LEGAL PHASES OF COOPEKATIVE ASSOCIATIONS 61 
other members. Clearly, the contract among the members is not 
breached by the act of omission or commission, as the case may be, 
on the part of a delinquent officer or manager of the association. 
The proposition becomes more transparent if the same situation 
arises with respect to an unincorporated association in which various 
producers are banded together by a contract which specifies that a 
certain party, or parties, is to act as marketing agent, and which 
vests in this agent certain stated powers. If the agent is delinquent 
or fails to abide by the terms of the contract, this would not release 
a producer from the contract or enable him to excuse nonperformance 
of his obligations under the contract ; but it would be obvious that the 
remedy lay in discharging the agent or in taking other appropriate 
action within the association for correcting the situation. 
Does the fact that an association is incorporated change the 
essential character of the enterprise? The interdependent relation 
among the members is present in each case. The object sought to be 
accomplished is the same. The means employed are identical except 
for incorporation. At least one appellate court has given partial 
if not complete application to the doctrine under discussion, and in 
this connection said : "Appellants signed the ' marketing contract ' 
with the other members of the association. Hence, appellant's agree- 
ments were made in consideration of like agreements of the other 
members and for their mutual advantage. If appellants could be 
absolved from the performance of the contract because officers of the 
association had committed breaches of the contract in certain respects, 
it is certain that other members of the association would suffer by this 
course." 38 
In this case the court held that 118 members of the association, 
who had joined in a suit for the purpose of having the association 
placed in the hands of a receiver, would be required to carry out their 
marketing contracts in the future, but also held that the association 
should be enjoined from seeking to collect liquidated damages from 
the members on account of their failure to abide by their contracts 
in the past. As to the future, the court held that the members must 
specifically perform their contracts. 
It has been held, however, that the alleged failure of the associa- 
tion correctly to account operated to relieve a member from his 
obligations under the contract. 39 Again it has been held that the 
release by the directors of an association of certain members oper- 
ated to release other members from performing their contracts. 40 
It has been intimated that the failure on the part of an association 
to enforce its marketing contract against certain members might op- 
erate to release others. 41 
In an Oregon case 42 in which the court found that, " The price 
did not depend on what any other grower was to get, and the re- 
lease of another grower could not in any way increase or diminish 
his compensation," it was held that the release of a member from 
his contract did not release others. 
38 McCauley v. Arkansas Rice Growers' Co-op. Ass'n, 171 Ark. 1155, 287 S. W. 419. 
89 Brown v. Georgia Cotton Growers' Co-op. Ass'n, 164 Ga. 712, 139 S. E. 417 ; New 
Jersey Poultry Producers' Ass'n v. Tradelius, 96 N. J. 683, 126 A. 538. 
40 Staple Cotton Co-op. Ass'n v. Borodofsky. 143 Miss. 558. 108 So. 802. 
" California Bean Growers' Ass'n v. Rindge Land & Navigation Co., 199 Cal. 168, 248 
P. 658, 47 A. L. R. 904. 
* 3 Phez Co. v. Salem Fruit Union, 103 Or. 514, 201 P. 222, 205 P. 970, 25 A. L. R. 1090. 
