On appeal from the District Court of the First Judicial District of the county of Monmouth.
For the defendant-appellant, Benjamin B. Smith.
For the plaintiff-appellee, Harry R. Cooper.
Before Justices Parker, Lloyd and Perskie.
The opinion of the court was delivered by
PERSKIE, J. This appeal brings up for review a judgment rendered in favor of the plaintiff-appellee and against the defendant-appellant.
The facts contained in the agreed state of case disclose that an action was brought against the appellant by the appellee, to recover the sum of $226.20 upon a subscription agreement. Under this agreement, the appellant subscribed for certain advertising material to be furnished by the appellee. The agreement provided that the appellant was to pay the sum of $4.35 per lot for each of fifty-two weekly lots to be billed and payable in twelve equal consecutive monthly installments, beginning ten days from the date of shipment. The agreement contained, in addition, the following clause: "If not paid as due, the entire balance shall become due and payable." This agreement was signed by Isaac S. Pack, who the testimony disclosed was the president of the Peerless Service Laundry, Incorporated, a New Jersey corporation.
At the trial the court below permitted the appellee to amend the summons and complaint so as to read "Peerless Service Laundry, Incorporated," a body corporate, in place of "Peerless Service Laundry," as appeared in the original summons and complaint. Appellant objected to this. At the close of the testimony the trial judge entered a judgment in favor of the appellee and against the appellant, Peerless Service Laundry, Incorporated.
Appellant has filed a notice of appeal setting forth nine points with which it is dissatisfied with the determination and direction of the trial judge. In the brief filed with this court, only three of these points are treated. We therefore consider the other points as abandoned. Sargeant Bros. v. Brancati, 107 N.J.L. 184.
Appellant's first objection is that appellee is a foreign corporation, and therefore not authorized to transact business in this state. This objection is answered by the decision of the Court of Errors and Appeals in the case of Wood & Selick, Inc., v. American Grocery Co., 96 N.J.L. 218, in which Mr. Justice Minturn held (at p. 220):
"In harmony with this basic doctrine are the adjudications in this state that when an order is signed by the vendee in this state, and then transmitted to the foreign corporation in another state, for acceptance or rejection, and is there accepted, the contract by such act is consummated in the foreign state. Slaytor Jennings Co. v. Paper Box Co., 69 N.J.L. 214; Faxon v. Lovett Co., 60 Id. 128; Bell Telephone Co. v. Galen Hall, supra; Low v. Davy, 83 N.J.L. 540; Falaenau v. Reliance Steel Foundry, 74 N.J. Eq. 325."
We are of the opinion that it was open to the District Court judge to find that the contract between the parties was finally consummated at Chicago, Illinois, where the contract was forwarded in order to receive the approval of the home office of the appellee. Inasmuch as the agreement signed by the appellant in this state was nothing more than an offer, until it received the approval required at Chicago, it cannot be said that the contract was consummated in this state. The signing of the subscription alone cannot ...