an honest mistake.53 A mere belief on the part of a claimant that he has a claim, without any facts on which such belief may be founded, is not sufficient.54 The presumption of knowledge of the law cannot be availed of in order to show that a person asserting a claim had knowledge of its invalidity.55 Where the claim is asserted by one party in good faith the compromise is valid, although the other party assents to it with knowledge that the claim is without right.56. Questions of law and fact. Whether the claim was asserted in good faith, or was fairly and de was 57 with him. In other words, 'it is suf- 652. a was 53. Dovale v. Ackerman, 11 Misc. 245, 33 NYS 13 [aff 2 App. Div. 404, 37 NYS 959]. 54. Harris v. Cassady, 107 Ind. 158, 8 NE 29; Warey v. Forst, 102 Ind. 205, 26 NE 87. 55. Smith v. Richards, 29 Conn. 232, 239 (where the court said: "For some purposes, it is true, a man can not plead ignorance of the law, especially as an excuse for not doing what the law requires of him, or for doing what it forbids. But nothing can be further from the truth than that this maxim is applicable in all cases. If so, what becomes of bona fide compromises, settlements and amicable arangements, the very object of which is to avoid the uncertainty of the law, when perhaps there is no uncertainty as to facts? It could never be endured that bona fide arrangements of this kind should be held to be of no validity'"'). See [21] (5) Reality. According to some authoriities a claim is sufficient to support a compromise thereof if it is real as distinguished from fictitious or vexatious and is honestly and in good faith asserted,59 and the reality of the claim must be measured, not by the state of the law as it is ultimately discovered to be,60 but by the state of the knowledge of the person who at the time has to judge and make the concession.61 In other words, a claim is honest if the claimant does not know that the fraud upon him by such settle- | 330, 85 NE Progressive 57. Ryan V. 58. Worcester Loom 59. Blount v. Wheeler, 199 Mass. Kennedy v. Welch, 196 Mass. 592, 83 etc., R. Co., 4 De G. M. & G. 356, 53 V. "The only elements necessary to a valid agreement of compromise are the reality of the claim made and the bona fides of the compromise." Grandin v. Grandin, supra. 56. Heath Lumber 270, Potlatch V. Co., 18 Ida. 42. 108 P 343, 27 LRANS 707; Dailey V. King, 79 Mich. 568, 44 NW 959. Beran v. Tradesmen's Nat. Bank, 137 N. Y. 450, 459, 33 NE 593 [rev 18 NYS 567] (where an assignee of an interest in a cause of action then pending endeavored to recover from defendant in that action for settling the litigation without his knowledge, etc., the court, in recognizing the right of a person to buy his peace without recognizing the right or validity of the claim asserted, said: "The possibility that a person may thereafter choose to pay money to another to rid himself of a then existing litigation with an insolvent opponent and not by way of acknowledgment of any real and valid demand, is not so far the subject of an assignment by the party to whom the money may possibly be paid as to render a payment to such person wrongful after knowledge on the part of the person making the payment that such assignment had been executed"). [a] Reason for rule.-"The law favors the settlement of controversies without litigation, when the compromise itself is not affected by fraud, undue advantage, or duress. And when a party, as in this case, knows that the other is asserting a claim without right, but prefers to settle such claim rather than go to law, and does so understandingly, and upon equal terms with the other as to capacity, financial and otherwise, to litigate, if he so desires, and there is no deception in obtaining the settlement, and such contract of settlement is performed or nearly performed, as in this case, with deliberation, and not of necessity, I do not think it is the duty of the courts, or the policy of the law or of equity, to set aside such settlement on the ground of no consideration, and open up the re lief which the defrauded party might have secured before he waived "In dealing with a compromise, accom [a] "The only elements necessary to a valid agreement of compromise are the reality of the claim made and the bona fides of the compromise." Per Trenchard, J., in Trenton St. R. Co. v. Lawlor, 74 N. J. Eq. 828, 832, 71 A 234, 74 A 668. 477, 17 LRANS 1036; Kennedy v. Welch, 196 Mass. 592, 83 NE 11; Prout v. Pittsfield Fire Dist., 154 Mass. 450, 28 NE 679; Cobb v. Arnold, 8 Metc. (Mass.) 403; v. Heald. 78 Worcester Loom Co. N. J. L. 172, 72 A 421; Grandin v. Grandin, 49 N. J. L. 508, 9 A 756. 