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hands this day and date above written. [Signed] M. C. Mead & Co." It is unnecessary to set out the several paragraphs of complaint. Some particulars of each of said paragraphs will, however, be stated hereafter. We deem it best to first consider, in a general way, some propositions that relate to most, if not all, of said paragraphs. It was not necessary that the appellants should have signed the contract. The signatures of appellees to a sufficient note or memorandum would take it out of the statute of frauds as to them. Section 6629, Burns' Rev. St. 1901; Newby v. Rogers, 40 Ind. 9. The requirement of mutuality in a contract does not mean that there must be a mutualIty of remedy. Grove v. Hodges, 55 Pa. 504, 516. A proposition in writing to sell real estate upon certain terms that is signed by the owner, and is not a mere offer, but rests upon a distinct consideration, may become binding upon a seasonable acceptance. Clark, Cont. 22. And see Cherry v. Smith, 3 Humph. 19, 39 Am. Dec. 150; Souffrain v. McDonald, 27 Ind. 269; Street v. Chapman, 29 Ind. 142; Fairbanks v. Meyers, 98 Ind. 92; Gas Co. v. Kibbey, 135 Ind. 357, 35 N. E. 392. It follows, therefore, that the contract that is here sought to be enforced does not stand condemned as lacking in mutuality.

We will not, at this point, discuss the extent that it is permissible to re-enforce a written contract by parol evidence. Courts of equity do, however, strenuously require, as a prerequisite to a decree of specific performance. that. after summoning all evidence with which it is admissible to support the contract, its provisions shall be clear and specific in all of their essential elements. Mr. Justice Story, in his work on Equity Jurisprudence, at section 764, after stating that in former times able judges felt themselves at liberty to frame a contract for the parties, ex æquo et bono, where it found none, says: "Such a latitude of jurisdiction seems unwarrantable upon any sound principle, and accordingly it has been expressly renounced in more recent times." The following authorities fully support the latter doctrine: Gaslight & Coke Co. of New Albany v. City of New Albany, 139 Ind. 660, 39 N. E. 462; Louisville, N. A. & C. Ry. Co. v. Bodenschatz-Bedford Stone Co., 141 Ind. 251, 39 N. E. 703; Robbins v. McKnight, 5 N. J. Eq. 642, 45 Am. Dec. 406; Stanton v. Miller, 58 N. Y. 192; Atwood v. Cobb, 16 Pick. 227, and many cases cited in note to this case, as reported in 26 Am. Dec. 661; Hamilton v. Harvey, 121 Ill. 469, 13 N. E. 210, 2 Am. St. Rep. 118: Blanchard v. Railroad Co., 31 Mich. 43, 18 Am. Rep. 142; Iron Age Pub. Co. v. Western Union Tel. Co., 83 Ala. 498, 3 South. 449, 3 Am. St. Rep. 758; Minnesota Tribune Co. v. Associated Press, 27 C. C. A. 542, 84 Fed. 921; Russell v. Agar, 121 Cal. 396, 53 Pac. 926, 66 Am. St. Rep. 35; Whitehill v. Lowe, 10 Utah, 419, 37 Pac. 589. The reason for the requirement of certainty is

thus pointed out by a well-known writer on specific performance: "To sustain the latter proceding [an action for damages], the proposition required is a negative one,-that the defendant has not performed the contract,-a conclusion which may often be arrived at without any exact consideration of the terms of the contract; whilst in equity it must appear not only that the contract has not been performed, but what is the contract which is to be performed." Fry, Spec. Perf. § 361. As the status of both parties is to be changed if a decree goes in favor of the plaintiff, it is evident that uncertainty in the contract as to the plaintiff's duty is quite as fatal an objection to the granting of equitable relief as uncertainty as to the defendant's obligation. Louisville, N. A. & C. Ry. Co. v. Bodenschatz-Bedford Stone Co., 141 Ind. 251, 265, 39 N. E. 703; Agard v. Valencia, 39 Cal. 292. This view finds at least implied expression in the following language of Mr. Justice Washington, used in the opinion of the court in Colson v. Thompson, 2 Wheat. 336, 340, 4 L. Ed. 253: "The contract which is sought to be specifically executed ought not only to be proved, but the terms of it should be so precise as that neither party could reasonably misunderstand them. the contract be vague or uncertain, or the evidence to establish it be insufficient, a court of equity will not exercise its extraordinary jurisdiction to enforce it, but will leave the party to his legal remedy." It is to be recollected, however, with reference to the elements of certainty generally, that terms which the law implies need not be expressed, because the law is a component part of every contract that contains provisions that are open to legal interpretation. Foulks v. Falls, 91 Ind. 315; Long v. Straus, 107 Ind. 94, 6 N. E. 123, 7 N. E. 763, 57 Am. Rep. 87; Burgess v. Triebert, 11 Md. 452; Cooper v. Hood, 26 Beav. 293; Delaware & H. Canal Co. v. Pennsylvania Coal Co., 8 Wall. 276, 288, 19 L. Ed. 349.

