The Brattleboro daily reformer. (Brattleboro, Vt.) 1913-1955, 1915-07-08
Defendants i'm Overall Case
Would Give Evidence on
Rutland Contract
COUNSEL FOR BOTH
SIDES FILE BRIEFS
orator Argues that Agreement Did Not
Allow Defendants to Act in Unlaw-
full Way-Defendants Say Rule of
Damages Used Was Wrong.

ful Way-Defendants Say Rule of
Damages Used Was Wrong.
Both the orator and the defendants
IN the overall case of the Hooker.
Corser Mitchell Co. of Brattleboro
against James F. Hooker, William IL
Corser and Charles ID. Whitaker of
schenectady, n. Y, have filed briefs as
directed by the supreme court on the
appeal of both parties from the final
decree at Newfane April 10, 1915. on
the report of Special Master NJ. G.
Webber of Rutland on the question of
damages. By July 81 the parties are
to file supplemental briefs in replv
to those just filed, and the supreme
court will render a decision at the
October term.
The master found that the orator
company was damaged by the entice-
nenc OF It's servants and the use of its
trade lists and the lists of its customers
IN the sum of $4,000 and practically
$4,000 more in other wavs. Several
grounds of appeal are named bv both
parties, but the principal one is that
OF the defendants, who state that +he
chancellor IN county court in overrul-
ing their motion to amend their plead
lngs committed such a manifest abuse
or discretion as to make it reviewable
by the supreme court.
The purpose of this motion TO amend
is to open up the case by getting be-
fore the court evidence as to the Rut
land contract of May %, 1909, which
was an agreement by w. II. Proctor on
the one hand and his partners on the
other hand, who are now the defendants
IN this suit, whereby his partners were
to name figure at which they would
sell their stock to Mr.. Proctor or would
buy his stock, as Mr.. Proctor might
elect. As is well known, Mr.. Proctor
bought the stock and the defendants
lstarted competing business in Sehe-
nectady. The agreement recited that
ilt was made Sin order to settle the
differences of the Hooker. Corser &
Mitchell Co. and all differences be-
tween the shareholders thereof, and TO
lput stop to the litigation now pend
ing
we have a contract made to settle
lcertain differences say the defend
ants in their brief. Esand end certain
litigation. As to what these differences
are, and how they are to be settled.
the contract is silent. These must be
matters in the understanding of the
Iparties. The orator offers Testimony
as to what IT, represented by its pres
ident, Proctor, understood upon these
matters; the rights of the parties under
the agreement; how it was to operate.
etc. But when the defendants under
take TO introduce evidence of like
character, showing their understanding,
it is excluded. The orator has been al
lowed to place a particular construction
upon the language of the contract. The
defendants have been denied that
fright. y
The Talk at Rutland.
The defendants claim that there was
talk at Rutland before the contract was
signed, which showed conclusively that
it was intended by the parties that the
defendants should be allowed to 90 in
to the overall business at Schenectady
or elsewhere and could employ such
help as they could find, whether already
employed by the Hooker, Corser &
Mitchell Co. or not, that they were to
market their products wherever and to
Iwhomsoever they could, and that all
claims of every kind of one party in
the suit against the others for or on oc-
casion of the doing in the past or
future of any of the things charged in
the suit were to be ended and waived.
In support of this claim they have af-
fidavits by Attorneys J. G. Sargent of
Ludlow and w. b. G. Stickney of Rut-
land, who acted for the defendants at
the time of making the contract, stat
ing that such was the understanding.
The defendants claim that by reason
of this contract the orator is estopped
from bringing any suit for damages
The orator contends that even if
those claims We're true, ''yet all that
cannot be construed as contemplating
that the defendants were to use unlaw-
full and improper means to accomplish
the ends. This suit is not on the
theory that the defendants did not have
the right to employ persons who had
been in the employ of the Brattleboro
company, nor that the defendants did
not have the right to sell goods of sim
liar make, to customers who had for
merly purchased of the Brattleboro
company The complaint is that they
violated trust by planning and schem-
ing and commencing to carry out the
plan while they were directors and
managers of the Brattleboro company.
There can be no implication in eth
er Stickney's or Sargent's affidavit
that the defendants were to be permit
ted to act in any other than a lawful
way
Further the orator says: ''The efforts
of the defendants to get a reeonsidera-
tion of this evidence are futile for the
reason that the subjects which it would