is to be paid a commission for having arranged the deal; and that Commodities International is to pay in full for the service three days after the release by the vessel of a signed bill of lading (paras. 21, 22, 23).
The liner note was not signed by the parties to it. There was testimony, however, the liner notes are binding in the industry without signatures.
That section of the note in which the description of the goods to be carried is inserted was also left blank. Apparently, this is not uncommon either. The description of the cargo subject to the liner note was "fixed" in telexes between the parties to the note and the brokers, which telexes were dated December 1 and 2, 1981. These telexes also indicated that the M/V Hellenic Pride would arrive in Camden and be ready to receive the cargo on Sunday, December 6, if the shipper wishes, or else on Monday, December 7, 1981. (Plaintiff's Exhibits 3 and 4.)
H. The Best Laid Plans . . . II
27. The loose soy meal was shipped by Central Soya on or about November 25, 1981, and arrived in Camden on or about December 1. Pietsch arrived in Camden about the same time as the soy meal.
28. In the meantime, Fields arranged for the purchase of polypropylene bags for the soy. An invoice of the St. Louis Bag Company, dated December 1, 1981, names the consignee as "Process Supply Company, c/o Commodities Bagging and Shipping." (Plaintiff's Exhibit 50.) The bags did not arrive in the Camden port until late on December 3.
29. On December 4, 1981, Mr. Mezvinsky entered into a lease with the South Jersey Port Corporation in Camden, which covered space in the port for warehousing and loading the soy, as well as some bagging equipment.
30. In late November 1981, George Lair, a maritime consultant with stevedoring expertise, was contacted by the South Jersey Port Corporation. He met with Fields and agreed to help supervise the loading of the bagged soy onto the vessel. He further agreed to loan the defendants some loading equipment. Mr. Lair seems to have been present at the port from December 4 through December 7. At some point, he helped the defendants obtain additional loading equipment, for which he was given a check by Pietsch. When that check wouldn't clear, he was paid by Charles Henschel, a nephew of Mezvinsky.
31. Bagging of the soy began on December 4. From its inception the bagging operation was disorganized and something of a disaster. Although Pietsch was supposed to be in charge of the bagging, according to Mr. Lair, the lines of command were less than clear. Apparently Pietsch called Fields on December 4 to say that there were problems with labor and the bagging equipment, and Fields, together with his brother, appeared in Camden that day or the next. Also present at various times were Mezvinsky, his partners and his nephew Henschel. Lair stated that all of these people had a role in the bagging.
32. Pietsch seems to have been completely incapable of leading the operation; he was described, and he described himself, as "strung out" and in a panic. The equipment wasn't working, soy dust was blowing all around, creating a potentially dangerous situation, and the Hellenic Pride's arrival was imminent. To compound the problem, the polypropylene bags Fields had purchased were not well suited for the loading operation, according to Lair, in that they would tend to slip off the loading equipment.
33. Fields seems to have left Camden for Chicago on December 5, when the bagging was still in a state of disarray. However, on December 7, there was a conference call between Fields, Pietsch and Mezvinsky, during which it was decided that Pietsch would be relieved of further responsibility for the bagging. Pietsch went home to Iowa. It was decided that Commodities Bagging, Mezvinsky's company, would be in charge of the bagging, starting December 8, with Henschel supervising.
34. On December 6, a Sunday, the M/V Hellenic Pride docked at its appointed berth in Camden at 9:35 A.M. The following morning, at 10:45 A.M., a "notice of readiness" to receive cargo was tendered by the vessel, but the charterers' agent refused to accept the ship.
Earlier, at 8:00 A.M., on December 7, the charterers cancelled their labor for that day; that is, the stevedores who would perform the loading operation were released. (Plaintiff's Exhibits 6 and 8.) As of December 7, approximately 20-25% of the loose soy was in bags and ready to be loaded. (Testimony of Lair, Balzano.)
35. On December 7, Hellenic's port captain asked Lair how long Lair thought it would take for the bagging to be completed. Lair estimated 10 days or more, based on the progress to that point. Lair also communicated his reservations regarding the polypropylene bags. Lair's pessimistic estimates were conveyed to Evans Sismanson, Hellenic's chief executive in New York.
36. According to Henning Isbrandtsen, who was in Sismanson's office on December 7, the latter, when confronted with the less than rosy situation in Camden, attempted to get a report from Pietsch's banker regarding Pietsch's financial strength. The banker was unavailable. Sismanson was inclined on December 7 to have the Hellenic Pride leave Camden immediately, but Isbrandtsen told him it was too soon for the ship's departure.
37. On December 8, no labor was hired for loading of the soy meal onto the Hellenic Pride. (Plaintiff's Exhibit 6.)
38. Also on December 8, Mr. Sismanson received a telegram from Fields. That telegram reads in pertinent part:
1. We are Process Supply Co., Inc.