If

Appellees' counsel insist that the averments of the several paragraphs of complaint relative to the contract are not to be considered, because of the effect of the statute of frauds, where contracts lie in parol. We find ourselves unable to entirely agree with them. The old time controversy as to whether the note or memorandum must show the consideration on which the defendant's promise was founded was set at rest in this state in 1853 by the following provision that was enacted as a part of the statute of frauds: "The consideration of any such promise, contract, or agreement need not be set forth in such writing, but may be proved." Section 6630, Burns' Rev. St. 1901. See Hiatt v. Hlatt, 28 Ind. 53. In the contract under consideration it is plainly stated what appellees were required to do, and, if the writing had not attempted to state the consideration for their promise, it is clear that under our statute it would have been competent to allege and prove the

consideration. The writing does, however, undertake to state the consideration, but, as we will hereafter show, states it indefinitely, and we think that it is competent to relieve the ambiguity to the extent that it is competent to explain other ambiguous writings not relating to transactions within the statute of frauds. Even statements that are of a contractual character, not made as mere recitals, are subject to explanation to the extent of identifying the subject-matter which is described in the contract in language too general to admit of specific application. Kieth v. Kerr, 17 Ind. 284; Mace v. Jackson, 38 Ind. 162; Heath v. West, 68 Ind. 548; Martindale v. Parsons, 98 Ind. 174; Jones, Ev. § 445; Pars. Cont. (5th Ed.) 562-564.

The first paragraph of the complaint counts upon the written contract, and does not allege any extraneous matters, except that it contains a general allegation of performance upon the part of appellants. We think that this paragraph is insufficient. It ought to have alleged facts that would have been sufficient upon a default to have enabled the court to draft its decree from its averments. It cannot be determined from the written contract alone what kind of a business the corporation was to be organized to conduct, or where such business was to be conducted. These were material matters. Dorris V. Sweeney, 60 N. Y. 463; Power Co. v. Johnson, 109 Cal. 192, 41 Pac. 1016, 50 Am. St. Rep. 34. A general averment of performance of a condition precedent is sufficient under the Code. Section 373, Burns' Rev. St. 1901. But such averment will not suffice to avoid ambiguities in the contract. The appellants may have fully performed the letter of their contract, but the court, sitting as a court of equity, should have been advised as to what kind of a business engagement or speculation it was called on to require appellees to engage in. As the writing authorized the appellants, in lieu of a deposit of the stock and a payment of the money, to "report to first parties, within five days, their inability to accept first parties' offer," we think, in view of the omission of any allegation that appellants did accept the proposition, that it may be inferred that their alleged performance related to the latter alternative. See Street v. Chapman, 29 Ind. 142, 152. For this further reason, we think that the first paragraph of complaint was insufficient.

The second paragraph of complaint, in addition to the general allegation of performance, alleges specifically what appellants did under the contract. One of the allegations upon this subject is that "said Marion Electric Company was duly incorporated on the 16th day of May, 1899, with a capital stock of $120,000, for the purpose, as set out in its articles of association, of manufacturing, storing, selling, delivering, and distributing electricity for light, heat, power, and for all such other chemical and mechanical purposes as electricity can be applied to, and for the

