Zions Service Corporation v. H. A‪.‬

ANDERSON, District Judge. The record discloses that the plaintiff, Zions Service Corporation, was incorporated in 1955 by the defendant and 14 other masonry contractors who had decided to form a corporation that would provide certain technical services to its members. There would be available the services of specialists in estimating the materials which would be required for jobs open for bidding. These estimates would be circulated to all members. On January 3, 1956, the Board of Directors of the corporation agreed that as members they would pay to the corporation one per cent on all jobs received by the members up to $10,000, two per cent on jobs up to $25,000, and three per cent on any job over $25,000. The defendant was present as a director and seconded a motion that the fees due from the members be pro-rated and paid as the progress payments on a job were received. It was also agreed at this meeting that the corporation officers would determine the fee on jobs coming to the members through the corporation.