50 Iowa 367 | Iowa | 1879
The defendants allege that E. B. Sloan, prior to entering into the agreement with plaintiff, expressly told plaintiff that if it had any arrangement to sell otherwise than through their local agents to the Patrons of Husbandry their said machines, or if they had sold or were selling to them, or going to sell to them, he would have nothing to do with their machines; that plaintiff then stated to defendant that it had not received nor made any proposition to the said society, and did not intend to make any arrangement with said Patrons of Husbandry; that at the time said representations were made by plaintiff it had sold and made arrangements to sell and furnish to said society or to its agents a large number of said machines, at greatly reduced prices, and was permitting them to be shipped into and sold in defendants’ said territory by the persons to whom plaintiff sold, and by plaintiff itself, and that these statements and representations were fraudulentlymade, for the purpose of inducing the defendants to enter into said agreement and the employment of the plaintiff thereunder. The written contract entered into between the parties gives the defendants the exclusive right of selling plaintiff’s machines in Cresco, or at the most in Howard county. This letter is not admissible for the purpose of establishing an agreement upon the part of plaintiff not to sell to the Patrons of Husbandry outside of Howard county. It is conclusively presumed that the written contract contains everything that was agreed upon by the parties, and that all prior or contemporaneous colloquies are merged in the contract. But the letter is admissible for the
The direction that the jury should consider the value of the agency' sold to defendant, depending upon the number of machines the defendant could have sold, with reasonable diligence, in view of the sales made by defendant before the breach, the number of sales of the same machines made by others, the number of inhabitants to be supplied, the competition with other machines, and the character of the machine in question, is in conflict with the holding of the majority of this court in
Because of the conflict of the instructions given with the rule recognized in Howe Machine Co. v. Bryson, the judgment is
Reversed.