purpose of manufacturing and selling all kinds of electric appliances, apparatus, and supplies." This paragraph is also lacking in the averment of any extrinsic facts as to what kind of a corporation was to be organized according to the contract of the parties. The appellants have simply determined for themselves what kind of a corporation they would organize, and they ask the court to compel appellees to purchase of them a block of paidup stock in such corporation. This is not a case where stock has already been taken, and the action is to compel the subscriber to pay for it, for the contract in this case was merely executory, and the corporation was not organized at the time the contract was entered into. Mr. Morawetz, in his work on Private Corporations, at section 52, says: "An offer or contract to become a shareholder in a corporation, or to subscribe for shares thereafter, does not become binding or create a liability until all conditions precedent upon which the offer or contract is made have been performed." It is our opinion, also, that the paragraph of complaint under consideration shows on its face that the Marion Electric Com. pany is not a de jure corporation. Appellees were not required to take stock in a corporation whose only existence was of a de facto character. Williams v. Enterprise Co., 153 Ind. 496, 55 N. E. 425. We think that the generating of electricity is manufacturing within our manufacturing and mining companies act (section 5051 et seq., Burns' Rev. St. 1901; 10 Am. & Eng. Enc. Law [2d Ed.] 862), but we do not think that the manufacture and sale of "all kinds of electric appliances, apparatus, and supplies" is a business incident thereto. See Bank v. Whitehead, 149 Ind. 560, 49 N. E. 592, 39 L. R. A. 725, 63 Am. St. Rep. 302; Williams v. Enterprise Co., 25 Ind. App. 351, 57 N. E. 581. In People v. Chicago Gas Trust Co., 130 Ill. 268, 283, 22 N. E. 798, 799, 8 L. R. A. 497, 17 Am. St. Rep. 319, it was said: "An incidental power is one that is directly and immediately appropriate to the execution of the specific power granted, and not one that has a slight or remote relation to it;" citing Hood v. Railroad Co., 22 Conn. 1, and Franklin Co. v. Lewiston Inst. for Savings, 68 Me. 43, 28 Am. Rep. 9. In Nicollet Nat. Bank v. FriskTurner Co., 71 Minn. 413, 74 N. W. 160, 70 Am. St. Rep. 334, it was held that the purchase of ready-made clothing was not an incident to the business of manufacturing such clothing. "The exercise of a power that might be beneficial to the principal business is not necessarily incident to it." Nicollet Nat. Bank v. Frisk-Turner Co., supra; State v. Minnesota Thresher Mfg. Co., 40 Minn. 213, 222, 41 N. W. 1020, 3 L. R. A. 510. According to averment, said corporation not only proposes to engage in the business of "manufacturing, storing, selling, delivering, and distributing electricity for light, heat, and power," etc., but it has also organized to engage in the multiform activities involved in the

manufacture and sale of all kinds of electrical appliances, apparatus, and supplies. Without attempting to lay down any exact rule as to what is an incident of a principal power, we hold that the paragraph of complaint under consideration was properly held insufficient, because it discloses a purpose to engage in lines of employment and business more diverse than the statute authorizes. The proposition proposed only illustrates how ambiguous the written contract is that forms the basis of this suit. It cannot be determined from such contract what the parties contemplated should be the scope of the corporate endeavor. The following language of the New York court of appeals in Dorris v. Sweeney, 60 N. Y. 463, 467, seems quite apposite here: "A legal and effectual formatlon of a corporation or joint-stock company for the purpose specified in the contract was a condition precedent to his obligation to put in his capital. He would not be bound under such a contract, to invest his capital in the stock of a corporation not legally formed, or which had not obtained the franchise of carrying on the business contemplated by the contract, and in which he had agreed to become interested.

The insuperable

difficulty in the way of sustaining this action is that the only business in which the defendant agreed to embark was that of preserving fruits by the method described in Nyce's patent. He did not agree to invest capital in any other business. The corporation actually formed included, in addition to that of thus preserving fruits, those of manufacturing preserved fruits and of canning fruits. He had never agreed to engage in those branches of business; and yet, if he were compelled to pay in his money, and take stock in the corporation actually formed, the capital might have been employed in manufacturing preserves and canning fruits, even to the exclusion of the patented process, which was the sole subject of the contract he had made." The second paragraph of the complaint was clearly insufficient.

character of the corporation was agreed on; but we think that the pleading is lacking in any definitive allegation as to what the oral agreement was. The allegation of performance does not aid this paragraph, because it affirmatively appears that there was only a tender of performance, and the statute does not authorize a general allegation of a mere tender of performance. Newby v. Rogers, 40 Ind. 9.