60 AmR 642; Clark v. Turnbull, 47 N. J. L. 265, 54 AmR 157; Callisher v. Bischoffsheim, L. R. 5 Q. B. 449; Miles v. New Zealand Alford Est. Co., 32 Ch. D. 266; Matter of Mid land Union, etc., R. Co., 4 De G. M. & G. 350, 53 Eng. Ch. 279, 43 Reprint 545; Ockford v. Barelli, 25 L. T. Rep. N. S. 504; Trigge v. Laval497; Brandon Electric Light Co. v. lee, 15 Moore P. C. 270, 15 Reprint Brandon, 22 Man, 500. [a] Reason for rule.-"The reality of the claim which is given up must be measured, not by the state of the law as it is ultimately discovered to be, but by the state of the knowledge of the person who at the time has to judge and make the concession. Otherwise you would have to try the whole cause to know if the man had a right to compromise it, and with regard to questions of law it is obvious you could never, safely compromise a question of law at all." Miles v. New Zealand Alford Est. Co., 32 Ch. D. 266, 291 (per Bowen, T. J.). [b] Discussion of rule. "I think [b] Necessity of cause of action. 60. Blount v. Wheeler, 199 Mass. V. 61. Blount v. Wheeler, 199 Mass. 330, 85 NE 477, 17 LRANS 1036; Miles v. New Zealand Alford Est. Co., 32 Ch. D. 266; Matter of Midland Union, etc., R. Co., 4 De G. M. & G. 356, 53 EngCh 279, 43 Reprint 545; Underwood v. Cox, 26 Ont. L. 303, 308, 3 OntWN 765, 21 OntWR 472, 757. 4 DomLR 66. "It is not unusual for a compro 63 his claim is a mere nothing,62 or if he is not aware of facts showing that his claim is a bad one, which he knows are unknown to the other party.6 Thus if both parties know all the facts and with knowledge of those facts obtain a compromise, it cannot be said to be dishonest.& 64 [22] c. Illegal Claims.65 It is well settled that the compromise of an illegal claim out of which no cause of action can arise in favor of the person asserting it is not sufficient consideration to support the compromise agreement.66 A dispute as to facts establishing the illegality of a claim may, however, be compromised in the same manner as other disputes.67 [23] d. Forbearance to Appeal. An agreement not to appeal or prosecute a writ of error from a judgment is a sufficient consideration to support an agreement to compromise a claim against the judgment debtor, if a right of appeal exists, or if there are sufficient grounds for a belief in its existence.68 [24] 3. Adequacy. Although the want of consideration for a compromise may be inquired into, the adequacy thereof cannot be,69 and a compromise made in good faith will not be set aside for mere inadequacy of consideration.70 In recognition of this rule the court will not inquire into the adequacy or inadequacy of the consideration for a family agreement or settlement, but it is enough to support the agreement that there was a doubtful question and a compromise fairly and deliberately made." By statute in some jurisdictions it is provided that no action shall be maintained on a demand settled by a creditor or his attorney intrusted to collect it, in full discharge thereof, by the receipt of money or other valuable consideration however small.72 III. FORM AND EXECUTION [§ 25] A. In General. In the absence of statutory requirement no particular form of agreement mise to be effected on the ground i tion Co. v. Buckman, 150 Cal. 159, | Everingham v. Meighan, 55 Wis. 354. that the party making it has a 164, 88 P 708, 119 AmSR 164, 9 LRA chance of succeeding in it; and, if NS 568, 11 AnnCas 609. he bona fide believes he has a fair chance of success, he has a reasonable ground for suing, and his forbearance to sue will constitute a good consideration." Underwood v. Cox, supra. 62. Miles v. New Zealand Alford Est. Co., 32 Ch. D. 266. 63. Miles v. New Zealand Alford Est. Co., 32 Ch. D. 266. "A contract executed in consideration of a previous illegal one or in compromise of differences growing out of it, is like that whereon it rests illegal and incapable of being enforced.' Tompkins v. Compton, 93 Ga. 520, 525, 21 SE 79 [quot Bishop Contr. § 488]. "If based on contracts and conveyances found to have been made un 64. Miles v. New Zealand Alford der conditions rendering them inEst. Co., 32 Ch. D. 266. 65. Cross references: Contract growing out of previous illegal contract generally see Contracts [9 Cyc 562]. Fees illegally withheld by clerk of court see Clerks of Courts § 47. 66. Cal.-Union Collection Co. v. Buckman, 150 Cal. 159, 163, 119 Am SR 164, 9 LRANS 568, 11 AnnCas 609 [cit Cyc]. D. C.-Holtzman v. Linton, 27 App. 241. Ga.-Tompkins v. Compton, 93 Ga. 520, 21 SE 79. See Tyson v. Woodruff, 108 Ga. 368, 373, 33 SE 981 (where the court said: "It is also true that it does not necessarily follow that the settlement of every contract can be enforced. A new note. for instance, given in settlement of an illegal contract between the parties, can not be enforced. A note given for a gambling debt, where there is no dispute between the parties as to its real consideration, can never be enforced, it matters not how many renewal notes are given extending the time of payment"). valid, a subsequent compromise 13 NW 269. (4) An account stated for intoxicating liquor sold without a license in violation of law is illegal and void. Melchoir v. McCarty, 31 Wis. 252, 11 AmR 605. Contract based on illegal consideration generally see Contracts [9 Cyc 465 et seq]. 