Appeal from the Circuit Court of LaSalle county; the Hon.
LEONARD HOFFMAN, Judge, presiding. Affirmed in part; reversed in
part and remanded with directions.
PRESIDING JUSTICE WRIGHT DELIVERED THE OPINION OF THE COURT.
The plaintiff, Anthony Company, in September, 1944, was and for some time prior thereto, had been engaged in the manufacture and sale of industrial and farm equipment and machinery in the City of Streator, Illinois. The defendant, W.D. Johnson, was at that time engaged in the business of selling farm machinery.
In the month of September, 1944, an oral agreement was entered into between the plaintiff and defendant whereby plaintiff was to manufacture certain steel wagon boxes designed by the defendant and defendant was to sell them to dealers on a commission basis. No date was fixed for the expiration or termination of this agreement or arrangement.
Defendant sold wagon boxes, farm truck bodies and other farm equipment and received a ten per cent commission on the wagon boxes and farm truck bodies sold and a five per cent commission on other farm equipment sold by him until the early spring of 1945 when the plaintiff informed the defendant that they desired a contract in writing that would more definitely clarify the relationship and duties of the plaintiff and defendant.
Thereafter, a series of conferences were held between plaintiff and defendant concerning the terms of the proposed written contract including commissions to be paid. The contract was finally entered into and signed by the parties on May 1, 1945, and provided as follows:
Mr. William D. Johnson, or Johnson Farm Equipment Company, Streator, Illinois.
In order to arrive at a closer understanding of your business connection with this company in the role of soliciting sales and making distribution of Farm Equipment manufactured and to be manufactured by the Anthony Company, and to make for a closer relationship between us, and more especially of tieing your implement dealers into an organization for the post-war competitive market, following provisions and conditions would be acceptable to us.
1. You be in charge of sales franchise distribution of such farm equipment as we produce.
2. Salesmen and District Managers suggested by you shall have the approval of the General Sales Manager of the Company. They shall be employed by the Company on such a basis as may comply with Company policy.
3. Your territory shall be the Central Midwestern States, principally the Corn Belt, including Illinois, Iowa, Indiana, Nebraska, Minnesota, Wisconsin, Michigan and Northern Missouri.
4. An exclusive agreement in the nature of a franchise shall be entered into whenever possible, with one dealer (larger Cities excepted) rated as the most progressive and best adapted for a stated prescribed territory. This agreement shall be subject to our approval, and shall cover farm equipment items manufactured by us exclusively.
5. At the present time the following constitutes the Farm Equipment Line referred to, which however may be added to from time to time:
(a) Flared Grain Tank (steel or wood).
(b) All Purpose Wagon Body (steel or wood).
(c) Running Gears for Wagon Bodies; ...