- 22 - In the present case, although Cyril and Joseph were father and son, the circumstances surrounding the 1951 Agreement indicate that the parties had divergent interests. Cyril and Joseph were concerned with the future of the family business. Cyril wanted to gain control of JM following Joseph's death. Cyril feared that if he had to share control with his children, he might be fired by them. In exchange for obtaining lifetime control, Cyril agreed to will his own stock in trust for the benefit of his children. Under the terms of the 1951 Agreement, Cyril not only relinquished his freedom to transfer his stock to whomever he wished but also tied up the proceeds of the stock in the event he sold it. Joseph, on the other hand, wanted to ensure that Cyril's stock would not end up in the hands of one of the women Cyril was dating. In exchange for Cyril's promise not to give his stock to anyone but his children, Joseph promised not to revoke the provision in his will bequeathing his stock to Cyril as sole trustee with voting rights (and thus control) for Cyril's life. Because a will is an ambulatory instrument that has no effect until the death of the testator, without the 1951 Agreement, Joseph could have revoked or revised his will any time prior to his death. Dodd v. United States, 345 F.2d 715, 719 (3d Cir. 1965); Wasserman v. Commissioner, 24 T.C. 1141, 1144 (1955). Cyril and Joseph put their promises in writing, and the Agreement represented a give-and-take on each side. Both parties, in fact, performed as promised under the Agreement.Page: Previous 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 Next
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