{
  "id": 5406812,
  "name": "Lanward Publishing Company, Appellee, v. National Association of Stationary Engineers of the United States of America, Appellant",
  "name_abbreviation": "Lanward Publishing Co. v. National Ass'n of Stationary Engineers of the United States",
  "decision_date": "1917-05-29",
  "docket_number": "Gen. No. 22,424",
  "first_page": "625",
  "last_page": "628",
  "citations": [
    {
      "type": "official",
      "cite": "205 Ill. App. 625"
    }
  ],
  "court": {
    "name_abbreviation": "Ill. App. Ct.",
    "id": 8837,
    "name": "Illinois Appellate Court"
  },
  "jurisdiction": {
    "id": 29,
    "name_long": "Illinois",
    "name": "Ill."
  },
  "cites_to": [],
  "analysis": {
    "cardinality": 378,
    "char_count": 7320,
    "ocr_confidence": 0.519,
    "sha256": "b5c648f9ce7437245a9b21c62ab1365c925caac32906c3401be3dd136ad3f394",
    "simhash": "1:97762f078b6f48bf",
    "word_count": 1152
  },
  "last_updated": "2023-07-14T17:46:37.056812+00:00",
  "provenance": {
    "date_added": "2019-08-29",
    "source": "Harvard",
    "batch": "2018"
  },
  "casebody": {
    "judges": [],
    "parties": [
      "Lanward Publishing Company, Appellee, v. National Association of Stationary Engineers of the United States of America, Appellant."
    ],
    "opinions": [
      {
        "text": "Mr. Justice McDonald\ndelivered the opinion of the court.\nThe Lanward Publishing Company (plaintiff below), recovered a judgment against defendant for $6,039.89 in an action for the reasonable value of certain advertising contracts, to reverse which this appeal is prosecuted.\nOn January 27,1904, the parties hereto entered into a written contract by the terms of which plaintiff agreed to publish and distribute monthly to defendant\u2019s members a periodical known as the National Engineer, this being the official organ of the defendant association. Plaintiff was to be compensated therefor out of funds derived from the sale of advertising space m said publication, twenty-five per cent, of the gross proceeds of which was to be turned over to the defend ant as its share thereof; each party having the right to terminate said contract on December 31, 1909, pm vided it gave the other one year\u2019s notice of its election to do so, in which event the contract provided, \u201cwhatever outstanding assets there may be under the control of the parties hereto shall be distributed in an equitable and just manner to the party or parties entitled thereto.\u201d\nOn December 15, 1908, defendant notified plaintiff of its election to abrogate said contract effective December 31, 1909, and subsequently placed the publication of the National Engineer in other hands. When the publishing agreement came to a close, it was found that a great number of the advertising contracts procured by plaintiff were still in force.\nThe question presented for determination on this appeal is, Do the advertising contracts just referred to constitute part of the \u201coutstanding assets\u201d within the meaning of the aforementioned provision of the publishing contract?\nDefendant contends that the term \u201coutstanding assets\u201d does not include the advertising contracts in question, and in support thereof directs our attention to the following clause in the publishing contract, which it contends' limits and defines the term \u201coutstanding assets:\u2019 \u2019\n\u201cIt is further agreed by the said parties of the said first and second part that a committee of two be chosen by each of the parties herein, to adjust all claims and profits arising from and out of any business transactions by the parties herein, for and in behalf of said publication, which may remain due and unpaid at the expiration of this agreement.\u201d\nIt is argued that the terms \u201coutstanding assets * * * .to be distributed,\u201d and \u201cclaims and profits * * * due and unpaid\u201d refer to and include precisely the same subject-matter, and that the latter expressly limits the adjustment to be made by the committee thereinabove provided for, to \u201cclaims and profits * * * which may remain due and unpaid at the expiration of this (the publishing) agreement.\u201d Underlying this contention is the theory of defendant, that the unexpired portions of these advertising contracts were neither claims or profits due, nor claims or profits unpaid. Obviously defendant construes the term \u201cdue and unpaid\u201d to mean due and payable.\nThe legal meaning of the term \u201cdue,\u201d as defined by the Century Dictionary, is: \u201cOwing, irrespective of whether the time of payment has arrived; presently payable; already matured.