48 BULLETIN 110 6, U. S. DEPARTMENT OF AGRICULTURE 
poration, and on the acceptance of this offer by the cooperative after 
its incorporation a binding contract results. 67 
A producer could withdraw his offer to contract prior to its accep- 
tance and thus prevent a binding obligation from coming into exist- 
ence, unless the language of the contract shows that each producer 
signs because others have done so and for the purpose of inducing 
others to sign contracts. But if the language of the contract is 
framed along the lines indicated or contains language showing that 
each producer receives some consideration for keeping his offer to 
contract open then according to the weight of authority the offer 
may not lawfully be withdrawn. 68 Of course, after an association 
is incorporated it may freely contract. 
KINDS OF COOPERATIVE MARKETING CONTRACTS 
What kind of marketing contracts may producers make with their 
cooperatives ? Any kind that is consistent with law, but, to be more 
specific, the contract may be of the purchase-and-sale type or of the 
agency t} r pe if the statute under which the association is formed 
authorizes either or both types. If the statute is silent as to the 
type of contract that may be adopted, then it would appear that an 
association could adopt either type. 
Many of the cooperative statutes expressly authorize purchase- 
and-sale as weJU as agency contracts. Under either type of con- 
tract, the obligation of the cooperative, generally speaking, is the 
same, namely, to return the sale price of the producers' products 
on the basis prescribed in the contract, less authorized deductions. 
In the case of purchase-and-sale contracts, the purchase price is the 
resale price, less authorized deductions. The fact that a specific 
purchase price is not named in the contract is immaterial because 
that is definite that can be made definite. 69 In commercial contracts 
title passes although the amount to be paid for the goods in question 
may depend on the resale price received for them. 70 "Under ordi- 
nary conditions, a valid agreement can be made for purchase and 
sale without the fixing of a specific price." 71 Moreover, where a 
statute authorizes a purchase-and-saje contract, this resolves all doubt 
as to the passing of title as it is certainly competent for the legisla- 
ture to prescribe the conditions which shall be sufficient to pass title 
to products. 
In a certain case it was said : 
We are dealing here with a special form of statutory contract whose nature 
and legal effect are defined and determined by the act under which the contract 
has been made between the parties. It is clear, therefore, that such agreement 
need not conform to the essentials of an ordinary contract of sale as to the 
certainty of the price. 72 
07 Hart Potato Growers' Ass'n v. Greiner, 236 Mich. 638, 211 N. W. 45 ; Washington 
Wheat Growers' Ass'n v. Leifer, 132 Wash. 602, 232 P. 339 ; Burley Tobacco Growers 
Co-op. Ass*n v. Rogers, Ind. , 150 N. E. 384 ; Jefferson County Farm Bureau v. 
Stewart, 235 111. App. 370; Texas Farm Bureau Cotton Ass'n v. Lennox (Tex. Civ. App.), 
257 S. W. 935 ; 14 C. J. 257, 17 R. C. L. 81. 
68 Collins v. Morgan Grain Co., 16 F. (2d) 253; Coleman Hotel Co. v. Crawford (Tex. 
Civ. App.), 290 S. W. 810. 
69 Texas Farm Bureau Cotton Ass'n v. Stovall, 113 Tex. 273, 253 S. W. 1101; Brown v. 
Georgia Cotton Growers' Co-op. Ass'n, 164 Ga. 712, 139 S. E. 417. 
™Balch v. Ashton, 54 Iowa 123, 6 N. W. 3 Iowa 112 (146). 
71 United States v. Swift & Co., and Swift & Co. v. United States, U. S. , 46 
S. Ct. 308. 
72 Louisiana Farm Bureau C. G. Co-op. Ass'n v. Clark. 160 La. 294, 107 So. 115; Texas 
Farm Bureau Cotton Ass'n v. Stovall, 113 Tex. 273, 253 S. W. 1101 ; Brown v. Georgia 
Cotton Growers' Co-op. Ass'n, 164 Ga. 712, 139 S. E. 417 ; Watertown Milk Producers' 
Co-op. Ass'n v. Van Camp Packing Co., Wis. , 225 N. W. 209. 
