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WILSON v. MELRATH SUPPLY & GASKET CO.

June 26, 1942

WILSON
v.
MELRATH SUPPLY & GASKET CO., Inc., et al.



The opinion of the court was delivered by: BARD

This matter presents a motion to dismiss.

This action is for breach of contract against Melrath Supply & Gasket Co., Inc., and Earle B. Melrath. The motion to dismiss is on behalf of Earle B. Melrath and is based upon the contention that he cannot be deemed to have executed the written contract in question in his individual capacity, but merely as an officer of the defendant corporation. The contract is signed as follows:

 "Earl B. Melrath, President

 Melrath Supply & Gasket Co. Inc.

 and

 Richard H. Melrath, Secretary

 Melrath Supply & Gasket Co. Inc.

 for the Party of the First Part

 and

 W. R. Wilson

 for the Party of the Second Part"

 While it is true that normally the signature of an agent for a disclosed principal will not bind him in his individual capacity, the ultimate question is one of intention, and the entire agreement must be consulted to determine this. In the present case the opening paragraph of the contract reads as follows:

 "Entered into * * * between Earle B. Melrath, his heirs and assigns; The Melrath Supply & Gasket Company, Inc., * * * of which company Earle B. Melrath is accredited authority by virtue of his being the President and principal owner; hereinafter the above mentioned are jointly and severally known and mentioned as the ...


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