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the survor of them and the exs, &c. of such survor all Goods. the sd bks plate household furniture bills of exchange and or. parlars upon or for the intents and purpe hnaftr mentd And ichas the sd (H) hath previously to the date and exon of these prests delivered unto the sd (7*) the sd books plate household furniture bills of exchange and or. parlars Now this Indre Witnesseth That in pursuance of the sd agrt and in conson of &s. to the sd (H) by the sd (T) in hand pd He the sd (H) Hath bargained sold assigned, &c. and by, &c. Doth, &c. unto the sd ( T) their exs, &c. All, &c. the sd bks plate and household furniture of or to which he was possessed and entitled And also the sd bills of exchange parlarly mentd in the sd schedule hereunder written And all the right, &c. of him the sd (//) of into and out of the same preses and evy of them and evy pt thof To Have hold take and rece all and singr the preses hnbefe assd or intended so to be unto the sd ( T) and the survor of them, &c. as and for his and their own goods and chattels absolutely But nevss upon to and for the trusts intents and purps hnaftr expssd and decld of and concerning the same that is to say Upon Trust that they Declaration the sd (T) and the, &c. do forthwith sell and convert of trustsinto money the sd bks plate furniture and or. parlars expssd to be hby assd and shall and will recover and rece the mos due and arising upon or paye by virtue of the sd bills of exchange And upon this furr trust that they shall and do out of the mos reed and to arise by such sale and conversion after deducting the costs chas and exps of recovering and receiving the sd mos pay and satisfy all such debts and sums of money as are now due and owing by the sd (H) unto any psn or psns howsr either by specialty or simple contract togr with all int due thereon And shall and do stand possessed of or interested in the surplus of the mos to be reed from or on acct of the sd bills of exchange or to arise by such sale and conversion as afd In Trust for the sole and separate use of the sd M. wife of the sd (//) independently of the sd (H) and not to be subject to his debts and engagements to pay apply and dispose of such surplus mos to and for such intents and purps as if the sd M. were a feme sole and unmarried And the Covenant sd (H) for himself his hrs exs and ads doth covt, &c. for fsrtl'l;'' with the sd (T) and the survor, &c. that he shall and ass lr!,ncpwill from time to time and at all times hrafter make do and exte all such furr and or. H'ul and rease acts deeds matters and things as shall be necessy for the furr assuring and assigning the preses and for the more effectually enabling the sd (7') and the survor of them,
Good-will &c to recover and rece the mos due and paye upon or of a to arise by virtue of the sd bills of exchange as by the Bus iness sd (trustees), &c. or his or their counsel in the law shall be advised or required ln Witness, &c.
Assignment of Good-will of a Business.
Obs. 1. The Kood-will of a trade is assignable; Bnttn v. Guy, 4 E. 190. 1 P.Wnra. 196. Bnt the sale of a trade does not prevent the vendor from setting up a similar trade, unless there be an express stipulation to restrain him from so doing; Shackle v. Baker; 14 Ves. 468. A bond or promise to restrain oneself from trading in a particular place, if made upon a reasonable consideration, is good; but otherwise, if not made for a reasonable consideration; or if made to the restraint of trade altogether; Mitchell v. ReynoUt; lWms. 181. An agreement by an attorney to relinquish his business, and recommend his clients to another, and not to practise himself within certain limits, is valid in law; but it seems doubtful whether a court of equity, considering the business of an attorney to arise from confidence in his skill and integrity, would decree specific performance of a contract for the sale of it. Botunv. Farlmv; 1 Mer. 159. Stamp. 2. It appears, that an ad valorem stamp is not necessary where
the consideration is merely for the good-will of a trade, and for the privilege of carrying it on for a certain number of years in a particular house; that not being considered a sale of ' substantive property.'' Lvburn v. Warrington; 1 Stark, N. P. C. 162. Belcher v. SiA«,6 B. & C. 234.