The

The fourth paragraph of complaint counts upon the written contract unaided by any extrinsic averment, but it seeks to avoid other objections that the appellees might have to the contract by alleging that, upon a tender of performance, appellees made only one objection, and that that related to the control and management of the company. proposition urged in support of this paragraph-that by the making of a particular objection all others were waived-is not controlling. We do not regard as applicable the general rule, declared in Bartlett v. Adams, 43 Ind. 447, 449, "that if, when a demand is made, a specific objection is made as a reason for not complying with the demand, all others, which, if made, might be readily obviated, are waived." The objection lies deeper than a mere question of performance, because it is a question as to what was the contract. Without the aid of parol evidence, the written instrument was hopelessly uncertain, and did not bind appellees to specifically perform it. This paragraph of complaint is also insufficient because it shows on its face that all of the capital stock was not subscribed, and there was not even an offer so to do. Mining Co. v. Settle, 54 Kan. 424, 38 Pac. 483; Baker v. Board, 8 Tex. Civ. App. 560, 28 S. W. 403; Steamboat Co. v. Sewell, 78 Me. 167, 3 Atl. 181; Stearns ▾ Sopris, 4 Colo. App. 191, 35 Pac. 281; Manufacturing Co. v. Hockaday, 89 Va. 557, 16 S. E. 877; Exposition Co. v. Walker, 88 Mich. 62, 49 N. W. 1086. In the last case cited (at page 76, 88 Mich., page 1090, 49 N. W.) it is said: "A corporation without subscribed capital would be a mere bubble without responsibility, and liable to do great mischief in the mercantile world, putting forth false bases of credit, and preying upon the com

Appellants' third paragraph of complaint proceeds on the theory that the contract was partly oral and partly written. After setting out a great many evidentiary facts as to the character of the business that appel-munity by reason of such deception. The lees were engaged in, and that appellants had procured from the city of Marion a franchise, the exercise of which would bring them into competition with appellants, and that there were overtures and negotiations be tween the parties looking to a consolidation of their interests, the paragraph alleges "that, after repeated conferences and nego tiations, the defendants, with a full knowledge of all of the facts aforesaid, and in contemplation thereof and the proposed organization of said company, signed, executed, and delivered to these plaintiffs" the writing herein before set out. The evidentiary matters stated might lead a court to conclude therefrom, as a matter of evidence, that the

rights of every subscriber to the stock de pend upon the full amount being subscribed. These subscriptions are entered into for the purpose of gain and profit. It is essential to the member that his rights and liabilities as a member should be fixed when he enters into the engagement by his subscription. The capital which is named in the articles of association, and the shares specified, is known to him when he subscribes, and by this he knows that his subscription comprises an aliquot part of the entire capital of the corporation; that, when calls are made, they are based upon the whole capital authorized; and that he cannot be called upon to pay more than his share for the purpose requir

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an "electric company for the purpose of manufacturing, storing, selling, delivering, and distributing electricity, for light, heat, power, and for all such other chemical and mechanical purposes as electricity can be applied to, and for the purpose of manufacturing and selling all kinds of electrical appliances, apparatus, and supplies"; that they informed appellees "that they proposed to organize a corporation for the purpose contemplated by them"; that appellees, "with a full knowledge of all of the facts aforesaid, and in contemplation thereof," executed the writing we have before set out. In a subsequent portion of the paragraph it is alleged that said corporation "was then and there duly formed and incorporated in all respects under and pursuant to the laws of Indiana for the objects and purposes contemplated as aforesaid and as provided in said agreement." As we have seen, the writing did not provide what the character of the corporation was to be. The pleading, therefore, plainly refers to the objects and purposes we have above set out. We think that the allegation that the corporation was incorporated for said objects and purposes controls the conclusion that the corporation was incorporated "in all respects under and pursuant to the laws of Indiana." The corporation was, therefore, as before stated, not of a de jure character, and, as the act of incorporation plainly contravened the policy of the state not to grant so broad a charter, It is our opinion, notwithstanding appellees' waiver, that appellants are not in a situation to ask the aid of a court of equity in the consummation of their project.

