Adams v. East Boston Co.
| Citation | 127 N.E. 628,236 Mass. 121 |
| Parties | ADAMS v. EAST BOSTON CO. WATSON v. SAME. |
| Decision Date | 07 June 1920 |
| Court | United States State Supreme Judicial Court of Massachusetts |
OPINION TEXT STARTS HERE
Exceptions from Superior Court, Suffolk County; Lloyd E. White, Judge.
Actions of contract by Morton Adams and John C. Watson against the East Boston Company. Verdict for plaintiff in each case, and defendant excepts. Exceptions sustained, and judgment in each case ordered for defendant.
In each case the defendant duly requested the court to give the following rulings and instructions: a verdict should be directed for the defendant. a verdict should be directed for the pleadings,
(2) The evidence will not warrant a verdict for the plaintiff on the first count.
(3) The evidence will not warrant a verdict for the plaintiff on the second count.
(4) Proof of all the allegations in the first count of the declaration will not warrant a verdict for the plaintiff thereon.
(5) Proof of all the allegations of the second count will not warrant a verdict for the plaintiff thereon.
(6) The alleged contract of May 21, 1897, a copy of which is annexed to the declaration as Exhibit A, was invalid because it was contrary to public policy.
(7) The alleged agreement of modification of the contract of May 21, 1897, a copy of which is annexed to the declaration as Exhibit C, was invalid because it was contrary to public policy.
(8) The evidence will not warrant a finding by the jury that the alleged agreement of January 23, 1900, a copy of which is annexed to the declaration as Exhibit C, was made in good faith and with such regard for the interests of the defendant company on the part of its directors and officers as to make it a binding contract of the company.
(9) Notwithstanding the alleged contracts, copies of which are annexed to the declaration, the defendant had a right to make any settlement it pleased with the commonwealth for its damages on account of the taking of 1898.
(10) The evidence will not warrant a finding that the defendant ever received on account of the taking of 1898, within the meaning of the alleged contracts, copies of which are annexed to the declaration, any greater sum than $142,734.11.
(11) By the terms of the agreement of settlement between the defendant and the commonwealth, the defendant received, on account of the taking of 1898, the sum of $142,734.11, and that sum should be taken as the true amount so received for the purpose of determining the compensation recoverable in this action, unless the jury find that such settlement was made in bad faith for the purpose of defeating the plaintiff's rights.
(12) The plaintiff is not entitled to have his commission on sums received by the defendant as interest.
(13) The defendant is entitled to have all commissions paid by it to others, on account of the settlement of the taking of 1898, deducted from the 10 per cent. commission coming to the plaintiff under the alleged agreement of January 23, 1900.
(14) Upon the evidence there never was a valid taking of defendant's flats in 1898.
(15) If the defendant had tried its suit for damages for the taking of 1898, it could in no event have recovered in such suit any greater sum than the eunexpended amount of the appropriation made in St. 1897, c. 486.
(16) Upon the evidence there was no taking of the defendant's flats within the meaning of the contracts, copies of which are annexed to the declaration as Exhibits A and C.
(17) The evidence will not warrant a finding that the defendant received in settlement of the taking of October 28, 1898, a greater sum than the amount that at the time of such settlement remained unexpended of the appropriation of $100,000 made by St. 1897, c. 486.
(18) Upon the evidence whatever sum was received by the defendant in the settlement on account of the flats described in the alleged taking of 1898 was received, in part at least, in consideration of the sale and conveyance of the defendant's interest in said flats to the commonwealth, and not solely on account of said taking.
(19) Neither the directors of the port of Boston, nor any other officials of the commonwealth, had any authority to pay solely as a settlement on account of the taking of October 28, 1898, any greater sum than the amount that at the time of such settlement remained unexpended in the state treasury of the appropriation made by St. 1897, c. 486.
(20) If the plaintiffs, or either of them, sought through personal solicitation or request, by letter or otherwise, to persuade any member of the state Legislature to support legislation which would authorize the harbor and land commissioners to purchase or take by eminent domain any of the defendant's flats, the plaintiffs cannot recover in this action.
(21) If the plaintiffs, or either of them, sought through personal solicitation or request, by letter or otherwise, to persuade the board of harbor and land commissioners or any member of said board to act in favor of a taking of the defendant's flats by eminent domain, then the plaintiffs cannot recover in this action.
