Fisk Rubber Co. v. Muller
Fisk Rubber Co. v. Muller
Opinion of the Court
delivered the opinion of the Court:
We fully agree with the learned trial justice that these two agreements must be considered as one contract. Each alludes to the other, and the second supplements the first. “Reading the two papers together,” said the trial justice, “it is clear that the object of both was the guaranty to the Fisk Rubber Company of the indebtedness which might accrue from the said supply company in the future, by sales made by the former to the latter company. Both papers expressly state that the plaintiff and her husband are sureties for the said supply company; and the liability which the second paper was made to protect was the liability of the plaintiff as surety under the first part of the contract.” The real question for determination, therefore, is whether this contract is to be controlled by the laws of the District of Columbia.
“The general principle is that a contract is to be governed
Tested by the foregoing rule it is apparent that the contention that the rights of the parties in the contract under consideration are to be determined by the laws of Massachusetts is a mere afterthought. Nowhere in this contract does the word “Massachusetts” appear, and the mere fact that the first of the two parts of the contract was sent to Massachusetts for the signature of the appellant is of no consequence. The contract was to be performed here. By its terms the supply company was made appellant’s agent in this District, and nowhere else. There was but one place where a default in payment could occur, and that was here. This was fully recognized by the parties, since the stock put up by appellee under the surety-ship part of the contract was held here by the trustees, and it was here, in case of a default, that the sale of that stock was to take place. In short, there is not a line in the contract, nor .a circumstance surrounding the transaction, to indicate that
The suretyship agreement, so far as it affected appellee, was clearly obnoxious to sec. 1155 of the Code [31 Stat. at L. 1374, chap. 854], which declares “that no married woman shall have power to make any contract as surety or guarantor, or as accommodation drawer, acceptor, maker, or indorser.” Waters v. Pearson, 39 App. D. C. 10.
The decree must therefore be affirmed, with costs.
Affirmed.
Reference
- Full Case Name
- FISK RUBBER COMPANY v. MULLER
- Cited By
- 2 cases
- Status
- Published
- Syllabus
- Conflict of Laws; Contracts; Principal and Surety; Indemnity Contracts; Suretyship; Married Women. 1. Where each of two written agreements refers to the other, and one sup plements the other, they must be considered and read together as one contract. 2. It is a general principle that a contract is to be governed by the law with a view to which it was made, and this is a question of intention, to be deduced, when not expressly declared, from the place, terms, character, and purposes of the transaction. (Croissant v. Umpire State Realty Co. 29 App. D. C. 538.) 3. A contract of suretyship contained in an agreement whereby the principal obligor was appointed an agent in the District of Columbia to sell goods on consignment for the obligee, a nonresident corporation, is governed by the law of the District in the absence of any circumstance to show that it was made with reference to the law of any other jurisdiction, and it is immaterial that the obligee signed the agreement in the State where it had its principal place of business. 4. A married woman’s contract to indemnify another and save him harmless from the default of one whom the latter appointed his agent is void under see. ÍÍ55, D. C. Code [31 Stat. at L. 1374, chap. 854J, declaring that no married woman shall have power to make any contract as surety or guarantor. (Citing Waters v. Pearson, 39 App. D. C. 10.)