\u201d It will therefore be seen that the expression \u201cdue and unpaid\u201d does not necessarily mean due and payable. To so restrict its meaning would be to render nugatory the preceding clause of the publishing contract so far as it relates to outstanding assets not payable at the time of the termination of the publishing contract. Such a construction would militate against the well-settled rule that a contract should be construed as a whole and effect given to every part thereof if possible. Applying this rule to the contract now under consideration, we are impelled to the conclusion that the term \u201cdue and unpaid,\u201d as hereinabove used, refers to the claims arising out of the outstanding unexpired advertising-contracts in question which at the time of the termination of the publishing contract were due and unpaid, but not then payable.\nThere can be no question that during the life of the said publishing contract plaintiff had an interest in the moneys realized from the publication of advertisements thereunder. Clearly, therefore, the advertising-contracts were assets; and if they were assets during-the life of the publishing agreement, they were not transmuted by its cancellation. Nor does defendant suggest any other classification for them.\nBoth defendant and plaintiff lay claim of exclusive ownership to these contracts, and our attention is directed to various circumstances which each considers as tending to bear out its assertion.\nIn our opinion, neither party had the sole ownership of these contracts to the exclusion of the other, but both jointly owned and had control of them. They therefore constituted \u201coutstanding assets * * * under the control of the parties hereto.\u201d\nThe court therefore properly entered the judgment complained of.\nFinding no reversible error in the record, the judgment will be affirmed.\nAffirmed.",
        "type": "majority",
        "author": "Mr. Justice McDonald"
      }
    ],
    "attorneys": [
      "Dunne & Murphy, for appellant; Francis O\u2019Shaughnessy, of counsel.",
      "Moses, Rosenthal & Kennedy, for appellee."
    ],
    "corrections": "",
    "head_matter": "Lanward Publishing Company, Appellee, v. National Association of Stationary Engineers of the United States of America, Appellant.\nGen. No. 22,424.\n1. Contbacts, \u00a7 224 \u2014how term, \u201cdue and unpaid\u201d in provision in publishing contract for division of proceeds from sale of space construed. Where a publishing contract under which the parties are to divide the proceeds from the sale of advertising space provides that on its termination a committee chosen by the parties to adjust the claims and profits arising from and out of any business transactions by the parties, for and in behalf of the publication, which may remain \u201cdue and unpaid\u201d at the expiration of the agreement, the term \u201cdue and unpaid\u201d includes claims arising out of outstanding unexpired advertising, contracts which, at the time of tire termination of the publishing contract, were due and unpaid, but not then payable, and cannot be limited to such parts of those contracts as are due and payable at that time, where the latter construction would render ineffective a preceding clause of the publishing contract providing that the outstanding assets shall be distributed equitably between the parties on its termination.\n2. Contbacts, \u00a7 224*\u2014what constitute \u201coutstanding assets\u201d within publishing contract for distribution of proceeds on its termination. In an action to recover on a contract providing for the distribution between the parties of the proceeds of the sale of advertising space in a publication, certain contracts for advertising space outstanding and unexpired at the termination of the publishing contracts, held to be jointly owned by the parties to the publishing contract and to constitute \u201coutstanding assets\u201d within the meaning of a provision in the latter contract for the distribution of \u201coutstanding assets\u201d on its termination.\nAppeal from the Municipal Court of Chicago; the Hon. James C. Mast\u00edn, Judge, presiding. Heard in the Branch Appellate Court at the March term, 1916.\nAffirmed.\nOpinion filed May 29, 1917.\nCertiorari denied by Supreme Court (making opinion final).\nDunne & Murphy, for appellant; Francis O\u2019Shaughnessy, of counsel.\nMoses, Rosenthal & Kennedy, for appellee.\nSee Illinois Notes Digest, Vols, XI to XV. and Cumulative Quarterly, same topic and section number."
  },
  "file_name": "0625-01",
  "first_page_order": 653,
  "last_page_order": 656
}