{
  "id": 3342298,
  "name": "The Central Guarantee Company, Appellant, v. Fourth and Central Trust Company, Appellee",
  "name_abbreviation": "Central Guarantee Co. v. Fourth & Central Trust Co.",
  "decision_date": "1927-03-14",
  "docket_number": "Gen. No. 31,491",
  "first_page": "61",
  "last_page": "66",
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      "cite": "244 Ill. App. 61"
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    "name_abbreviation": "Ill. App. Ct.",
    "id": 8837,
    "name": "Illinois Appellate Court"
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  "jurisdiction": {
    "id": 29,
    "name_long": "Illinois",
    "name": "Ill."
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    {
      "cite": "234 Ill. App. 444",
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  "last_updated": "2023-07-14T19:23:28.054403+00:00",
  "provenance": {
    "date_added": "2019-08-29",
    "source": "Harvard",
    "batch": "2018"
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  "casebody": {
    "judges": [],
    "parties": [
      "The Central Guarantee Company, Appellant, v. Fourth and Central Trust Company, Appellee."
    ],
    "opinions": [
      {
        "text": "Mr. Presiding Justice McSurely\ndelivered the opinion of the court.\nThis is an appeal by plaintiff from an adverse judgment entered upon a verdict directed by the trial court.\nPlaintiff sought to recover $600 with interest, said to be the balance due on an alleged contract in writing under which defendant agreed to pay plaintiff $200 a year for five years for an annual bank directory. The writing is as follows:\n\u201cCentral Guarantee Company\nFifth Avenue Building \"New York City, N. Y.\nCity of Cincinnati, 0. 1919\nSept. 15/19\nPlease send to our address for 5 years\nThe Merchants\u2019 Bank Directory for which we will pay the sum of $200.00 Dollars per year on receipt of the first copy following date of contract, and annually thereafter.\nThe Central Trust Company,\nCincinnati, Ohio.\nName H. P. Colville,\nAJda^ss..........Y. P...........\nSubscription commences Jan. 1/1920\nSubscription ends Jan. 1/1925\nIncluding name of bank in Merchants Bank Directory, names of officers, capital, surplus and undivided profits and deposits. This bank to have sole representation in this city in Merchants Bank Directory Subject to cancellation at end of 1st year\nT. Starr.\u201d\nOn January 3,1920, a copy of the directory was sent to the defendant and $200 was paid by it to plaintiff. January 7, 1921, a copy for the year 1921 was sent to defendant, and on March 3, 1921, it inclosed its check for $200, with a letter to plaintiff as follows:\n\u2018 \u2018 Gentlemen:\u2014\n\u201cWe are herewith enclosing you our check for $200 being in payment of the Merchants Bank Directory from January 1st, 1921, to January 1st, 1922.\n\u201cWe now desire to inform you thalHwe wish to cancel this contract, as we find that this*service is of no use to us whatever.\n\u201cVery trufV flours,\n\u00a3%>P. Colville,\n\u2018 Vi\u00a7e President. \u2019 *\nPlaintiff claims it is entitled to $200 for each of the years 1922, 1923 and 1924.\nDefendant argues that the^ writing is a unilateral contract, void for want of mutuality, and says that this was the view of the trial court, which directed a verdict for defendant. In Alexander Hamilton Institute v. Jones, 234 Ill. App. 444, we had occasion to consider a somewhat similar contract and held that it was unilateral; that it contained an offer by the defendant to make periodical payments and that plaintiff had not undertaken nor promised to do anything. We held that in writings of this sort tfyef\u00c9Eeree (plaintiff) may be bound in either of three wajUj^fl) by the offeree engaging, in a reasonable time, to \u25a0reform the contract; (2) by beginning such performance in a way which would bind him to complete it; and (3) by actual performance. We approved of what was said in Williston on Contracts, vol. I, p. 100, \u00a7 60, as follows: \u201cAfter the offeree has begun to perform under such an offer he may unquestionably stop performance halfway if he concludes that after all he does not care to enter into the contract, and if the offerer also may not revoke at that time he is bound by a promise for which he has not received, and may never receive, the consideration requested, since the whole transaction is still optional with the offeree.\u201d\nThis is squarely applicable to the writing before us. The only undertaking and promise is made by the defendant. There is no obligation to perform on the part of plaintiff.