Recital of This Indenture, &c. made Betn (assignor) of, &c. of carrying on the one pt and (assignee) of, &c. of the or. pt Whas the sd trade. (assignor) hath for many yrs carried on the trade and business of in the house in which he now dwells and hath Contract established a connexion in the sd trade And whas the for sale. st| (assignor) hath agrd with the sd (assignee) for the sale and relinquishment to him the sd (assignee) of the sd trade or business and also of the lease of the messe or tent where the sd business is carried on at or for the the price of £ — to be pd as hnaftr mentd A'ow this Jndre witnesseth, &c. That in conson of the sum, &c. to the sd (assignor) in hand, &c pd by the sd (assignee) at, &c. the rect, &c. He the sd (assignor) hath granted bnrgd, &c. and by these prests as far as in him lies Doth grant, &c.unto the sd (assignee) his exs, &c. All and singr the good-will beneficial int and advantage of the connexions and custom which he the sd (assignor) now hath in the sd trade or business To Have Hold rece and take the sd good-will benefit prft and advantage to be made and obtained by and from the sd trade or business And all the este, &c. and all and singr or. the preses hby assd or orwise assured or intended so to be Covenants. with their appts unto the sd (assignee) his, &c. And the sd (assignor) for himself, &c. his hrs, &c. Doth hby covt, &c. in manner followg that is to say That he the Good-trill sd (assignor) shall not nor will at any time or times hraftr directly or indirectly by himself or in partnership with any pen or psns whomsr carry on the sd (a) trade Not to or business of within miles of nor shall nor car>7 00 will at any time hraftr do or cause to be done any act tracle' matter or thing whby or by reason or by means whof the sd (assignee) shall or may be injured or damnified in the sd trade or business And furr that the sd (assignor) shall and will during the space of mths next hraftr conduct and superintend the sd trade, &c. at the risk and for the sole bent of the sd (assignee) and use his best endeavours to promote the trade of the sd (assignee) to the utmost of his power and also shall and will give his personal attendance in the shop (or counting-house) as often as occasion may require during the sd period And this Indre further Witnesseth Further tesTbat in conson of the preses, &c. (see Assignment of '"iulnLease.) And it is hby furr decld and agnl by and betn Assignment the sd pties hrto that he the sd (assignor) shall continue to of lease. reside in the sd messe or tent hby assd or orwise assured Assignor to or intended so to be for the space of six cal mnths to reside ou
be computed from the date hrof witht paving1 rent or th.8 pTM"
taxes for the same unless the sd (assignee) shd by writ- six months. ing under his hand give the sd (assignor) weeks' notice to quit the sd messe or tent And furr That the Stock in stock in trade and the fixtures on the sd preses shall tral1e t0 be within the space of one calr mnth from the date hereof Vil,ue'1' be valued and appraised by two indifferent psns for that purpose to be chosen the one by the sd (assignor) and the other by the sd (assignee) and in case they cannot agree by a third psn to be chosen by the two arbitrators And that he the sd (assignor) shall from and immly after such valuation (b) pay the amount thof unto the sd (assignor) his exs, &c. In Witness, &c.
Assignment of the Moiety of a Boarding School (by Indorsement on the Articles of Copartnership.)
Obs. As to the stamp upon the assignment of a good-will, see last Precedent.
To All to whom these Presents shall come the withinnamed (assignor) seiuleth greeting What the sd (assignor) by virtue of the power given to her in and by the
(a) See Obs. t.
(4) Or, 'give unto the sd (assignor) his exs ads or ass a promissory note in writing under his hand for payment within calr mnths to be computed from the date hereof of such sums as the sd stock in trade and fixtures shall be valued at as afd.'
Good-trill within-written articles of coptnshp hath contracted and agrd with (assignee) of, &c. for the absolute sale to her of her share and int in the boarding-school now carried on by the sd (assignor) in coptnshp with the within named I H under and subject to the condons limitations and agrts as are in and by the within-written articles expssd and contd Now know ye That in conson of the sum of £ — to the sd (assignor) well and truly pd the rect, &c. she the sd (assignor) Hath bargained sold and assigned and by, &c.doth bargain sell and assign unto the (assignee) all that moiety or one half part of her the sd (assignor) of and in the sd boarding-school and of and in the sd preses where the same is carried on and the furniture fixtures books and other materials relating to the sd school and also of and in the withinwritten articles of coptnshp And all the este right title int property future emolument and advantage claim and demand whatsr of her the sd (assignor) of, in or out of the same preses To Have and to Hold the sd moiety or one half pt of and in the sd boarding-school and all and singr or. the presses hby assd or intended so to be and all future emolument and advantage to arise from the same in as full ample and beneficial a manner as she the sd (assignor) might have enjoyed the same if these prests had not been made witht any let suit, &c. And that free, &c. (see Assignment of Annuity by Indorsement.) In Witness, &c.
