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To
All Persons Engaged in the Sale of the Product of the Burroughs Adding Machine
Company Please
find herewith copies of the Petition, Answers and Decree in the suit of the
Government against this Company. You are instructed to read these carefully –
particularly the Decree (printed on pages 22, 23 and 24), and the Court’s
order approving these instruction (printed on pages 24 and 25) and subdivision
“e” of paragraph IV of the petition (printed on pages 13, 14 and 15), and to
accept the mandate of the Court as the instructions of this Company to you on
the subjects mentioned in the Decree. While
wrongful or unlawful practices are absolutely prohibited, there is no objection
to fair and legitimate competition, and you are expected to continue to use
every honest, fair and honorable means of bringing the merits of the Burroughs
machines to the attention of prospective buyers. Yours
very truly, Burroughs
Adding Machine Co. Detroit,
Mich. – April 5, 1913
PetitionIn
the District Court of the United States for the Eastern District of Michigan,
Southern Division. The
United States of America, petitioner, v. Burroughs Adding Machine Company et
al., defendants. To
the honorable Judge of the District Court of the United States for the Eastern
District of Michigan, sitting in equity: The United States of America, by Clyde I Webster, its attorney for the direction of its Attorney General, brings this suit, in equity, against the Burroughs Adding Machine Company (of Michigan), a corporation organized under and by virtue of the laws of the State of Michigan, and having its chief office at Detroit, in said State; the Burroughs Adding Machine Company (of Missouri, and having its chief office at St. Louis, in said state; Joseph Boyer, Benjamin G. Chapman, Claiborne W. Gooch, Alvan Macauley, Emil P. Wenger, Andrew J. Lauver, Frank H. Dodge, Albert S. Herrmann, E. St. Elmo Lewis, James C Walker, Alfred J. Doughty, Charles Macklin, residents of Detroit Michigan; Edward Rector, Joseph F. Gillen, residents of Chicago, Illinois; Henry Wood, Gustavus A. Buder, Marcus A Smith, residents of Larchmont, New York; Frank S Wheeler, a resident of New York City, New York; Lewis A Hennick, a resident of Boston, Massachusetts; P. K. Russell, a resident of Minneapolis, Minnesota; A. W. Saxe, a resident of Pittsburgh, Pennsylvania, and Fred T Miller, a resident of Oklahoma City, Oklahoma. The full names of those defendants whose names are given in part are not known to the petitioner. And
on information and belief petitioner alleges: I. Grounds for Jurisdiction. This
action is brought under Section 4 of the Act of July 1, 1890, entitled “An act
to protect trade and commerce against unlawful restraints and monopolies,” and
it is sought hereby to restrain a further violation by defendants of Sections 1
and 2 of said act, by combining and conspiring among themselves to restrain the
trade and commerce between the States in adding and listing machines and
appliances, and also from further monopolizing said interstate trade and
commerce by the methods hereinafter described. The combination and conspiracy
herein attacked were entered into and are now being carried out in the Eastern
District of Michigan, and the principal office of the defendant company, the
Burroughs Adding Machine Company (of Michigan), is in said district, and its
business policies are there adopted, and are directed therefrom. II. Description of Defendant’s BusinessIn
or about January, 1886, the American Arithmometer Company was incorporated under
the laws of Missouri for the manufacture and sales of adding machines, being
capitalized at $100,000, and having its principal place of business at St.
