This section contains the nature of the case and procedural background.

D was the local agent in Detroit for the Rutgers Fire-Insurance Company. D was eventually appointed general agent for the State of Michigan, under a written contract. The term of the appointment and the contract was five years from March 1, 1898. D worked under the appointment until about March 1, 1899, continuing his local agency for the same company. By the contract, he was to render an account to the company monthly 'on or before the 20th, and forward to said Rutgers Fire-Insurance Company a check to balance within 60 days of the close of each month.' Defendant, Jones, rendered statements of account as required by the contract, showing balances aggregating $1,464.01, but failed to make remittance to the company. On the 20th day of December, 1898, the Globe Fire-Insurance Company and the Rutgers Fire-Insurance Company, both corporations of the State of New York, were consolidated and merged into P. All the assets of each merging company were transferred to P. P was to succeed to all the obligations and liabilities of the merging corporations, or either of them, and shall be held liable to pay and discharge all such debts and liabilities in the same manner as if they had been incurred or contracted by it. D learned that the merger had transpired and had ceased forwarding balances to Rutgers in October 1898. In May 1899, P offered D a job, but D declined. P sued D for the balances D had failed to send, plus interest. The circuit judge ruled that the consolidation of the companies was a breach of the contract and that D was entitled to recover damages therefor to the amount of P's claim against him for its money, which he had withheld. P appealed.

The legal issues presented in this case will be displayed here.

The court's holding and decision will be displayed here.

Legal analysis from Dean's Law Dictionary will be displayed here.