Hier v. Odell

Headnote

Withd/rawal of one partner from a fvrm — what notice to former dealers with the firm is sufficient.

Appeal from a judgment in favor of the respondent, entered on the report of a referee, dismissing the plaintiffs complaint.

The action was brought to recover for goods sold and delivered to the firm of Betts & Co. Prior to March 20, 1875, the defendant Odell was á member of that firm. He then sold out and retired, and Prime became a member of the firm. After such dissolution the agent of the plaintiffs, one Clayson, was at the store in Baldwinsville, soliciting an order in behalf of plaintiffs, foi goods. Betts then informed Clayson that Odell had retired, and gave Clayson an order for goods, with notice that Odell had retired. That order was filled by the plaintiffs. After that Betts & Co. gave other orders to the plaintiffs direct, and received goods which were not paid for.

The plaintiffs were prior dealers with the firm, and Clayson did not give the plaintiffs actual notice of the retirement of Odell from the firm, and the plaintiffs had no actual knowledge of such retirement, prior to the accruing of the bills in suit.

The court at General Term said : ■“ The notice which Clayson, the agent of the plaintiffs, received of the retirement of Odell was given while the agent was in the course of his employment engaged for the plaintiffs. The sale then made by the plaintiffs, through their agent Clayson, was to the new firm, of which Odell, the defendant, was not a member.

“Tbe plaintiffs thus derived a notice of the retirement of the defendant Odell, and although Clayson did not actually communicate it to the plaintiffs, they must be held bound by it. The sale made to the new firm, after such notice to Clayson, did not bind Odell who had retired from the firm. (Ingalls v. Morgan, 10 N. Y., 184 , and cases there cited; Horton Com. on Agency, § 178; Theobald on Pr. & Agency, § 140; Page v. Brooks, 18 Ill., 37 ; Sutton v. Dillaye, 3 Barb., 529 ; Lindley on Part [3d ed.], 422; Collyer on Part., § 531; Davis v. Keyes, 38 N. Y., 94 ; President v. Qomien, 37 id., 323.) ”