Caldwell

This is an action upon a promissory note. The answer admits the execution of the note, but as a special defense alleges that the same was understood and intended between the plaintiffs and the defendants to operate as a contract of indemnity and not otherwise; and that no liability has been incurred by the defendants by virtue thereof. The court found in accordance with said special defense, and adjudged that plaintiffs take nothing by their action and that defendants recover their costs of suit.

Plaintiffs appeal from the judgment, and in support thereof contend that the court erred in concluding that the facts constituted “a contract of indemnity” and not “a partnership arrangement. ’ ’

A fair statement of the ease as shown by the evidence follows : At the time of the transaction hereinafter set out, the plaintiffs and defendants were business men and property owners in Oildale, Kern County, and were mutually interested in the welfare and progress of the community.

A short time prior to November 28, 1923, one H. E'. Gove represented to the parties hereto that he was a manufacturer engaged in the business of manufacturing water heating appliances in the city of Los Angeles;…