67. Gray v. U. S. Savings, etc.. Co., 116 Ky. 967, 77 SW 200, 25 KyL 1120. 68. U. S.-Bofinger v. Tuyes, 120 U. S. 198, 7 SCt 529, 30 L. ed. 649; McSweeney Packing Co. v. Beshlin, 211 Fed. 922, 128 CCA 300. Colo.-Russell v. Daniels, 5 Colo. A. 224, 37 P 726. Ill. Miller v. Hawker, 66 Ill. 185. Iowa. Mills County v. Burlington, etc., R. Co., 47 Iowa 66. Kan.-Walrath v. Walrath, 27 Kan. 395; Clay v. Hoysradt, 8 Kan. 74. Nebr.-Gering v. School Dist. No. 28, 76 Nebr. 219, 107 NW 250. N. J.-Clark v. Turnbull, 47 N. J. L. 265, 54 AmR 157. N. Y.-St Mark's Church v. Teed, 120 N. Y. 583, 24 NE 1014; Graham v. Meyer, 99 N. Y. 611, 1 NE 143. Pa. Baldwin v. Jeffries, 2 Del. Co. 221. Tex.- Bedford v. Simono, (Civ. A.) 79 SW 97. Vt.-Bellows v. Sowles, 55 Vt. 391, 45 AmR 291. Wis.-Hewett v. Currier, 63 Wis. 386, 23 NW 884. Eng.-Buck v. Fawcett, 3 P. Wms. 242, 24 Reprint 1046. [a] For example (1) where in contemplation of an illegal scheme to consolidate two corporations and for the purpose of carrying it into effect some of the stockholders in one corporation sell their stock to some of those in the other, and are to be paid therefor in part by a transfer of stock of the consolidated company when such company shall be formed, the sale is tainted with the element of illegality on the part of the sellers as well as the buyers, and if the consolidated company is not formed, and never issues any stock, and, because the buyers are thereby unable to deliver the stock, they execute to the sellers their notes or bonds promising to pay a sum of money in lieu of making a delivery of the stock, these notes are tainted with the illegality which attached to the contract of sale, and for that reason are not collectable, the legal principle applicable being that, where both parties to an illegal contract are to share in the fruits thereof, and the contract fails to bear some of the anticipated fruits, an undertaking by way of compromise of one of the parties to compensate the other for his disappointment is illegal and therefore void. Tompkins v. Compton, 93 Ga. 520, 21 SE 79. (2) Where furniture was sold with knowledge that it was to be used in a house of prostitution, and the sale was therefore illegal, an "Whatever may be the law as to agreement to pay in weekly installcases involving no question of ille- ments made in compromise of an acgality, it is very clear that the rule tion brought on the notes originally contended for by plaintiff as to the given for the purchase price is also effect of a compromise of an action tainted with illegality. Reed can have no application where the Brewer, (Tex. Civ. A.) 36 SW 99. claim involved therein was wholly (3) A contract made in settlement of based upon an unlawful, as dis- a speculative contract for the future tinguished from a merely insuffi- delivery of grain is invalid where cient, consideration." Union Collec- the original contract was unlawful. 574. Ill.-Pyle v. Murphy, 180 Ill. A. 18. Iowa. Tucker v. Ronk, 43 Iowa 80; Keefe v. Vogle, 36 Iowa 87. Me.-Read v. Hitchings, 71 Me. 590. Mass.-Kennedy V. Welch, 196 Mass. 592, 83 NE 11. Mo.-Bick v. Seal, 45 Mo. A. 475. N. H.-Kidder v. Blake, 45 N. H. 530. Tex.-Reed v. Brewer, (Civ: A.) SW 99. 36 Wis.-Everingham v. Meighan, 55 Wis. 354, 13 NW 269; Melchoir v. McCarty, 31 Wis. 252, 11 AmR 605. V. 69. Kiefer Oil, etc., Co. v. MeDougal, 229 Fed. 933, 144 CCA 215, AnnCas1916D 343; Creutz v. Heil, 89 Ky. 429, 12 SW 926, 11 KyL 652; Massey v. W. R. Pickering Lumber Co., 136 La. 688, 691, 67 S 552 [cit Cyc]; Bowers Hydraulic Dredging Co. v. Hess, 71 N. J. L. 327, 60 A 362, 264. 70. See infra § 52. 71. U. S.-Burnes v. Burnes, 137 Fed. 781, 70 CCA 357 [certiorari den 199 U. S. 605, 26 SCt 746, 50 L. ed. 330]; Bunel v. O'Day, 125 Fed. 303. Ga. Smith v. Smith, 36 Ga. 184, 91 AmD 761. Tenn.-Owen v. Hancock, 1 Head 563. Vt.-Bellows v. Sowles, 55 Vt. 391, 45 AmR 621. Eng. Persse v. Persse, 7 Cl. & F. 279, 7 Reprint 1073; Naylor v. Winch, 1 Sim. & St. 555, 1 EngCh 555, 57 Reprint 219. 