ed, which would be the case if calls could be made before the whole amount of the capital is subscribed. Such capital is usually fixed at such a sum as the subscribers consider necessary, or that will be required to secure the object for which the corporation is formed; and it might, and probably would, be disastrous to the enterprise to embark in the undertaking before the whole capital was secured by actual subscriptions. Railroad Co. v. Johnson, 30 N. H. 390, 407, 64 Am. Dec. 300; Railroad Co. v. Barker, 32 N. H. 363; Manufacturing Co. v. Parker, 14 N. H. 543; Insurance Co. v. Hart, 31 Md. 60; Hughes v. Manufacturing Co., 34 Md. 332; Railroad Co. v. Cushing, 45 Me. 524; Railroad Co. v. Clarke, 61 Me. 384; Railroad Co. v. Preston, 35 Iowa, 118; Livesey v. Hotel Co., 5 Neb. 50; Bridge Co. v. Cummings, 3 Kan. 69; Railroad Co. v. Hunt, 39 Conn. 75; Wontner v. Shairp, 4 C. B. 404; Navigation Co. v. Theobald, 1 Moody & M. 151; Fox v. Clifton, 6 Bing. 776; Railway Co. v. Dalbiac, 6 Eng. Ry. Cas. 753; Railway Co. v. Veazie, 39 Me. 571; Fry v. Railroad Co., 2 Metc. (Ky.) '323; Railroad Co. v. Gould, 2 Gray, 277." The cases of Turnpike Co. v. Bell, 8 Blackf. 584; Eakright v. Railroad Co., 13 Ind. 404; Brownlee v. Railroad Co., 18 Ind. 68; Hoagland v. Railroad Co., Id. 452; and Fox v. Turnpike Co., 46 Ind. 31,-are based upon the provisions of materially different statutes, or are cases where the subscription was made to the capital stock of a corporation already organized. In this case no question is involved as to the rights of the corporation or of its creditors, for the action is by the owners of certain shares of stock to compel other persons to take the same by reason of a contract. Under the authorities we have cited, a subscription to the whole capital stock is a condition precedent to the enforcement of a merely executory agreement to take stock. Even if, by failure to object to the manner of performance, the appellees cannot object to a decree going, and even if the capital stock might be subscribed after incorpora- (Appellate Court of Indiana, Division No. 1.

tion and before the corporation undertakes to do business,-a point that we do not decide,-yet appellees, even under the rules of equity practice, were entitled to a performance of the contract in the particulars named before the entry of the decree, and it was, therefore, necessary that there should have been an offer to perform in the complaint.

The fifth paragraph of complaint sets out the written contract, and alleges the extrinsic matters contained in some of the other paragraphs. Although it discloses that but $110,000 of the capital stock was subscribed, yet it contains an offer to subscribe and pay for the balance. It also shows that the appellees, having notice of the manner of performance, refused to perform, on the ground that appellants would not agree that appellees should have the management and control of the corporation. It is, however, alleged that appellants determined to organize

We have now considered the rulings of the court below on each of the paragraphs of complaint filed, and we find no error. Judgment affirmed.

(29 Ind. App. 570) ERHARDT v. PFEIFFER.

Oct. 10, 1902.)

ACTION ON NOTE COMPLAINT-DEFAULT

JUDGMENT.

1. Complaint in action on a note, no copy of which is shown by the record to have been filed with the complaint, as alleged therein, will not support, on appeal, a default judgment for plaintiff.

Appeal from superior court, Allen county; J. H. Aiken, Judge.

Action by William H. Pfeiffer against Charles Erhardt. Judgment for plaintiff. Defendant appeals. Reversed.

S. M. Hench, for appellant.

HENLEY, C. J. Appellee commenced this action in the trial court by a complaint in one paragraph upon the promissory note. The complaint is brief, and in the following words: "Comes now William H. Pfeiffer, the above-named plaintiff, and complains of George Erhardt, Jacob W. Miller, and Charles

Erhardt, and Chester Holder, defendants hereto, and says that on the 28th day of June, 1898, by their promissory note, a copy of which is filed herewith, and made a part of this complaint, marked 'A,' promised to pay Chester Holder the sum of $300, with eight per cent. interest thereon from date until paid, and attorney's fees, which sum of three hundred (300) dollars and the interest thereon as aforesaid remains due and unpaid, with attorney's fees thereon, which attorney fee amounts to and is reasonably worth $40, which said note was before the maturity thereof duly transferred and sold to plaintiff for a good and valuable consideration, and indorsed to him, a copy of which is filed herewith and made a part of this complaint. Wherefore plaintiff demands judgment against said defendant for $400 and other relief." It appears from the record that no copy of the note or of the assignment of the note to the appellee was filed with the complaint. Appellant was defaulted, and judgment rendered against him.