Louis, Missouri, William Seward Burroughs, the inventor of the so-called
Burroughs machine, was identified with this company. In
or about 1901 the defendant Joseph Boyer, who was the proprietor of the machine
shop in St. Louis in which Burroughs’ experimental work was done, became
president and acquired an extensive interest in the corporation aforesaid. In or about 1904 the business and effects of said company were removed to
Detroit, Michigan, and the Burroughs Adding Machine Company (of Michigan),
hereinafter referred to as the defendant company, was incorporated on January
14, 1905, with a capital stock of $5,000,000, for the purpose of taking over the
assets and business of the said American Arithmometer Company. The
business of the defendant company, like that of its predecessor, has been and is
now that of the manufacture, sale, and shipment in interstate and foreign
commerce of adding and listing machines and appliances for mechanically
recording, tabulating, and computing series of numbers in accordance with
familiar rules of arithmetic, said machine being now in general use by banks,
railroads, and industrial companies, governmental offices, and in small as well
as large business establishments, and being now generally regarded as a
necessary standard commodity. It
has approximately 2,500 employees, including about 600 salesman and instructors
in the field; maintains about 55 branch offices in various States of the United
States, and has offices and agencies in Canada, the United Kingdom, France,
Belgium, Germany, Austria-Hungary, Switzerland, Holland, Sweden, Denmark,
Finland, Russia, Italy, Spain, Portugal, Egypt, South Africa, Japan, China,
Australia, Mexico, Central America, Cuba, Porto Rico, Brazil, Argentine
Republic, Chile, and Bolivia. The
Volume of its business has steadily increased until now it equals that of all
its competitors combined, its sales amounting to approximately $8,000,000 per
annum, or about 60 per cent of the business of the United States in the
commodity aforesaid. The
defendant, Burroughs Adding Machine Company (of Missouri), is a corporation
organized on July 9, 1909, under and by virtue of the laws if Missouri, with a
capital stock of $10,000, having its office and principal place of business at
St. Louis in said State. It is not
actively engaged in the manufacture of adding machines, although it apparently
has some connection as a selling agency or otherwise with the defendant company. The
defendant, Joseph Boyer, for sometime past has been and is now the president and
one of the directors of the defendant company. He was also for some time
president of the American Arithmometer Company, the predecessor of the defendant
company. The
defendant, Benjamin G. Chapman, for sometime past has been and is now secretary
and treasurer and a director of the defendant company. The
defendant, Edward Rector, for sometime past has been, and until January 16,
1913, was vice-president and still is a director of the defendant company. The
defendant, Henry Wood, for sometime past has been and is now vice president and
a director of the defendant company. The
defendant, Claiborne W. Gooch, since January 16, 1913, has been and is now
acting vice president and a director of the defendant company. The
defendant, Gustavus A. Buder, for sometime past has been and is now a director
of the defendant company. The
defendant, Alvan Macauley, for sometime past has been and is now a director of
the defendant company. The
defendant, Walter B. Manny, since January 16, 1913, has been and is now a
director of the defendant company. The
defendant, Emil P. Wenger, for sometime past has been and is now a director of
the defendant company. The
defendant, Andrew J. Lauver, for sometime past has been and is now general
manager of the defendant company. The
defendant, Frank H. Dodge, for sometime past has been and is now general sales
manager director of the defendant company. The
defendant, Albert Herrmann, for sometime past has been and is now the office
manager of the defendant company. The
defendant, E. St. Elmo Lewis, for sometime past has been and is now in charge of
the advertising department of the defendant company. The
defendant, James C. Walker, for sometime past has been and is now in charge of
the systems department of the defendant company. The
defendant, Alfred J. Doughty, for sometime past has been and is now the factory
manager of the defendant company. The
defendant, Frank S. Wheeler, for sometime past has been and is now district
sales manager, established by the defendant company, with his headquarters and
place of business at New York, New York. The
defendant, Louis A. Hennick, for sometime past has been and is now district
sales manager, established by the defendant company, with his headquarters and
place of business at Boston, Massachusetts. The
defendant, Marcus A. Stith, for sometime past has been and is now district sales
manager, established by the defendant company, with his headquarters and place
of business at St. Louis, Missouri. The
defendant, Joseph F. Gillen, for sometime past has been and is now district
sales manager, established by the defendant company, with his headquarters and