72. See statutory provisions; and Pomeroy v. Prescott, 106 Me. 401, 76 A 898, 138 AmSR 347, 21 AnnCas It is essential to the validity of a compromise.73 [26] B. Writing. A compromise agreement need not be in writing75 unless it is so required by specific statutes,76 or the case is one within the statute of frauds." Court rules requiring agreements or consents, with regard to proceedings in a cause, to be in writing have been held inapplicable to agreements of settlement.78 [27] C. Signature. If the transmission is within the statute of frauds, the agreement must be signed in accordance with its requirements.79 An agree IV. CONSTRUCTION 86 85 [31] Agreements of compromise are subject to generally, the primary object being to arrive at the rules of construction applicable to contracts and effectuate the intention of the parties, which, or see Frauds, 73. Antoine v. Smith, 40 La. Ann. I ment). Compare Majors v. Majors, 560, 4 S 321 (where it was held 92 Nebr. 473, 138 NW 574 (holding that an instrument could not be re- compromise of partnership matters jected as not evidencing a comproincluding interests in realty not mise because it did not contain the within statute of frauds). formal Statute words "for preventing of frauds Statute of [20 Cyc 147]. putting an end to a lawsuit"). 74. McCoy v. Milbury, 87 N. J. L. Parol partition see Frauds, Statute 697, 94 A 621. See Russell of [20 Cyc 224]. V. Lamberts, 14 Ida. 284, 94 P 54, LRA 1915B 20 (holding that an agreement entered into "in order to avoid complications" indicates its purpose with sufficient clearness). 75. Cal.-B. & W. Engineering Co. v. Beam, 23 Cal. A. 164, 137 P 624. Ga.-Boswell v. Gillen, 131 Ga. 310, 311, 62 SE 187 [cit Cyc]. Nebr.-Boyce v. Berger, 11 Nebr. 399, 9 NW 545. Y.-Chemical V. N. Nat. Bank Kohner, 85 N. Y. 189; Merritt v. Seacord, 1 HowPr 95. S. D.-Miles v. Arp, 9 S. D. 625, 70 NW 1050. See Shubert v. Rosenberger, 204 Fed. 934, 123 CCA 256, 45 LRANS 1062 (holding certain letters between an attorney and his clients not to operate as a written contract of settlement of an account for services); Laprade v. Fitchburg, etc., R. Co., 205 Mass. 77, 90 NE 982 (where the evidence was held to authorize the jury to find that an agreement between parties settling a cause of action had not been reduced to writing); Reid v. St. Louis, etc., R. Co., (Mo.) 187 SW 15 (where a settlement was held established without aid of written release). 76. See statutory provisions; and Norton v. Clayton Hardware Co., 149 Ala. 248, 43 S 185; Linnan v. Linnan, 131 La. 535, 59 S 981. [a] In Louisiana (1) a contract of compromise for preventing or putting an end to a lawsuit must be reduced to writing. Rev. Civ. Code (1900) § 3071; Lampkins v. Vicksburg, etc., R. Co., 42 La. Ann. 997, 8 S 530; Antoine v. Smith, 40 La. Ann. 560, 4 S 321; Orr v. Hamilton, 36 La. Ann. 790. (2) It is otherwise, however, if there is no difference to be adjusted, but merely a set-off and extinguishment of mutual claims. Upton v. Adeline Sugar Factory Co., 109 La. 670, 33 S 725. (3) Compromises containing performance covenants of future must be in writing signed by both parties. Francois v. Madison Blanche Realty Co., 134 La. 215, 63 S 880, AnnCas1916B 451. 77. Knepper v. Eggiman, 177 Ind. 56, 97 NE 161 (holding that family settlements relating to real estate must be in writing); Neale V. Neale, 1 Keen 672, 15 EngCh 672, 48 Reprint 466 (sustaining family agreement as to land followed by occupancy in accordance with, agree Settlement of boundary dispute by parol see Boundaries §§ 175-179. 78. Boswell v. Gillen, 131 Ga. 310, 62 SE 187; Smith v. Bach, 82 App. Div. 608, 81 NYS 1057; Paul Armstrong Co. v. Majestic Motion Picture Co., 157 NYS 252. But see Locher v. Rice, 8 Pa. Dist. 404 (holding that an agreement to compromise an action before a justice will not be sustained unless in writing and signed by the party). 79. Cotulla v. Barlow, (Tex. Civ. A.) 115 SW 294. 80. Wallace v. Boston El. R. Co., 194 Mass. 328, 80 NE 461 (holding that by filing the agreement the party indicated his assets and desire to have it ratified by the judgment of the court). 81. Modification of contract under seal by parol generally see Contracts [9 Cyc 596]. 82. Norris v. Norris, 85 App. Div. 113, 83 NYS 77. 83. Robinson V. Singerly Pulp, etc., Co., 110 Md. 382, 72 A 828. 84. Laprade v. Fitchburg, etc., R. Co., 205 Mass. 77, 90 NE 982. 85. Laprade v. Fitchburg, etc., R. Co., 205 Mass. 77, 90 NE 982. 86. McIsaac v. McMurray, 77 N. H. 466, 93 A 115, LRA1916B 769. Construction of contracts generally see Contracts [9 Cyc 577]. 87. U. S.-Orman v. North Alabama Assets Co., 204 Fed. 289; Owensboro v. Westinghouse, 165 Fed. 385, 91 CCA 335; Gallice v. Crilly, 143 Fed. 178 [aff 148 Fed. 835, 78 ССА 525]. Colo.-Rio Grande Southern R. Co. v. Colorado Fuel, etc., Co., 41 Colo. 3, 91 P 1114. Ill.-Miltimore v. Ferry, 171 Ill. 219, 49 NE 219 [aff 64 111. A. 557]. Ky.-Kentucky River Lumber Co. v. Moore-Whipple Lumber Co., 69 SW 704, 24 KyL 587. La.-Edison Electric Co. v. New Orleans, 130 La. 693, 58 S 512. Md. Ocean City Pier, etc., Co. v. Ayres, 120 Md. 168, 87 A 668. Mich.-Lamb v. Lamb, 161 Mich. 80, 125 NW 722. Mo.-Sconce V. George Surmeyer Lumber Co., 258 Mo. 616, 167 SW 997. N. H.-McIsaac v. McMurray, 77 N. H. 466, 93 A 115, LRA1916B 769. N. Y.-Matter of Stowell, 172 App. Div. 684, 159 NYS 84; Sweeny v. Kellogg, 90 App. Div. 604, 85 NYS 683. N. C.-Byers v. Southern Express Co., 165 N. C. 542, 81 SE 741. Vt.