One of the errors assigned in this court is that the complaint does not state facts sufficient to constitute a cause of action. Counsel for appellant contend that the judgment of the trial court must be reversed because of the insufficiency of the complaint, in this: that the complaint fails to set out the original or a copy of the written instrument upon which the pleading is founded. The rule of pleading stated by counsel is unquestionably correct, and has been so uniformly held in all cases where the pleading was tested in the first instance by demurrer. It has often been held, however, that a complaint that is defective on account of the failure of the pleader to set out the original or a copy of the written instrument upon which the pleading is founded will be cured by verdict or finding. Owen School Tp. v. Hay, 107 Ind. 352, 8 N. E. 220; Old v. Mohler, 122 Ind. 594, 23 N. E. 967. It has also been held by our supreme court that where, as in the case under consideration, no copy of the instrument appears in the record, the averment that the copy was filed will not make the pleading good as against demurrer. Old v. Mohler, supra. It has also been held that a judgment by default does not cure a defective complaint in any respect, and that upon appeal the complaint stands in exactly the same position as if attacked in the trial court by demurrer. In the case of Old v. Mohler, supra, the supreme court said: "It will be presumed, to the extent that the plaintiff's cause of action was defectively or inaccurately stated, no facts essential to the cause of action being omitted, that the facts imperfectly stated which were necessary to support the action were proved at the trial, and the complaint will be considered as having been amended to correspond with the proof." This rule has, however, no application to a case where judgment has been taken by default. One who takes a judgment by default must, on an ap

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guage of a standard author: "A default cures no defect in the declaration which would not have been aided on a general demurrer; for no fact can be presumed to have been proved when no trial was had, and no proof exhibited. And therefore a motion in arrest of judgment for the insufficiency of the declaration, after a default, operates precisely as a general demurrer to the declaration would have operated." Gould, Pl. 471. The question raised by counsel for appellant seems to have been settled by our courts in his favor. The judgment is therefore reversed.

(29 Ind. App. 563) HINES et al. v. CONSOLIDATED COAL & LIME CO.

(Appellate Court of Indiana, Division No. 1. Oct. 10, 1902,)

MUNICIPAL IMPROVEMENTS CONTRACTS — SUBLETTING ORDERS - ASSIGNMENTS CONTRACTORS' BOND-LIABILITY OF SURETIES-WITNESSES-TRANSACTION WITH DECEASED PERSON-OBJECTION TO EVIDENCE

-PARTIES-DEFECTS-WAIVER.

1. Contractors for city work agreed to furnish all the material, labor, and apparatus necessary, and to pay for all labor and materials used thereon, and the contractors executed a bond to the city "and for the use and benefit of any person who may be aggrieved by breach of the bond, or any condition therein." The contractors sublet a part of the contract to F. & Co., who purchased material from plaintiff, and executed an order on the contractors for the amount due F. & Co., which the contractors accepted. Held, that the order constituted an assignment of the account of F. & Co. against the contractors, and entitled plaintiff to maintain an action on the contractors' bond for the amount due thereon.

2. Since the contract and the bond did not forbid subletting, and did not restrict the contractors as to the manner in which they should procure the doing of the work or the furnishing of the materials, the fact that the sureties had no knowledge of, and did not consent to, the employment of F. & Co., was immaterial.

3. Burns' Rev. St. 1901, § 506, relating to competency of witnesses as to transactions with a decedent, does not prohibit the introduction of relevant evidence, and an objection going to the admissibility of testimony, and not to the competency of the witness, was properly overruled.

4. Where an action was brought on the bond of a firm against the surviving partner and sureties on a firm bond, and no recovery was asked against the estate of the deceased partner, a party to the transaction was not an incompetent witness on the ground that the transaction was with a deceased person.

5. Under Burns' Rev. St. 1901, § 346, declaring that, if no objection for defect of parties be taken, either by demurrer or by answer, the defendant is to be deemed to have waived it, where no application was made to present a matter of defect of parties by demurrer or answer at the trial the objection was waived.

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