Wood v. Lucy, Lady Duff-Gordon

Infobox New York COA case
Litigants=Wood v. Lucy, Lady Duff-Gordon
ArgueDate=November 14
ArgueYear=1917
DecideDate=December 4
DecideYear=1917
FullName=Otis F. Wood v. Lucy, Lady Duff-Gordon
Citations=118 N.E. 214; 222 N.Y. 88
Prior=Defendant's motion to dismiss denied, Sup. Ct., Special Term; rev'd, 177 A.D. 624 (1917)
Subsequent=
Holding=A promise to represent the interests of a party constitutes sufficient consideration to require enforcement of a contract based on that promise. Appellate Division reversed.
ChiefJudge=Frank H. Hiscock
AssociateJudges=Emory A. Chase, William H. Cuddeback, Benjamin N. Cardozo, Frederick E. Crane, Chester B. Mclaughlin, William Shankland Andrews
Majority=Cardozo
JoinMajority=Cuddeback, Mclaughlin, Andrews
Dissent= (without separate opinions) Hiscock, Chase, Crane
LawsApplied=

"Wood v. Lucy, Lady Duff-Gordon", 222 N.Y. 88, 118 N.E. 214 (1917)ref|citation, is a famous case in which the Court of Appeals of New York held Lucy, Lady Duff-Gordon to a contract that assigned the sole right to market her name to her advertising agent.

Facts

The plaintiff, Otis F. Wood, was a top New York advertising agent, representing major commercial clients as well as celebrities. The defendant, noted fashion designer Lucy, Lady Duff-Gordon, otherwise known as "Lucile" (her couture label), signed a contract with Wood giving him the exclusive right to market garments and other products bearing her endorsement for one year beginning on April 1, 1915. This contract gave Lucy Duff Gordon half of all revenues thus derived. Wood's only duties under the contract were to account for monies received and secure patents as necessary - but if Wood did not work to market the clothes, no monies would be received and no patents would become necessary.

Around the same time, Duff-Gordon came up with an idea to market a line of clothing "for the masses" and broke the purported agreement by endorsing products sold by Sears Roebuck. Wood sued, and Lucy defended on the grounds that no valid contract existed - since Wood had not made an express promise to do anything, Lucy contended that the agreement provided no consideration.

The trial court disagreed with her argument and found for Wood, but was reversed by the Appellate division. Wood then appealed to the Court of Appeals of New York, the highest court in the state.

Issue

The Court of Appeals considered whether an agreement where the promisee is not specifically mandated to act might still indicate a requirement for performance sufficient to allow consideration to be inferred from the fact of the agreement itself.

Opinion of the Court

The Court, in an opinion by Judge Benjamin N. Cardozo, made new law by determining that a promise to represent the interests of a party constituted sufficient consideration to require enforcement of a contract based on that promise.

Cardozo wrote of the arrangement that "A promise may be lacking, and yet the whole writing may be 'instinct with an obligation,' imperfectly expressed." "The acceptance of the exclusive agency," he found, "was an assumption of its duties."

Based on this reasoning, the Appellate Court was reversed, and the decision of the trial court was reinstated.

Later significance

The case, with a relatively short and concisely written opinion, has become a staple of law school casebooks, along with several other Cardozo opinions such as "Palsgraf v. Long Island Rail Road Co." and "Jacob & Youngs v. Kent".

External links

* [http://www.courts.state.ny.us/history/cases/wood_lucy.htm Full text of the opinion from the New York State Court system] (prefaced by the reporter's summary, and the arguments and cases presented by the attorneys for each party).
* [http://lawprofessors.typepad.com/contractsprof_blog/2005/12/today_in_histor_2.html ContractsProf Blog: Today in History: Wood v. Lucy, Lady Duff Gordon]
* [http://www.kentlaw.edu/faculty/rwarner/classes/contracts/consideration/lucy.htm Some interesting facts of the case from Kent Law professor, Richard Warner]