LEGAL PHASES OF COOPERATIVE ASSOCIATIONS 47 
other things, the mutuality of such contracts would appear to be 
beyond question. 
The Supreme Court of Wisconsin has held that the language of 
the cooperative marketing act of that State is such that the market- 
ing contracts of associations formed under it need not possess 
mutuality. 64 
A contract should be in writing and signed by both parties. It 
should clearly and fully set forth the rights, duties, and obligations 
of each of the parties. Particular care should be taken to make cer- 
tain that the contract is clear upon every point involved. For when 
parties to a contract have apparently set forth in writing the under- 
standing between them with reference to the matter involved, it is 
presumed to represent the entire agreement of the parties thereto, 
and ordinarily it can not be successfully disputed by oral evidence. 65 
Subject to restrictions contained in the statute under which the 
association is formed or in its charter, an association has a wide 
latitude with respect to the provisions which it may include in its 
marketing contract. It may provide for any plan or device that is 
not contrary to law. For instance, an association could provide in 
its contract that it should have the right to enter into contracts with 
producers different from the one in question. If an association is 
entering into a long-term contract with members, it is advisable to 
include therein a provision permitting the association to enter into 
contracts in the future with other producers different from the instant 
one. By this means, new contracts may be made which embody 
improvements and changes deemed desirable without the necessity of 
" signing up " the producers who sign the original contract, but the 
old members should be given an opportunity of signing the new 
contracts if they wish to do so, and the provision in the old contract 
authorizing the making of contracts different from the original one 
should specify that producers who have signed the same on request 
may sign the new contract. 
Long before the advent of cooperative marketing, the courts en- 
forced crop contracts under which the seller agreed to deliver to the 
buyer the crop to be grown on his farm or on certain land 66 so 
that aside from the cooperative feature there is nothing inherently 
new in the idea of a producer entering into such a contract. 
WHEN MAY COOPERATIVE MARKETING CONTRACTS BE MADE? 
How early in the formation of a cooperative association may 
producers enter into marketing contracts on account thereof? Prior 
to the actual incorporation of an association may producers make 
valid marketing contracts with it? According to the weight of 
authority, producers may sign marketing contracts which constitute 
an offer to contract with the proposed cooperative before its incor- 
64 Watertown Milk Producers' Co-op. Ass'n v. Van Camp Packing Co., Wis. , 
225 N. W. 209. 
63 Dark Tobacco Growers' Co-op. Ass'n v. Mason, 150 Tenn. 228, 263 S. W. 60 ; Elmore 
v. Maryland & Virginia Milk Producers' Ass'n, Inc., 145 Va. 42, 132 S. E. 521, 134 
' ee Briggs v. United States, 143 U. S. 346 ; Butt v. Ellett, 19 Wall. 544 ; Dickey v, Waldo, 
97 Mich. 255, 56 N. W. 608, 23 A. L. R. 449. 
