Tatterson

On November 4, 1916, “The Franklin Amusement Corporation” was incorporated under the laws of the state of California, and two years later certain issued stock was purchased by appellants. On September 28, 1923, the agreement, which is the foundation of this litigation, was entered into between appellants and respondents.

The agreement is very lengthy and need not be set out in Jiaec verba. We summarize it, setting forth merely such portions as are necessary to an' understanding of the questions involved in this appeal:

Preamble: “This memorandum of agreement made and entered into on the 28th day of September, 1923, by and between Oliver Kehrlein, Emil Kehrlein and Emil Kehrlein, Jr., hereinafter known and referred to as parties of the first part, and George W. Tatterson, J. M. Maurer and L. B. Gross, hereinafter known and referred to as parties of the second part, witnesseth: that whereas the parties of the first part are the owners of all of the issued and outstanding stock of the Franklin Amusement Corporation, a California Corporation, and whereas, said parties of the first part are desirous of selling to parties of the second part said stock in said corporation under the…