Date: 1912
Source: ru:LS/v38

PROJECT OF A CONTRACT WITH ATTORNEY J. DUCO DE LA HAY
Mr. Ducot de la Hay undertakes to establish a bar association—namely, to invite two additional attorneys, one of whom must be a member of the Socialist Party.
This bar association shall draft and submit a well-reasoned opinion that includes:
1°. The full text of the fundamental and decisive documents—i.e.,
the documents that are both necessary and sufficient to substantiate Mr. Ulyanov’s claim before the court.
2°. A thorough and detailed analysis of these documents, demonstrating that Ms. Zetkin is in the wrong; that she must immediately return the disputed funds to Mr. Ulyanov; and that she would be committing an abuse of trust if she were to refuse to do so.
3°. An examination of any legal obstacles in this case—if any exist—and a demonstration that these obstacles are purely fictitious, and that Mr. Ulyanov can and ought to bring Ms. Zetkin to trial in Stuttgart.
Mr. Ulyanov undertakes to pay Mr. Ducot de la Hay the sum of five thousand francs, provided that, thanks to this opinion rendered by the bar association and to other measures which Mr. Ducot de la Hay deems beneficial, Ms. Zetkin returns the funds to Mr. Ulyanov no later than August 1, 1912.
Otherwise, Mr.
Ulyanov undertakes to pay Mr. Ducot de la Hay the sum of — ? -------I must reiterate what I have already told you: we can only afford to pay a very, very modest fee—and it is precisely for this reason that we stipulate a highly generous remuneration in the event of success. It is highly likely that, with skillful handling, this case will lead to complete success without the need for any formal litigation. No serious jurist could possibly deny the following principle:
“If two parties enter into an arbitration agreement and one party places the disputed funds in the custody of three designated arbitrators—then the resignation of even a single one of those arbitrators is sufficient to terminate the arbitration agreement, and the ‘custodians’ are obligated to return the funds to the party who originally paid them.”
The only potential obstacle might be the fact that the arbitration agreement has not been formally signed. But this obstacle is illusory, since a letter signed by all three arbitrators clearly establishes that Mr. Ulyanov had promised to pay them the funds. Consequently, the central fact—the existence of the arbitration agreement—is established,

and civil law—which does not interfere in the substance of the arbitration agreement, nor in the essence of the dispute, nor in the motives (moral, political, etc.) that should have guided the arbitrators—civil law merely ensures compliance with the formal obligation: Mr. Ulyanov fulfilled his duty by paying the funds to the arbitrators, whereas the arbitrators themselves—especially the former arbitrator Ms. Zetkin—failed to fulfill their own obligations and must now return the money.
If the bar association communicates its opinion:
1) to Ms. Zetkin; 2) to Mr. Bebel, Chairman of the Executive Committee of the German Party; 3) to the Executive Committee of the Württemberg Socialist Party—then it is highly probable that Ms. Zetkin will acknowledge that she was in the wrong and will return the funds.
The sophism employed by my opponent—I have studied it privately—deserves special attention. This sophism proceeds as follows: suppose we are obliged to return the money. But to whom? Has it been proven that Mr. Ulyanov was, in fact, the rightful owner of the funds? Did he not act on behalf of some group, the Central Committee, or the like?
The defense of Ms. Zetkin must be exceedingly weak if she can resort to such a sophism. After all, the very task of the arbitrators was to determine who owned the funds, who still owns them, and who ought to own them. Once the arbitrators have resigned, they no longer have the authority to raise questions about ownership, about the relationships among various groups, and so forth; their sole responsibility is to return the funds to the party who originally paid them * (and who had been recognized in all letters from the arbitrators as a party—or one of the contracting parties).
I myself have served as a lawyer, studying French law and German law governing relations under the terms of an arbitration agreement.
I have no doubt that Ms. Zetkin is utterly in the wrong.
Should it prove difficult to find French lawyers who are fluent in German **, I could translate for you the relevant articles of the German Civil Procedure Code *** and the commentaries of Germany’s most renowned legal scholars: Haup and Stein.
*
Here V. I. Lenin inserted the following note: “and who was the owner, the ‘custodian’ of these funds prior to the conclusion of the arbitration agreement.”
** French Law: Code de procedure civile, art. 1012 (Civil Procedure Code, Art. 1012).
*** German Law: “CivilproceBordnung” § 1033. Cf. Recueil périodique Dalloz, année 1889, 1ère partie, page 32 (“Civil Procedure Law” § 1033. See the Periodical Collection of Dalloz, Year 1889, Part 1, Page 32): “An arbitration agreement terminates its effect and…