\nA witness for plaintiff testified that she mailed a letter to the defendant, dated September 18, 1919, which referred t<? the alleged contract and contained the words, \u201cWe hereby accept and thank you for same.\u201d There was no evidence that this letter was received by or brought to th^ attention of the defendant. Objection to an alleged copy of this letter was overruled. No proper foundation was laid for the introduction of such secondary evidence. Furthermore, Williston on Contracts, p. 146, \u00a7 83, states that a contract may be completed *by n\u00edailing a letter of acceptance when the offerer has authorized or indicated that acceptance may be made in this way. The record before us is entirely silent on this point.\nPlaintiff insists, however, that a letter .of acceptance is not necessary to bind the parties, but in view of what we have said, we conclude that, in the absence of some of the legal modes of acceptance on the part of the offeree, the writing is merely a unilateral offer by the defendant \u2022\nWe also^re of the opinion that, even considered as a bilateralSontract, the defendant properly exercised its option to cancel it. It is subject to \u201ccancellation at end of 1st year.\u201d The subscription commenced January 1, 1920. On March 3, 1821, defendant wrote plaintiff canceling it, and inclosing $200 in payment for the directory for the year 1921. In Farmers\u2019 & Mechanics\u2019 Nat. Bank v. Central Guaranty Co. (Tex. Civ. App.), 241 S. W. 600, in construing a like contract it was held that the cancellation must be made on or before the last day of the term, but the court had in mind that the directory for that year was already \u201coff the press, completely bound and ready for distribution,\u201d and apparently was of the opinion that it would be a hardship, after the plaintiff in that case had completed the volume, to permit the defendant to cancel the contract after the period of limitation had passed. That feature is not in \"the present case.\nThe phrase \u201cat the end of\u201d or \u201cat the expiration of\u201d does not always necessarily imply that action must take place on the day of expiration in order to be a literal compliance with the contract. The word \u201cat\u201d is not invariably used to denote a fixed and definite time. It sometimes may be used to mean \u201cabout\u201d or \u201cafter.\u201d Magoffin v. Holt, 1 Duv. (62 Ky.) 95. In Rogers v. Burr, 97 Ga. 10, it was held that the phrase \u201cat the expiration of three years,\u201d when a subscriber to stock should elect whether he would keep it, was equivalent to meaning \u201cafter,\u201d and that the subscriber was not required to give the notice immediately on the expiration of the three years, but could do so within a reasonable time thereafter. In Davidson v. Crump Mfg. Co., 99 Mich. 501, the words \u201cat the end of this term\u201d were construed to give a reasonable time after the expiration of the term. In Annan v. Baker, 49 N. H. 161, the words \u201cat the end of one year\u201d were construed as meaning \u201cafter\u201d the expiration of the year.\nWhen one undertakes to pay a note or do a certain thing \u201cat\u201d a certain definite date, the word undoubtedly means on the date named and not after-wards; but in the present circumstances where it made no difference to plaintiff whether defendant exercised the right of cancellation on or before December 31, 1920, or in March, 1921, we hold the cancellation to be within the provisions of the contract. We would have a different question to determine had plaintiff not received payment for the directory for 1921.\nThe record justifies the peremptory instruction to the jury, and the judgment is affirmed.\nAffirmed.\nMatchett and Johnston, JJ., concur.",
        "type": "majority",
        "author": "Mr. Presiding Justice McSurely"
      }
    ],
    "attorneys": [
      "Moss & King, for appellant; Bertram H. Montgomery, of counsel.",
      "Kirkland, Patterson & Fleming, for appellee; Allan W. Cook, of counsel."
    ],
    "corrections": "",
    "head_matter": "The Central Guarantee Company, Appellant, v. Fourth and Central Trust Company, Appellee.\nGen. No. 31,491.\nHeard in the first division of this court for the first district at the October term, 1926.\nOpinion filed March 14, 1927.\nMoss & King, for appellant; Bertram H. Montgomery, of counsel.\nKirkland, Patterson & Fleming, for appellee; Allan W. Cook, of counsel."
  },
  "file_name": "0061-01",
  "first_page_order": 95,
  "last_page_order": 100
}