place of business at Chicago, Illinois. The
defendant, Charles Macklin, for sometime past has been and is now district sales
manager, established by the defendant company, with his headquarters and place
of business at Detroit, Michigan. The
defendant, P. K. Russell, whose full Christian name is to petitioner unknown,
for sometime past has been and is now district sales manager, established by the
defendant company, with his headquarters and place of business at Minneapolis,
Minnesota. The
defendant, Fred T. Miller, for sometime past has been and is now district sales
manager, established by the defendant company, with his headquarters and place
of business at Oklahoma City, Oklahoma. The
defendant, A. W. Saxe, whose full Christian name is unknown to petitioner, for
sometime past has been and is now district sales manager, established by the
defendant company, with his headquarters and place of business at Pittsburgh,
Pennsylvania. The
several district sales managers, and each of them, have assisted and are now
assisting in the execution of the policies and in the conduct of the business of
the defendant company, each having charge of a great number of salesman, who
sell the adding machines and appliances of the defendant company. III. Conspiracy, Attempt to Monopolize and Monopoly.The
defendant company ever since its organization has been and is now attempting to
monopolize interstate and foreign trade and commerce in adding machines and
appliances, and has monopolized and is now monopolizing such trade and commerce
in violation of the Act of July 1, 1890. Certain
of the individual defendants as managers, officers, agents, or employees of the
defendant company, and its predecessor, have been and are now attempting to
monopolize such trade and commerce and are monopolizing the same, and they and
their predecessors in office ever since 1901 have conspired and they are now
conspiring to restrain such trade and commerce in the commodities aforesaid, and
have restrained and are now greatly restraining the same. Some of the overt acts
committed in pursuance of said conspiracies, and the methods by which said
restraints have been accomplished, are as follows. IV. Wrongful and Illegal Acts.(a) Attempt
to Acquire and Suppress the Addograph Manufacturing Company. On
or about July 9, 1903, the defendant, Joseph Boyer, then president and acting on
behalf of the American Arithmometer Company, the predecessor of the defendant
company, secretly entered into an agreement with Hubert Hopkins, a director of
the Addograph Manufacturing Company, a corporation organized under the laws of
Missouri for the purpose of manufacturing and selling adding machines and
shipping the same in interstate commerce, whereby a controlling interest in said
competing company was obtained; and after the existence of this agreement
because known to the minority stockholders of the Addograph Company, Boyer
refused to protect them against injury arising from the ownership by his company
of the majority interest in said company. But
in or about May, 1903, Boyer entered into a secret agreement with Simon Lederer,
then acting vice president of the competing company aforesaid, whereby the said
Lederer agreed with the said Boyer to serve on the board of directors of said
competing company as the representative of the said Boyer and his interests, and
to be guided in his capacity as director and vise president of said company in
all matters pertaining to its business by the suggestions and directions of said
Boyer. Boyer’s
purpose to get control of said competing company would have been accomplished
had not James L. Dalton, president of said competing company, and some of his
associates who remained loyal said company, obtained from its directors an
exclusive license agreement to manufacturer adding machines under the patents
owned by said company throughout the life of said patents. On
or about July 13, 1903, the said Dalton and his associates organized the Adding
Typewriter Company, which name was later changed to the Dalton Adding Machine
Company, for the purpose of carrying out said license agreement; which, though
assailed by Boyer and his associates had disposed of their stock in Addograph
Company to certain officers and stockholders thereof. (b) Attempt
to Acquire and Suppress the Adder Machine Company One
of the competitors of the defendant company in manufacturing, selling, and
shipping adding machines in interstate commerce is the Adder Machine Company, a
corporation organized under the laws of New Jersey, in July 1902, and
reorganized under the laws of Pennsylvania in January, 1906, with a capital
stock of $750,000 and having its principal place of business at Kingston, Pa. In or about November, 1906, certain of the defendants contracted to
obtain control of the majority of the stock of said competing company for the
purpose of acquiring its business and removing it from the field of competition. And
they did purchase a majority of the outstanding stock of said competing company
and appeared in Wilkes-Barre, Pa., A few hours prior to the annual meeting of
its stockholders on March 5, 1907, and openly declared their possession of same.