Assignment of a Judgment recovered by a I'erdiet.
Obs. 1. As to judgments find other choses in action, see Pref. § 1.
2. A judgment debt has been held not to be property within the meaning of the 55 G. III., and therefore, an assignment of such a debt, does not require an ad valorem stamp, but must hare the ordinary deed stamp. Warren v. Howe; 3 D. & R. 494.
To all to whom these Prests shall come I (assignor) of, &c. send greeting Whas I (assignor) as of term last past recovered a judgment in his Maj. Court of at Westminster agst A B of, &c. for the sum of £ — as by the record of the sd judgmt will more fully appear Now Know ye That I the sd (assignor) for divers good causes and consons me hereunto moving Have bargained, &c. and by, &c. Do, &c. unto (assignee) of, &c. his exs, &c. as well the sd judgmt for the sd sum of £— afd as all bent profit sum and sums of money and advantage whatsr that now can shall or may hraftr be obtained by reason or means of the same or of any exon thereupon now had or to be had sued out extd or obtained and all the este, &c. which
I the sd (assignor) have or ought to have or claim Judgment And furr I the sd (assignor) do by these prests make, pOWcr of &c. the ad (assignee) &c. my atty, &c. for me and in attorney. my name to sue and prosecute the sd exon upon the sd judgment and upon composition made concerning the preses to acknge satisfaction or to make or give any or. release or discharge for the same and to make and do all such or. acts and things whatsr as shall be requisite in and about the preses, &c. And I the sd Covenants. (assignor) for myself do hby covt, &c. in manner and form followg that is to say That I the sd (assignor) have Judgment never made or exted any release or or. discharge of the not sa'l3sd judgment or of any exon which hath been or shall fiedthereupon be sued or exted neither will nor shall I the sd (assignor) my exs or ads at any time hraftr make or Assignor do any act or or. thing whatsr whby the sd judgmnt or will not any exon which hath been or shall at any time hraftr release. be thereupon sued or exted by the sd (assignee) and his ass shall be in any manner defeated hindered disabled debarred or extinguished witht the consenc of the sd (assignee) his exs ads or ass thereto first had in writing nor revoke invalidate or avoid any power or authty hnbefe by me given to the sd (assignee) witht such consent as aid And furr that I the sd (assignor) my exs and ads shall at all times hraftr at the request costs and chas of the sd (assignee), &c. maintain justify allow and confirm all such lful actions suits processes exons and proceedings whatsr as have been or shall hraftr be brought sued forth or prosecuted agst the sd A B his hrs, &c. his their or any of their Ids tents goods or chattels upon or by reason of the sd judgmnt In Witness, &c.
Assignment of a Satisfied Judgment.
Obs. 1. As judgments after tbcy are docketted, and recognizances after they are enrolled, become liens on the bind, and carry the legal estate, a purchaser, without notice of any incumbrance, may, by getting an assignment of those securities to a trustee for himself, protect the binds purchased from any mesne incumbrances. Ellis' Law of Dr. & Cr. 399. And this doctrine extends to a mortgagee, who is considered as a purchaser pro tanto. 1 Cb. Ca. 149.
2. As to the stamp, see Pref. § 4. Stamp. This Indenture, &c. Betn (assignor) of, &c. of the first pt (vendor) of, &c. son and hr of A B deed of the second pt (purchaser) of, &c.of the third pt and (trustee) a trustee named, &c. of the fourth pt Whas (recite Recital of judgment obtained by assignor agst A B deed) And Judgment. tunas the sd sums of £ — and £ — have since been Of satisfacfully pd and satisfied And whas the sd (P) hath con- don.