-Hooker v. Hooker, 88 Vt. 335, 92 A 443... 87 "The interpretation of a contract of compromise or settlement of disputed claims is not so peculiar and anomalous as to require the court to disregard the intention of the parties and give it a significance never contemplated by them. The fact that courts may look upon such contracts with some degree of favor or commendation is not of much legal evidentiary force in the judicial work in accordance of construing them with the intention of the parties, as ascertainable from competent evidence. If their purpose is to settle and compromise one matter in dispute between them, and that purpose is admitted or ascertained in a legitimate manner, their written contract, which by justifiable mistake embraces other matters in dispute, ought not in equity to be allowed to have that unconscionable effect. 'A compromise will not include existing matters which the parties did not intend to settle.' Hunt Acc. & Sat., § 92. The mere fact that compromise contracts are sometimes said to be regarded with favor by the courts does not invest them with any peculiar sanctity, nor give rise to new rules and principles in their interpretation and enforcement, either at law or in equity. It is the intention of the parties, when properly ascertained, that furnishes the test by which their contractual rights and liabilities are to be determined, whether the transaction is called a sale, an executory agreement, or a compromise." McIsaac v. McMurray, 77 N. H. 466, 472, 93 A 115, LRA1916B 769. "Deeds of compromise of ascertained specific questions [will not be construed] so as to deprive any party thereto of any right not then in dispute and not in contemplation by any of the parties to such deed." Cloutte v. Storey, [1911] 1 Ch. 18, 34.. [a] Illustrations.-(1) Where an agreement to compromise a claim required payment of the amount agreed on now, the parties having made an agreement in a city where neither resided, the word "now" meant that defendants should remit by due course of mail on their return home. Shubert v. Rosenberger, 204 Fed. 934, 123 CCA 256, 45 LRANS 1062. (2) Where, after complainant had obtained a personal judgment against a corporation on certain notes secured by mortgage afterward foreclosed, a settlement with reference. to other attached property was arrived at and a conveyance thereof made to release the property, such settlement did not constitute a satisfaction of the original judgment against the corporation. Orman v. North Alabama Assets Co., 204 Fed. 289. (3) An agreement between plaintiff and defendant to "relinquish and cancel all book accounts, contracts, and demands existing between said parties" must be construed asa settlement of all mutual accounts. 90 when the agreement is in writing, is to be determined from the writing itself,88 construed in the light of the circumstances surrounding its execution,89 and not from previous statements, understandings, or agreements." The courts will endeavor to harmonize all parts of the agreement and to give it effect as a whole,91 and in the absence of any showing to the contrary its language will be presumed to have been used advisedly and in its usual and ordinary acceptation.92 Where the agreement is susceptible of two meanings, that which will uphold it will be adopted.93 The construction is usually adopted, other things being equal, which is most beneficial to the promisee." 94 Particular words and clauses in a contract take precedence of general ones which they restrict and limit, when that appears from the whole instrument to be the intention of the parties. If the compromise is evidenced by two contemporaneous agreements, interrelated by their express terms, the two agreements should be read as one.96 Where the language of the V. OPERATION AND EFFECT [32] A. Status of Compromise Agreements tlement of disputed claims and will sustain such Generally. The law favors the compromise and set a Kentucky River Lumber Co. V. Moore-Whipple Lumber Co., 69 SW 704, 24 KyL 587. (4) Where an act of compromise refers to a suit involving state and municipal taxes. and city authorities agree to abide by the decision of the trial court and take no appeal therefrom, they do not thereby relinquish the tax. Edison Electric Co. v. New Orleans, 130 La. 693, 58 S 512. (5) Where carrier failing to deliver a casket in time for a funeral paid the shipper its value, taking a receipt "in full payment for one coffin," this did not defeat a recovery for damages from the delay, including damages for mental anguish. Byers v. Southern Express Co., 165 N. C. 542, 81 SE 741. (6) The fact that the payment of corporate funds for services rendered the directors individually was entered on the company's book does not impute knowledge of such payments to a stockholder so as to include such payment in the settlement of a suit by the stockholder for other acts of the directors. Hooker Hooker, 88 Vt. 335, 92 A 443. V. 88. Ill-Miltimore v. Ferry, 171 Ill. 219, 49 NE 219 [aff 64 Ill. A. 557]. Kan. Meriwether v. Howe, 72 Kan. 645, 82 P 723. V. N. Y.