the contract. 2 Beach Pr. "Cont., section 424.

Upon the second and third grounds of defence that there was no proof that the contract was made on behalf of defendant, nor that, if so made, the general manager had authority to make such contract, we think that in the absence of ¡woof to the contrary in a particular instance, the general scope of the corporate business of a corporation such as defendant would include the board of its employees, and the corporation is always liable on a contract made by its manager arid superintendent within such scope. The testimony clearly pointed to the fact that the service was to he performed for the corporation and not the manager.

Indeed, it seems from the testimony that the only real contention of defendant was as to the value of the services. This-was submitted to a jury; his Honor was asked to charge the jury that plaintiff could not, under the circumstances, recover more than regular prices for hoard by the month, not for transient board.' As no specified time .was agreed upon for which the men were to be taken, and there was testimony of extra services rendered them, it was properly left to the jury to settle the amount the plaintiff was entitled to have, and there is Xo Error.

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Bluebook (online)

19 S.E. 153, 114 N.C. 304, Counsel Stack Legal Research, https://law.counselstack.com/opinion/clowe-v-imperial-pine-product-co-nc-1894.

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