Horace Gray

“ The only reasonable construction of the clause is that Sibley, instead of immediately applying the proceeds, either of a sale or of a foreclosure, to the payment of the debts of his copartners to himself, may hold the whole proceeds, just as he previously held the bonds and stock, as collateral security for the payment of those debts, leaving the title to the proceeds after the sale of foreclosure, as the title to the bonds and stock was before, in the partners, respectively, in the proportions determined by the partnership agreement. ”

“ It cannot be denied that some of the provisions of the original agreement of partnership are consistent with this theory. The agreement provides that Sibley 'shall have the privilege of selling the whole amount of both bonds and stock at his discretion at any time, and apply the proceeds to the payment of the said sums due to him.' If this were all, there might be some difficulty in construing Sibley's authority to sell as absolute and unqualified ”