-Warnier Boessneck, 5 App. Div. 240, 39 NYS 141 [aff 159 N. Y. 538 mem, 53 NE 1133 mem]. N. C.-Farmer v. Barnes, 56 N. Č. 109. S. C.-Ex p. Felder, 61 S. C. 523, 39 SE 737. 89. Spaulding v. American Wood Board Co., 26 App. Div. 237, 50 NYS 23; Deserres v. Brault, 37 Can, S. C. 613, 26 CanLTOccNotes 848. 90. Miltimore v. Ferry, 171 Ill. 219, 49 NE 219 [aff 64 Ill. A. 557]. 91. Grimes v. Barndollar, 58 Colo. 421, 148 P 256; Dotson v. Patterson, 160 Ky. 18, 169 SW 497; Spofford v. Pearsall, 138 N. Y. 57, 33 NE 834 [aff 18 NYS 73]; Ex p. Felder, 61 S. C. 523, 39 SE 737. [a] Entire agreement to be considered.-In interpreting a compromise agreement all provisions of the agreement may be considered, and if it shall be found on such examination that the interpretation claimed is repugnant to the scheme of the settlement and to other parts of the instrument, and is opposed to the paramount intention as disclosed by the arrangement as a whole, then the court is to seek an interpretation which shall reconcile the particular, clause with such general purpose. Spofford v. Pearsall, 138 N. Y. 57, 33 NE 834 [aff 18 NYS 73]. 92. Southern R. Co. v. Dalton Tel. Co., 145 Ga. 189, 88 SE 940; Middleton v. Stone, 163 Ky. 571, 174 SW 6; Wall v. Fitger Brewing Co., (Minn.) 158 NW 789; Blake v. Kansas City Southern R. Co., 38 Tex. Civ. A. 337, 85 SW 430. [a] Illustrations.-(1) The phrase, by way of "compromise of all the matters in controversy in this suft," imports a settlement by compromise of the entire subject matter of the litigation. Blake V. Kansas City Southern R. Co., 38 Tex. Civ. A. 337, 85 SW 430. (2) Where an action was settled by payment by defendant of an agreed sum and an agreement of defendant to pay costs, this included all costs, not merely such as might have been entered if the case had proceeded to trial and resulted in verdict for plaintiff. Southern R. Co. v. Dalton Tel. Co., 145 Ga. 189, 88 SE 940 (holding that legal fees of witnesses summoned by plaintiff formed costs part of covered by agreement, notwithstanding Civ. Code [1910] §§ 5990, 5992, allowing costs only for witnesses examined). (3) A provision of a compromise agreement that plaintiff might pay off the balance of a loan at any time before maturity with accrued interest "computed as aforesaid" is not intended to change the interest rate in case of such payment from eight per cent as provided in the original contract to three hundred and twenty dollars a year as provided for in a previous paragraph of the compromise agreement in case the balance is paid in installments, and not before maturity. Wall v. Fitger Brewing Co., (Minn.) 158 NW 789. (4) An agreed order of settlement, entered Nov. 11, 1911, reciting that all matters between the parties and all matters of account were settled, covers rent for 1911. Middleton v. Stone, 163 Ky. 571, 174 SW 6. 93. Torrey v. Cannon, 171 N. C. 519, 88 SE 768. [a] Illustration.Where plaintiff and defendant in an action contracted for the payment by defendant to plaintiff of one hundred dollars in cash and ten dollars a week, in consideration of plaintiff's taking a nonsuit, the agreement to become void if defendant should fail to comply, defendant could not avoid liability by failing to perform after the payment of the one hundred dollars and two weekly installments, on the ground that his failure rendered the contract void. Torrey v. Cannon, 171 N. C. 519, 88 SE 768. 94. Torrey v. Cannon, 171 N. C. 519, 88 SE 768. V. 95. Wallace v. Homestead Co., 117 Iowa 348, 90 NW 835; Sconce George Surmeyer Lumber Co., 258 Mo. 616, 167 SW 997. [a] For example, in construing a contract settling "all suits, matters in controversy, differences, and claims of every character between the parties," the rule of ejusdem generis may be applied, and the general words will be limited by particular words following. Wallace v. Homestead Co., 117 Iowa 348, 90 NW 835. 96. Dyer v. Muhlenberg County, 117 Fed. 586, 54 CCA 172. 97. Security Nat. Bank v. St. Croix Power Co., 126 Wis. 370, 105 NW 914. 98. Mosby v. U. S., 194 Fed. 346, 116 CCA 74. 99. Shubert v. Rosenberger, 204 Fed. 934, 123 CCA 256, 45 LRANS 1062; Spaulding v. American Wood Board Co., 26 App. Div. 237, 50 NYS 23; Swepson v. Summey, 64 N. C. 293. 