In order to save the Adder Machine Company, its directors ordered issued 4,558
shares of stock, which was authorized but not previously issued, and purchased
the same at a cost of $113,950. And
to further protect the company the holders of a majority of its stock entered
into an agreement pooling their stock for a period of five years with provision
for extension of the pool and vesting control of the stock in trustees names
therein. Shortly
after the stockholders’ meeting of March 5, 1907, Albert S. Herrmann and other
employees of the Adder Machine Company were given employment by the defendant
company at its factory at Detroit, and the said Herrmann has for some time been
and is now the office manager of the defendant company. Prior
to the annual meeting of the stockholders of the Adder Machine Company, in March
1908, the defendant, Joseph Boyer, and his associates, acquired 943 shares of
the voting trust certificates; and thereupon said trust agreement was vigorously
attacked in the courts of Pennsylvania by said Boyer and his associates acting
in the interest of the defendant company, but its validity was sustained by said
courts. Following
their failure to get control of said competing company by the methods aforesaid,
the defendant, Joseph Boyer, files quo warranto proceedings in the Court of
Common Pleas, Luzerne County, Pa., at the May term, 1909, against its officers
and directors, seeking to oust them, but the Court denied the petition and
dismissed the proceedings. In
addition to the foregoing acts, the defendant company, its managers, officers
and agents acting on its behalf continuously from about the beginning of 1907
did endeavor to injure said competing company, by claiming and permitting its
agents to assert that the defendant company did control or would shortly control
said competing company, and that purchasers or users of said competitor’s
product would be unable to get the proper service in the way of repairs or
otherwise, and that the guarantee of said competitor was only a matter of a
short time. (c) Acquisition
and Suppression of the Universal Adding Machine Company. The
Universal Adding Machine Company was incorporated under the laws of Missouri in
March, 1897, with an authorized capital stock of $250,000 which was increased
from time to time until February 21, 1907, when it was fixed at $1,000,000. Its office and principal place of business was in St. Louis, Mo. It was for a number of years actively engaged in the manufacture and sale
of adding machines under its patents, in competition with the defendant company. For
some time prior to July, 1908, the defendant Joseph Boyer, and others acting on
behalf of the defendant company, contracted with certain parties for the purpose
of acquiring the bonds and a majority of the stock of said competing company. In
or about May, 1908, William B Bull entered into an agreement with the defendant,
Joseph Boyer, acting on behalf of the defendant company, whereby the said Bull
for a consideration of $10,000 undertook to deliver and subsequently did deliver
or caused to be delivered, to the defendant company bonds of said competing
company amounting to $300,000 at their par value, and a majority of the stock of
said company as a bonus or without consideration, upon the defendant company
assuming an indebtedness of the Universal Company amounting to about $10,000. And having thus acquired control, of the majority of the stock of the
Universal Company, the defendant company subsequently acquired and closed its
plant at St. Louis, removing its effects to the plant of the defendant company
at Detroit, where it continued to market the machines manufactured by said
competitor. On
September 16, 1908, the defendant company increased its capital stock from
$5,000,000 to $5,250,000. (d) Acquisition
and Suppression of the Pike Adding Machine Company The
Pike Adding Machine Company was incorporated under the laws of the State of
Missouri in April, 1903, with an authorized capital of $500,000 and about
August, 1903, it registered with the secretary of state of New Jersey and
certified to an actual working capital of $150,000. On
December 7, 1904, said company was incorporated under the laws of New Jersey
with an authorized capital of $500,000 which was increased in April, 1907, to
$1,000,000 fully paid. Its principal place of business was at Orange, N. J. It manufactured and sold under its patents an adding machine of the
“visible” type, this feature being regarded by the trade as desirable
because the progress of the calculation produced by operating the machine could
be seen at its important stages. Shortly
after February, 1904, (when Edward G. Langborne, who had been general manager of
the Universal Adding Machine Company, became its general manager), the financial
affairs of this company became so embarrassed that it could no longer withstand
the fierce competition waged against it be defendant company. And in May, 1909,
the defendant company acquired the stock of said competing company, giving one
share of Burroughs stock for three shares of Pike stock, and thereafter closed
down the company’s plant at Orange and removed its effects to Detroit, where
it has continued to make and sell the said “visible” adding machine. In
June, 1909, the capital stock of the defendant company was increased from
$5,250,000 to $5,500,000 which is the present amount of its capitalization. (e) Means and
Methods for Suppressing Competition. In
addition to the specific instances mentioned above, some of the other means and
methods used by the defendants, as managers, officers, and agents of the
defendant company, in restraining and injuring the interstate, and foreign trade
and commerce of its competitors, and in attempting to monopolize and in
monopolizing such trade and commerce, are as follows: They have maintained a sales department and various other
department divisions there under, for the purpose of suppressing competition.