(22) If the plaintiffs through their counsel attempted to prevent the commonwealth from making a settlement with the defendant in which the amount to be paid on account of the taking of October 28, 1898, was fixed at $142, 734.11, the plaintiffs cannot recover in this action.
(23) If the effect of the alleged contracts, copies of which are annexed to the declaration as Exhibits A and C, was to deprive the defendant of the right to settle the claim for damages on account of the taking of October 28, 1898, without the consent of the plaintiffs, or either of them, said agreements were invalid and cannot be enforced.
(24) The taking of October 28, 1898, did not cut off the right of the defendant to have the channels which ran from deep water to its remaining flats, and which were not bare at low water, kept open for its use as a means of access to such remaining flats.
(25) The taking of October 28, 1898, did not give the commonwealth any right to fill such channels.
(26) By the true construction of the alleged contract of May 21, 1897, a copy of which is annexed to the declaration as Exhibit A, the plaintiffs did not perform said contract unless through their efforts a price was obtained for the flats which was satisfactory to the defendant, whether the flats were disposed of by sale or taking.
(27) If the commonwealth refused to make any separate settlement on account of the taking of October 28, 1898, and would make a settlement only on condition that one lump sum be paid for the taking of 1898, the taking of 1913, deeds of conveyance to the flats included in said takings in the forms introduced in evidence and the conveyance of the small piece of flats not covered by either taking, and solely because of this attitude of the commonwealth no separate amount was agreed upon between it and the defendant as paid and received on account of said taking of October 28, 1898, and if this attitude of the commonwealth was due wholly or in part to the protest against the proposed settlement which was sent by Hoitt as counsel for the plaintiffs to the Attorney General, then the plaintiffs have failed to show that the defendant ever received any sum on account of said taking within the meaning of the contracts, copies of which are annexed to the declaration, and are not entitled to recover.
Where the facts are not in dispute, the question whether a contract is against public policy is a question of law under all the circumstances of the case.
A company and its officers and persons employed by it to effectuate sale of its land had a right to urge before legislative committees in person or by counsel passage of a proposed statute whereunder the commonwealth could acquire the lands, but if real purpose of company was to obtain, and of its agents to render, services depending on use of improper influences or practices on members of the Legislature, the company's contract to pay agents a percentage of the price on sale is unenforceable as against public policy.
Though the parties do not stipulate for corrupt action inducing bribery, monetary gain, or the emolument of office, a contract, which, when applied to the facts, inevitably tends to results which impair, not merely the character of the Legislature, but public confidence in its integrity, though the exercise by certain parties thereto in favor of the other of improper practices upon members of the Legislature to induce the passage of a statute, is illegal and unenforceable as against public policy.
Contract by company owning flats and marsh lands, whereby it agreed to compensate agents for services in effectuating sale of the lands, the tendency of the engagement, in view of the fact that the lands could be sold only to the commonwealth for port development, being to cause the bringing to bear upon members of the Legislature of improper influences to induce them to pass a statute whereunder the commonwealth might acquire the lands, held illegal and unenforceable.Bates, Nay, Abbott & Dane, of Boston (W. A. Dane and Frederick Hoitt, both of Boston, of counsel), for plaintiffs.
George L. & Lowell A. Mayberry, of Boston, for defendant.
The alleged cause of action rests on the contracts, copies of which annexed to the declaration, in so far as material, read as follows:
The first contract:
‘Said company agrees to pay to said John C. Watson and Charles E. Adams in compensation for their services rendered and to be rendered in connection with the sale of its flats and marsh lands, and in addition to the salaries paid to them as officers of the...
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Green v. Richmond
...public policy or otherwise illegal or in violation of law is a question of law for determination by the judge. Adams v. East Boston Co., 236 Mass. 121, 127, 127 N.E. 628 (1920); Reuter v. Ballard, 267 Mass. 557, 562--563, 166 N.E. 822 (1929). A party's admissions in testimony at the trial a......
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...early declared and have been continuously and unswervingly adhered to by this court. Fuller v. Dame, 18 Pick. 472;Adams v. East Boston Land Co., 236 Mass. 121, 127 N. E. 628. The principle is recognized generally. McMuillen v. Hoffman, 174 U. S. 639, 648, 19 Sup. Ct. 839, 43 L. Ed. 1117;Meg......
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