1. Mosby v. U. S., 194 Fed. 346, 116 CCA 74; U. S. v. Knabe, 147 Fed. 802. [a] For example, an act of congress, which ratified and directed the carrying into effect of a compromise and settlement made between the interested in a number of judgments secretary of the treasury and persons and pending suits in which the United States was plaintiff and the bondsmen of certain public officers were defendants, and directed the satisfaction of all judgments and the dismissal of all suits, was held to discharge from liability sureties on a bond given by defendant in one of such suits, who was deceased, to pay a judgment for rents obtained therein, although such sureties were not parties to the settlement, on the ground that the judgment was one of those embraced in the settlement and directed to be discharged. U. S. v. Knabe, 147 Fed. 802. 2. Chauvet v. Ives, 104 App. Div. 303, 93 NYS 744 [aff 185 N. Y. 587 mem, 78 NE 1101 mem]. settlements if fairly made, because it is to the interest of the state that there should be an end to litigation.* Therefore a court of equity in the absence of fraud or mistake will not aid a party to an action to violate a settlement of the litigation out of court, voluntarily entered into with the other parties.5 [33] B. As Merger and Bar of Right of Ac- N. H. McIsaac v. McMurray, 77 3. U. S.-French v. Shoemaker, 14 | 682, 82 SW 547; Wall. 314, 20 L. ed. 852; Union Bank 56 Mo. A. 245. v. Geary, Pet. 99, 8 L. ed. 60; U. S. v. Knabe, 147 Fed. 802; Daley v. Busk Tunnel R. Co., 129 Fed. 513, 64 CCA 87; Chicago, etc., R. Co. v. Green, 114 Fed. 676; Battle v. McArthur, 49 Fed. 715; McFarran v. U. S., 39 Ct. Cl. 441; Sweeney v. U. S., 5 Ct. Cl. 285 [aff 17 Wall. 75, 21 L. ed. 575, 8 Ct. Cl. 134]. 116 Ala. Thompson v. Hudgins, Ala. 93, 22 S 632; Cleere v. Cleere, 82 Ala. 581, 3 S 107, 60 AmR 750; Prince v. Prince, 67 Ala. 565; Lee v. Sims. 65 Ala. 248 [cit Curry v. Davis, 44 Ala. 281]. Ark.-Fletcher v. Whitlow, 72 Ark. 234, 79 SW 773; Lee v. Swilling, 68 Ark. 82, 56 SW 447; St. Louis, etc., R. Co. v. Selman, 62 Ark. 342, 35 SW 531; Springfield, etc., R. Co. v. Allen, 46 Ark. 217; Burton v. Baird, 44 Ark. 556. Cal.-McClure v. McClure, 100 Cal. 339, 34 P 822; Dickie V. Steiger, 4 Cal. A. 622, 88 P 814. Colo. Coffee v. Emigh, 15 Colo. 184, 25 P 83, 10 LRA 125. Conn. Thomas' App., 85 Conn. 50, 81 A 972. Ga.-Tyson v. Woodruff, 108 Ga. 368, 33 SE 981; Jones v. Fulwood, 12 Ga. 121. Ill.-Davis v. Thornley, 204 111. 266, 68 NE 482; McDole v. Kingsley, 163 III. 433, 45 NE 281; Hall v. Hall, 125 Ill. 95, 16 NE 896; Parker v. Enslow, 102 I11. 272, 40 AmR 588; Sigsworth v. Coulter, 18 Ill. 204; Mitchell v. Louisville, etc., R. Co., 194 Ill. A. 77; Frank v. Heaton, 56 Ill. A. 227; Graff v. Smolensky, 35 Ill. A. 264. Ind.-Bement v. May, 135 Ind. 664, 34 NE 327, 35 NE 387; Home Ins. Co. v. McRichards, 121 Ind. 121, 22 NE 875; Smith v. Smith, 106 Ind. 43, 5 NE 411; Wray v. Chandler, 64 Ind. 146; Thompson v. Nelson, 28 Ind. 431; Hammond, etc., R. Co. v. Kaput, (A.) 110 NE 109. Iowa.-Logsdon v. Moffitt, 159 NW 182; Owens v. Norwood White Coal Co., 157 Iowa 389, 138 NW 483; Merkert v. Grobe, 90 NW 490; Sloan v. Davis, 105 Iowa 97, 74 NW 922; Larned v. Dubuque, 86 Iowa 166, 53 NW 105; Richardson v. Hampton Independent Dist., 70 Iowa 573, 31 NW 871. Kan.-Logsdon v. Hudson, 83 Kan. 500, 112 P 118; Latham v. Hartford, 27 Kan. 249. Ky.-Howard V. Straight Creek Coal Co., 140 Ky. 700, 131 SW 804; Mullins v. Vanarsdall, 79 SW. 224, 25 KyL 1979; Gray v. U. S. Savings, etc., Co., 116 Ky. 967, 77 SW 200, 25 KyL 1120; Mitchell v. Long, 5 Litt. 71; Fisher v. May, 2 Bibb 448, 5 AmD 626. Me.-Borden v. Sandy River, etc., R. Co., 110 Me. 327, 86 A 242; Doyle v. Donnelly, 56 Me. 26. Mass.-Wright v. Anderson, 191 Mass. 148, 77 NE 704; Easton V. Easton, 112 Mass. 438. Mich.-Layer v. Layer, 184 Mich. 663, 151 NW 759; Booth Fisheries Co. V. Alpena Cir. Judge, 170 Mich. 611, 135 NW 1063; Schulz v. Schulz, 113 Mich. 502, 71 NW 854: Pratt V. Castle, 91 Mich. 484, 487, 52 NW 52; Dailey v. King, 79 Mich. 568, 44 NW 959; Averill v. Wood, 78 Mich. 342, 44 NW 381; Weeks v. Wayne Cir. Judges, 73 Mich. 256, 41 NW 269; Hart v. Gould, 62 Mich. 262, 28 NW 831; Weed v. Terry, Walk. 501 [aff 2 Dougl. 344, 45 AmD 257]. Mo.-Wood v. Kansas City Home Tel. Co., 223 Mo. 537, 123 SW 6; Mateer v. Missouri Pac. R. Co., 105 Mo. 320, 16 SW 839; Haydon v. St. Louis, etc., R. Co., 117 Mo. A. 76, 93 SW 833; Dixon v. Dixon, 107 Mo. A. [12 C. J.-22] N. J.-Clark_v. Turnbull, 47 N. J. L. 265, 54 AmR 157. N. Y.-Post v. Thomas, 212 N. Y. 264, 106 NE 69 [rev 153 App, Div. 865, 139 NYS 6, and rearg den 212 N. Y. 585 mem, 106 NE 1042 mem]; Wahl v. Barnum, 116 N. Y. 87, 22 NE 280, 5 LRA 623; Minehan v. Hill, 144 App. Div. 854, 129 NYS 873; Peo. v. New York, etc., R. Co., 133 App. Div. 476, 117 NYS 1048; Brooks v. Moore, 67 Barb. 393; Farmers' Bank v. Blair, 44 Barb. 641; Dovale v. Ackerman, 11 Misc. 245, 33 NYS 13 [aff 2 App. Div. 404, 37 NYS 959]; Wadsworth v. Livingston County, 115 NYS 8 [rev on other grounds 139 App. Div. 832, 124 NYS 334]. N. C.-Burriss v. Starr, 165 N. C. 657, 81 SE 929, AnnCas1914D 71; Mayo v. Gardner, 49 N. C. 359. Okl.