Said department was composed of an active head and other officers and
departmental managers, and embraced a force of special man who were particularly
instructed and directed to suppress competition. They have held or caused to be
held conventions or schools of instruction attended by the agents and employees
of the defendant company, where plans for suppressing competition were
discussed, and such plans imparted to said agents and employees. They
have likewise instructed, or caused to be instructed, said agents to obtain
information as to competitor’s sales, shipments, etc., said information when
secured and reported to be used in suppressing competition. They
have instructed, or caused to be instructed, agents and salesman of the
defendant company as to how to manipulate competitor’s machines for the
purpose of showing alleged defects therein and dissatisfying competitors’
“users” or “prospects” therewith. They
have issued or caused to be issued statements reflecting on competitors, for the
purpose of injuring their business, and they have supplied said agents with
parts or illustrations misrepresenting the mechanism being sold by competitors,
for the purpose of deceiving “prospects” or “users” of said competitors. They
have instructed or caused to be instructed their agents to secure the names and
addresses of “users” of competitors, and lists showing the location and
description of competitors’ machines on trial, for the purpose of interfering
with the business of said competitors and to enable the defendant company, with
its enormous resources to “outmatch” the “trials” of competitors. They
have adopted, or caused to be adopted. The policy of advertising for sale at
reduced prices, competitors’ machines which defendant company had traded out
or otherwise secured for the purpose of preventing sales by said competitors. Said
agents in other ways, too numerous to mention, were directed, advised, and
instructed by said defendant to pursue the work of exterminating competition. And
said agents carried out the plans and purposes of the defendant company to
suppress competition, restrain trade, and secure for the defendant company a
monopoly of adding machine business. (f) Other
Acts and Methods The
defendants, officers, managers and agents of the defendant company and its
predecessors, during the period aforesaid, have continued to commit other
wrongful and illegal acts too numerous to be herein set forth in general or in
detail, but which were in furtherance of the conspiracy and attempt to
monopolize, aforesaid; and have ratified, adopted and continued the policies
pursued by their predecessors in said positions and have continued to obstruct
the interstate trade and commerce of others engaged in the adding machine
business, and have continued in their attempt to create and maintain a monopoly
in such trade and commerce. VII.
Prayer. In
consideration whereof and inasmuch as adequate remedy in the premises can be
obtained only in equity, the United States of America prays that your honor
adjudge and decree: First.
That the conspiracy to restrain and monopolize the manufacturer and sale and the
shipment in interstate and foreign trade and commerce of adding machines and
appliances, and the attempt to monopolize and the monopoly of the same, as
hereinbefore described, are unlawful, and that all acts done and to be done in
furtherance of the same are in violation of the Act of July 2, 1890. Second.
