LEGAL PHASES OF COOPERATIVE ASSOCIATIONS, 38 
made by and in the name of his agent subsequently claims the benefit 
of the contract, it thereby becomes his own to the same extent as if 
his name originally appeared as the contracting party.” 
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In a companion case,’? decided at the same time and involving 
the same contract, the facts being that the members sued had not 
delivered any fruit under the contract, and hence it could not be 
said, as was said in the other case, that they had claimed the benefit 
of the contract, it was held that the plaintiff could not maintain a 
suit against the members involved, and that if any suit was to be 
maintained it would have to be against the Fruit Growers’ Co. It 
is clear that in either of the cases just discussed the buyer of the 
fruit could have sued the Fruit Growers’ Co. for the loss sustained 
through failure to deliver all the fruit contracted for. Of course, 
if in the contract with the buyer it had been stipulated that it should 
look to the company exclusively, the members could not have been 
successfully sued in either case. 
It should be noted in-this connection that a provision in the con- 
tract of an association with its members can not be invoked to relieve 
the members of liability to third persons under circumstances simi- 
lar to those involved in the cases just discussed, unless such pro- 
wision was brought to the attention of the persons with whom the 
association contracted prior thereto.** In the Federal courts, and 
it is believed in most States, the fruit buyer in the last Washington 
case referred to above would have been allowed to sue the members 
who had not delivered a part of their fruit. The Supreme Court 
of the United States has said: “ The contract of the agent is the 
contract of the principal and he may sue or be sued thereon, though 
not named therein.” ** In other words, the general rule appears 
to be that where a contract is entered into with an agent, the agent 
contracting in his own name, the person for whom the agent is act- 
ing, the principal, may sue the other party on the contract, and in 
turn the principal may be sued by such party; and the fact that the 
existence of the principal is known or unknown to the opposite 
party at the time the contract is made is immaterial.*® Of course, 
as suggested above, a cooperative association could include a pro- 
vision in its contract with one with whom it was dealing that would 
control the situation. 
in connection with the general matter now under discussion it 
should be remembered that members of an association are liable to 
suit, or may sue, not because they are members of the association. 
but because they are the principals for whom the association acted. 
2 Barnett Bros. v. 8. F. Lynn et ux., (Wash.) 203 Pac. 387. 
#2 Kruse v. Seiffert, etc. Lumber Co., 108 Iowa 352. 
1% Ford v. William, 62 U. S. 287. 
3s Chapman v. Java Pac. Line, 241 Fed. 850 and numerous cases therein cited. 
1416—22 3 