-Sango v. Parks, 44 Okl. 223, 241, 143 P 1158 [quot Cyc]; St. Louis, etc., R. Co. v. Chester, 41 Okl. 369, 138 P 150. Or. Smith v. Farra, 21 Or. 395, 28 P 241, 20 LRA 115; Wells v. Neff, 14 Or. 66, 12 P 84, 88. S. C.-Deal v. Deal, 91 S. C. 351, 376, 74 SE 482. Tenn.-Silliman v. International L. Ins. Co., 135 Tenn. 646, 188 SW 273. Utah State Nat. Bank v. Nelson, 38 Utah 169, 189, 111 P 907 [quot Cycl. Va.-Zane v. Zane, 6 Munf. (19 Va.) 406. Wash.-Nath v. Oregon R., etc., Co., 72 Wash. 664, 131 P 251. Wis.-Galusha V. Sherman, 105 Wis. 263, 81 NW 495, 47 LRA 417; Kowalke v. Milwaukee Electric R., etc., Co., 103 Wis. 472, 79 NW 762, 74 AmSR 877. Eng.-Longridge v. Dorville, 5 B. & Ald. 117, 7 ECL 74, 106 Reprint 1136; Thornton v. Fairlie, 8 Taunt. 354, 4 ECL 180, 129 Reprint 419; Stockley v. Stockley, 1 Ves. & B. 23, 35 Reprint 9. "The law and the public policy of all civilized countries, so far as we have observed, favors settlements and compromises, entered into fairly and in good faith between competent persons, as a discouragement to litigation." St. Louis, etc., R. Co. v. Chester, 41 Okl. 369, 371, 138 P 150. 4. Mateer v. Missouri Pac. R. Co., 105 Mo. 320, 16 SW 839. 5. Petry v. Petry, 142 Ky. 564, 134 SW 922. 6. U. S.-Philadelphia, etc., R. Co. v. U. S., 103 U. S. 703, 26 L. ed. 454; U. S. v. Chouteau, 102 U. S. 603, 26 L. ed. 246; Sweeny v. U. S. 17 Wall. 75, 21 L. ed. 575; O'Connell v. American F. Ins. Co., 189 Fed. 1018; North Carolina v. Dewey, 2 F. Cas. No. 897, 19 NatBankrReg 314; Cornier v. Sawyer, 6 F. Cas. No. 3,245, Crabbe 281; Luce v. Springfield F. & M. Ins. Co., 15 F. Cas. No. 8,589, 1 Flipp. 281; Andrews v. U. S., 16 Ct. Cl. 265. Ala.-McCullars v. Jacksonville Oil Mill Co., 169 Ala. 582, 53 S 1025; Baker v. Kennon, 88 Ala. 428, 6 S 926; Pinkard v. Ingersol, 11 Ala. 9. Ark.-Russell v. Stewart, 94 SW 47; Reynolds v. Jones, 63 Ark. 259, 38 SW 151. Cal.-Adams v. Hopkins, 144 Cal. 19, 77 P 712; Adams v. Hopkins, 69 P 228; Griswold v. Pieratt, 110 Cal. 259, 42 P 820. Colo.-Florence, etc., R. Co. v. Tennant, 32 Colo. 71. 75 P 410; Baldwin v. Central Sav. Bank, 17 Colo. A. 7, 67 P 179. 6 Ill. Dyrenforth v. Palmer Pneumatic Tire Co., 240 I11. 25, 88 NE 290; Murphy v. Lever, 147 Ill. A. 460; Babcock v. Farwell, 146 Ill. A. 307 [aff 245 Ill. 14, 91 NE 683, 137 AmSR 284, 19 AnnCas 74]. Ind.-Rhoads v. Jones, 95 Ind. 341; Whisnand v. Small, 65 Ind. 120; Cleveland, etc., R. Co. v. Potts, 33 Ind. A. 564, 71 NE 685. Iowa.-Cheshire v. Des Moines City R. Co., 153 Iowa 88, 133 NW 324; Fritz v. Fritz, 141 Iowa 721, 118_NW 769; Weierhauser v. Cole, 132 Iowa 14, 109 NW 301; Kelleher v. Chicago, etc., R. Co., 97 Iowa 144, 66 NW 94; Gall v. Dickey, 91 Iowa 126, 58 NW 1075; Baldwin v. Davis, 63 Iowa 231, 18 NW 897; Robertson v. Central R. Co., 57 Iowa 376, 10 NW 728; Kohn v. Zimmerman, 34 Iowa 544. Kan.-Minor v. Fike, 77 Kan. 806, 93 P 264; Lanphear v. Ketcham, 53 Kan. 799, 37 P 119. Ky.-Costen v. Price, 110 SW 390, 33 KyL 553; Lanham v. Louisville, etc., R. Co., 120 Ky: 351, 86 SW 680, 27 KyL 772; Albin Co. v. Firth Carpet Co., 74 SW 212, 24 KyL 2432; Kentucky River Lumber Co. v. MooreWhipple Lumber Co., 69 SW 704, 24 KyL 587; Main Jellico Mountain Coal 595; May v. Marrs, 7 SW 250, 9 KyL Co. v. Lotspeich, 20 SW 377, 14 KyL 867; Mitchell v. Shannon, 7 Ky. Op. 207. La.-Upton v. Adeline Sugar Factory Co., 109 La. 670, 33 S 725; Chapman v. First African Baptist Church, 52 La. Ann. 1508, 27 S 952; Williams v. Drew, 47 La. Ann. 1622, 18 S 623; Taylor v. Prestidge, 33 La. Ann. 41; Bee 28 v. Carlin, La. Ann. 648; Kreider v. New Orleans, 26 La. Ann. 342; Thompson v. Chretien, 3 La. Ann. 116. Me.-Pomeroy v. Prescott, 106 Me. 401, 76 A 898, 138 AmSR 347, 21 Ann Cas 574. Md.-Rappanier v. Bannon, 8 A 555. Mass.-Wright V. Anderson, 191 Mass. 148, 77 NE 704; Wood V. Sherer, 186 Mass. 562, 71 NE 947; Stimpson v. Poole, 141 Mass. 502, 6 NE 705; Alvord v. Marsh, 12 Allen 603; Stevens v. Miller, 13 Gray 283. Mich.-Stevens v. Lakewood Utilities Co., 189 Mich. 203, 155 NW 402; Newberry v. Chicago Lumbering Co., 154 Mich. 84, 117 NW 592; Friedman v. Adams, 149 Mich. 615, 113 NW 303; Hodges v. Valley City Desk Co., 149 Mich. 571, 113 NW 11; Krolik v. Curry, 148 Mich. 214, 111 NW 761; Escanaba Boom Co. v. Two Rivers Mfg. Co., 118 Mich. 454, 76 NW 989; Hicks v. Leaton, 67 Mich. 371, 34 NW 880; Campbell v. Skinner, 30 Mich. 32; Pennsylvania Min. Co. v. Brady, 14 Mich. 260. Minn.-Griffith v. Dowd, 133 Minn. 305, 158 NW 420. 73 52 Mo. V. V. Mo.-McCormick v. Interstate Cons. Rapid-Transit Co., 154 Mo, 191, 55 SW 253; Clough v. Holden, 20 SW 695; Mitchell v. Henley, 110 Mo. 598, 19 SW 993; St. Louis, etc., R. Co. v. Anthony, Mo. 431; Riley Kershaw, 224; Jarrett Morton, 44 Mo. 275; Wonderly v. Little, etc., Inv. Co., (A.) 184 SW 1188; Frey v. John Hancock Mut. L. Ins. Co., 189 Mo. A. 696, 175 SW 211; Douglas v. McClellan, 143 Mo. A. 322, 126 SW 994; Broderick v. Hartman, 141 Mo. A. 259, 124 SW |