That in or about 1901 the then officers, managers, and agents of the predecessor
of defendant company, entered into a conspiracy to restrain and monopolize the
manufacturer and sale and shipment in interstate and foreign commerce of adding
machines and appliances, and that such conspiracy and attempt to monopolize such trade and commerce and attempt to
monopolize such trade and commerce has been carried on uninterruptedly by the
said managers, officers, and agents of the defendant company and its predecessor
up to the present time through the instrumentality of the defendant company and
its predecessor as herein before alleged. Third. That the defendant company has been and now being used by said
defendants, who are its managers, offices, and agents as the instrumentality or
device whereby said conspiracy has been and is now being carried out and said
monopoly has been and is now being maintained. And
your petitioner prays for the following specific relief: (a) That said
defendant company and the other defendants and each of them be perpetually
restrained, enjoined, and prohibited from carrying out such conspiracy or from
engaging in, or carrying out any other conspiracy either among themselves or in
connection with any other person or persons, to restrain and monopolize the
manufacturer and sales and shipment or the sale and shipment in interstate and
foreign commerce of adding machines or appliances, and from attempting to
monopolize and from monopolizing such trade and commerce. (b) That said
defendant company, and its directors, managers, officers, agents and employees,
and each of them, and all persons acting or assuming to act for or under or in
behalf of each other, be perpetually restrained, enjoined, and prohibited from
stifling, suppressing, eliminating, or destroying, or from attempting to stifle,
suppress, eliminate, or destroy the trade and commerce of any person, firm, or
corporation engaged in the manufacture or the sales and shipment in interstate
and foreign commerce of adding machines or appliances. (c) That said
defendant company, and its directors, managers, officers, agents and employees,
and each of them, and all persons acting or assuming to act for or under the
behalf of them or either of them be perpetually restrained, enjoined, and
prohibited from interfering with or directing or permitting others, under their
control or under the control of either of them, to interfere with the business,
machines, or appliances of competitors engaged in the manufacturer, sale, and
shipment in interstate and foreign commerce of adding machines or appliances. (d) The said
defendant company, and its directors, managers, officers, agents and employees,
and each of them, and all persons acting or assuming to act for or under or in
behalf of them or either of them be perpetually restrained, enjoined, and
prohibited from further issuing or publishing or causing to be issued or
published any instruction by document, circular, letter, verbally or otherwise,
the purport or intent of which is to advise and instruct the agents and
employees of the defendant company as to the various wrongful and unlawful means
to be employed, in injuring and destroying the business of competitors; and from
in any manner communicating to such agents and employees any of the wrongful and
unlawful means and methods set forth in this petition, or any other wrongful and
unlawful means in suppressing and destroying the business of competitors. And
your petitioner also prays for such other and further relief as the mature of
this case may require and the Court may deem just and proper in the premises. To
that end, therefore, that the United States of America may obtain the relief to
which it is justly entitled in the premises, may it please your honor to grant
writs of subpoena directed to each and every one of the defendants commanding
them and each of them to appear herein and answer, but not under oath (answers
under oath being hereby expressly waived), the allegations contained in the
foregoing petition and to abide by and perform such order or decree as the Court
may make in the premises, and upon hearing hereof to permanently enjoin each of
the defendants as hereinbefore prayed. Clyde
I Webster United
States Attorney for the Eastern District of Michigan George
W. Wichersham Attorney
General J.
A. Fowler Assistant
to the Attorney General Malcolm
A Coles Special
Assistant to the Attorney General
AnswerIn
the District Court of the United States for the Eastern District of Michigan,
Southern Division. The
United States of America, Petitioner, v. Burroughs Adding Machine Company et
al., Defendants, The
Individual Answer of Burroughs Adding Machine Company, of Michigan, Defendant,
to the Petitioner of the United States of America. This
defendant, Burroughs Adding Machine Company (of Michigan), for answer unto said
petition, saving and reserving to itself all manner of benefit and advantage of
exception to the errors and insufficiencies in said petition contained for
answer thereto says: I. That
except as next hereafter stated it admits that averments contained in the first
paragraph of said petition to be true, but denies the implication in said
paragraph contained that it is or has been guilty of violating Sections 1 and 2
of the Act of July 2, 1890, in said first paragraph mentioned and referred to.
