Robinson v. Albert P. Hill Co.
Robinson v. Albert P. Hill Co.
Opinion of the Court
Opinion by
On this bill in equity for discovery and an account the chancellor entered a decree in plaintiff’s favor, from which defendant has appealed.
The controversy grows out of a written agreement of employment, in which plaintiff undertook to serve defendant, which carried on the business of an advertising agency, by procuring contracts for the placing of advertisements by it. Plaintiff’s employment under the agreement was to continue for one year and he was to receive 30 per cent of the gross profits of the business he procured, less in certain instances the executive cost to which the defendant was put in handling it: as to what was termed “business secured on an indefinite open order
The controversy hinges on the application of the words “business secured on an indefinite open order basis” and “business secured on definite term contracts.” Stated in the words of its brief, defendant’s position is that the contracts in question “contained precise, stated and certain terms and conditions concerning all phases of business, and these are undoubtedly the ‘terms’ which are referred to in the appellation ‘definite term contracts’ which is used in a plural sense, in distinction from indefinite open order business, which is used in a singular sense, referring to a kind of business.” Plaintiff’s position is that the words “definite term contracts” mean contracts covering a specified period of time. In short, the issue is: Do the words “term contracts” mean, having a time limit, or having “terms.”
The employment agreement, in the portions of it necessary to be considered, reads: “Third, A distinction is drawn between business secured on an indefinite open-order basis, and business secured on definite term contracts , In the event of my securing definite term contracts with clients, it is understood that my proportion of all of the profits of the business accruing from clients under such contracts during the full term of such contracts, shall be credited to me as the business develops and that I or my heirs are to collect this deferred increment as rapidly as it accumulates on regular monthly settlements, with the following proviso: Should any
It will be noticed that this clause itself, after using the words “definite term contracts” goes on to speak of “the full term of such contracts”; this certainly must mean their duration, but if there were any doubt on this score, it is dispelled when we look at the fifth paragraph of the agreement, which stipulates “where term contracts are secured from clients for one or several years,” thereby defining that term contracts were those for a stipulated time not those of definite terms.
The conclusion reached by the master and the court below was correct.
The decree is affirmed at the cost of appellant.
Case-law data current through December 31, 2025. Source: CourtListener bulk data.