New Britain herald., 1916-06-15
NEW HAVEN REPLIES
 ID MELLEN'S ACTION
Says Secretary of Road Lacked
 Authority to Sign Contract

New Haven, June 15.-The New Haven railroad has filed an answer in the supreme court to the suit of Charles S. Mellen, it's former presi- dent, to recover $168,222 under contract made in 1913 by which he was to get $3O,00O a year for five years for services and the company was to pay his legal expenses in any civil or criminal proceeding growing out of his acts while president The railroad contends that MT. Mellen agreed to waive the salary and that as he was compelled to obtain legal services because of his illegal acts while president of the road the de- fendant cannot be held liable for the payment.
 The railroad company admits that the agreement on which Mellen sued was signed by him and Arthur E. Clark, secretary of the New Haven, on July IS. 1913, but says that Clark was without legal authority to bind the road and the contract is null. The answer then states that if the court holds that the contract is .alid the defendant denies that Mellen per formed any services under the con- tract for which he sues for $30,000 for three years of the term stated in the contract.
 Says Contract Was Changed.
 As a separate defence the New Ha- ven contends that by mutual consent of the parties the "contract was shortly after it was made duly modi- fled in that the provision for the rem dition of services at payment of $30-
  ed and the plaintiff duly waived his compensation," as shown by letters attached to the answer. The defen- dant says:
 "The defendant, in accordance with such modification of the alleged con- ract and relying on he fact as here inbefore stated that the alleged con- tract was modified, never called upon the plaintiff. as it might have done, for the benefit of his services in any capacity, advisory or otherwise, or ! of his information regarding the af- fairs of the defendant company, or l of his advice to the defendant in the | premises"
 The New Haven contends further l that the compensation agreed upon | twas pure gratuity from the defen- dant to the plaintiff for his past ser vices and partly as g. consideration | for the plaintiffs resigning as presi- ., dent of the defendant company, 1 whereas the defendants directors had full power to call for his resignation without payment and the contract therefore was unlawful and not binding."
 Concerning the s78,222 claimed by the plaintiff under the agreement to pay his legal expenses. the New Ha- ven says that MT. Mellen demanded | only $75, 900 before the suit was brought It is alleged that the sum demanded represents an obligation of the plaintiff incurred in connection with illegal acts of the plaintiff while he was president of the defendant and that some part of the sum or all of it is demanded in pay ment for services rendered on account of illegal acts and not in behalf of the defendant and the defendant could not bind itself to pay for such services
 MelIen's Letter is Produced.
 Attached to the answer is a let ter from MT. Mellen to New Haven directors dated October 20. 1913. in which he says:
 "Gentlemen: Upon mature ref1ec- ion I have decided I will not accept |, the compensation agreed to be paid Q nc under the contract, the con- -ract to remain in full force and ef- feet in all other respects"
 An extract from the minutes of he directors meeting on October 22, 1913, states that it was voted that MT. Mellen's letter be spread on the