It denies that it is or has been guilty of the combination and conspiracy in
said first paragraph of said petition mentioned. II. That the
averments contained in the second paragraph of said petition are substantially
true. III. That it
denies the averments contained in the third paragraph of said petition. IV. That it
denies the averments contained in subdivision (a) of the fourth paragraph of
said petition. That as to the matters contained in subdivision (b) of the fourth paragraph, this defendant denies that it acquired or sought to acquire any stock or interest in the said Adder Machine Company, in said paragraph mentioned, and denies that it, said defendant company, its managers, officers and agents, acting on its behalf from about the beginning of 1907, or at any other time or times, did endeavor to injure said alleged competing company, in any way or manner in said subdivision (b) of said fourth paragraph alleged, or in any other way or manner. That it admits the acquisition by purchase of the plant, machine and assets of the Universal Adding Machine Company, as is alleged in subdivision (e) of the fourth paragraph of said petition, and the increase of the capital stock of the defendant company, bit it denies all the singular and other averments contained in subdivision © of the fourth paragraph of said petition. That the averments contained in subdivision (b) of the fourth paragraph of said petition are substantially true, but this defendant says that its alleged competition against the Pike Adding Machine Company was legitimate and lawful, and the acquisition of the stock and assets of said Pike Adding Machine Company by this defendant was not for the purpose or with intent of violating any of the provisions of said Act of July 2, 1890. That it denies all and singular the averments contained in subdivision (e) of said fourth paragraph. That it denies the averments of subdivision (f) of said fourth paragraph. V. This defendant answering said petition generally says that it has at all times observed the requirements of said Act of July 2, 1890, and that it has not at any time been guilty of any violation thereof. All of which matters and things this defendant is ready to aver, maintain and prove as this Court may direct, and prays to be hence dismissed with its costs. Burroughs Adding Machine Company (of Michigan) By Standish Backus, G. A. Buder Solicitors for Said Defendant Otto Kirchner, Of Counsel
AnswerIn the District Court of the United States for the Eastern District of Michigan, Southern Division. The United States of America, Petitioner, v. Burroughs Adding Machine Company ET AL., Defendants The Individual Answer of the Burroughs Adding Machine Company (of Missouri) Defendant, to the Petition of the United States of America, Petitioner. The defendant, The Burroughs Adding Machine Company (of Missouri), for answer to the petition herein, answering says: I. That it admits that it is a corporation organized and existing under the laws of Missouri. II. That it denies all the other averments in said petition contained, and prays to be hence dismissed with costs. Burroughs Adding Machine Company (of Missouri) By Standish Backus, G. A. Buder, Solicitors for said Defendant. Otto Kirchner
AnswerIn the District Court of the United States for the Eastern District of Michigan, Southern Division. The United States of America, Petitioner, v. Burroughs Adding Machine Company ET AL., Defendants The Individual Answer of Joseph Boyer, Benjamin G. Chapman, Claiborne W. Gooch, Alvin Macauley, Emil P. Wenger, Andrew J. Lauver, Frank H. Dodge, Albert S Herrmann, E. St. Elmo Lewis, James C. Walker, Alfred J. Doughty, Charles Macklin, Residents of Detroit, Michigan; Edward Rector, Joseph F. Gillen, Residents of Chicago, Illinois; Henry Wood, Gustavus A. Buder, Marcus A. Smith, Residents of St. Louis, Missouri; Walter B Manny, of Larchmont, New York; Frank S. Wheeler, Of New York City; Lewis A Hennick, of Boston; P. K. Russell, of Minneapolis; A. W. Saxe, of Pittsburgh; and Fred T. Miller, of Okalahoma City, of the Defendants in the Petition named, to the Petitioner of the United States of America. These defendants, not admitting the sufficiency of the petition herein, for answer thereto, answering say: That they dent all and singular the averments in said petition contained and pray to be hence dismissed with costs. The above named Answering Defendants, By Standish Backus, G. A. Buder, Solicitors for said Defendant Otto Kirchner, Of Counsel.
