[HX88018A], Agreement, Jesse H Lippincott, American Graphophone Co, March 26th, 1888


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[HX88018A], Agreement, Jesse H Lippincott, American Graphophone Co, March 26th, 1888

Editor's Notes

1. The Graphophone Company agrees to furnish Lippincott with 5,000 graphophone instruments, and supplies, for sale in the United States, except Illionois, Wisconsin, and Michigan, under license from the Volta Graphophone Company, at a delivery rate of at least 100 per week. If Lippincott wants an increase in the volume of instruments he receives he must request so in writing, giving notice of at least 30 days. ## Michigan, Illinois and Wisconsin are added to the agreement automatically after 90 days if the Graphophone company does not grant the license to anyone else. ## If at any time after one year from the date of the agreement, the American Graphophone Company cannot supply the instruments and supplies required, then Lippincott has the right to manufacture his own, or obtain them from elsewhere, but must pay the American Graphophone Company 25 dollars for each instrument obtained in that way, minus the cost of manufacture, under the approval and supervision of the company. ## If Lippincott fails to meet demand for the instruments in the territory assigned to him, then the company can meet the demand through employing other agents. ## 3. The Company agrees to defend Lippincott in case of lawsuit for patent violation, and pay all legal costs through counsel of its own selection.##4. Lippincott must sell at least five thousand instruments each year, and be diligent in creating a market for them, though he is only required to sell as many as the company can deliver.###5. Lippincott agrees to pay for the graphophones, shipping, boxing, inspection, etc., setting prices to be paid. Prices of cylinders are to be set by Lippincott. The schedule of delivery is also set. ###[6 appears to be missing] ### 7.Lippincott agrees not to use or buy any instruments or supplies whatsoever pertaining to recording and reporduction of speech not manufactured by the Graphophone Company without the written consent of the same. ## 8.Lippincott agrees to spend all of his own time and capital necessary to market the instrument and to provide instruction in its use. #9. The contract will expire after 15 years, or in case the courts decide the patents to be invalid, in which case the Graphophone Company is not liable for any damages to Lippincott. ## 10. If any party breaks the contract, the other party can terminate the contract within 30 days by providing written notice, without prejudice to their existing claims. The Graphophone Company in particular would not lose claim to the instruments or supplies with which it furnished Lippincott. In the event of disagreement, each party is to select an arbitrator, who are in turn to select a third, and their decision shall be final. But if for some reason the arbitrators cannot reach agreement the law steps in. Lippincott is to post bond of two hundred thousand dollars with sureties to be approved by a vote of the Board of Directors of the Company. The document is signed and sealed by Lippincott and a representative of the Graphophone Company.








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Thomas A. Edison Papers, School of Arts and Sciences, Rutgers University