DecreeIn the District Court of the United States foe the Eastern District of Michigan, Southern Division. United States of America v. Burroughs Adding Machine Company, and Others FINAL DECREE This cause coming on to be heard on this 3rd day of March, in the year nineteen hundred and thirteen, before the Honorable Clarence W. Sessions, District Judge, and the petitioner, the United States of America, appearing by its District Attorney, Mr. Claude I Webster, and by Malcolm A. Coles, its special assistants to the Attorney General, and the several defendants appearing by Standish Backus and G. A. Buder, their solicitors, and Otto Kirchner, of counsel, and it appearing from the petition that the Court has jurisdiction, and the Court having heard and duly considered the statements of counsel for the respective parties made in open court, among others the statement of defendant company’s counsel that the agents of defendant company may in some instances, in violation of their instructions and without the knowledge of defendant company, have been guilty of some of the acts charged in subdivision “e” of the IV paragraph of said petition, entitled “Means and methods of suppressing competition,” doth now, with the consent of said district attorney and said special assistant to the Attorney General, and the solicitor and counsel for defendants given in open court, order, judge, and decree as follows: (1) That the defendant company, the Burroughs Adding Machine Company (of Michigan), be and the same is hereby directed with all convenient speed to issue and deliver instructions in writing to all its servants and agents engaged in the sale of its products now or hereafter employed by it, to absolutely desist and refrain from interfering with or directing, or permitting others under their control or under the control of either of them, to unlawfully interfere with the business, machines, or appliances of competitors engaged in the manufacture, sale, and shipment, or in the sales or shipment in interstate and foreign commerce of adding machines or appliances, by inducing or trying to induce such purchasers to cancel their contracts with competitors and to return to such competitors the adding machines or appliances so purchased, or by wrongfully obtaining information respecting the business, sales, or shipments of such competitors, or by fraudulent or illegal means of inducing the employees of said competitors to give them such information, or permitting agents or employees of the defendant company, or of either of the individual defendants, to seek or to induce others to seek employment of said competitors for the purpose and with the intent thereby of wrongfully securing information as to the business of said competitors, or by any other method specific in said subdivision “e” of the IV paragraph of the petition, or by any other similar wrongful and unlawful means acquiring such information as to the business of a competitor, and such servants and agents and other person or persons connected with the defendant company are hereby perpetually enjoined from violating such instructions. (2) The said defendant company, the Burroughs Adding Machine Company (of Michigan), shall use all reasonable means and endeavors to have the instructions mentioned in the next preceding paragraph of this decree faithfully executed. (3) That the defendant company, the Burroughs Adding Machine Company (of Michigan), and its directors, officers, managers, agents, or employees, shall not hereafter acquire any controlling interest in the stock of any company engaged in business in competition with the defendant company, until and unless, upon written application so to do to this Court and due notice of such application to the petitioner in the cause, and upon hearing thereon, permission so to do shall be allowed by this Court. But this decree shall not be construed to prevent the directors, officers, agents, employees, or stockholders of the defendant company from purchasing for their individual account less than a controlling interest in the stock of any such competitor when such purchases or acquisitions are not made for the purpose of suppressing competition or restraining trade. (4) That this Court retain jurisdiction of this cause for the purpose of enforcing this decree. (5) That in all other respects the said petition be, and the same is hereby, dismissed. C. W. Sessions, United States District Judge, Sitting by Designation.
DecreeIn the District Court of the United States for the Eastern District of Michigan, Southern Division. The United States of America v. Burroughs Adding Machine Company, ET AL. Order approving proposed instructions to agents and employees of the defendant company. This cause coming on to be heard on this 5th day of April, 1913, before the Honorable Arthur Tuttle, District Judge, upon the motion of counsel for the defendant company, asking the Court’s approval of the instructions to its agents and employees, herewith submitted and filed, which are proposed to be issued in compliance with the decree of this Court entered in this cause on the 3rd day of March, 1913, and asking the Court’s interpretation of a certain part of paragraph I of said decree, and the petitioner, the United States of America, appearing by its District Attorney, Clyde I. Webster, and by Malcolm A. Coles, its Special Assistant to the Attorney General, and consenting thereto and it appearing that this Court has jurisdiction under paragraph (4), of the decree of March 3, 1913, it is hereby adjudged, ordered, and decreed: I. That the defendant company, the Burroughs Adding Machine Company (of Michigan), issue to its agents and employees the instructions, in the manner and form submitted and filed with the motion aforesaid, directing them to observe the decree of this Court entered in this cause on the 3rd day of March, 1913. (a) The agents or employees of the defendant company from demonstrating its machine in a fair and lawful manner to users or prospective buyers of adding machines, without misrepresentation or improper and misleading operation of competitor’s machines, and (b) The obtaining by said agents and employees in a fair and lawful manner of usual trade data as to users or probable purchasers of adding machines, without employing any of the wrongful or unlawful means to obtain the same specified in paragraph (1) of the decree of March 3, 1913. Arthur Tuttle, District Judge. |
