Baker v. James
| Decision Date | 01 July 1932 |
| Citation | 280 Mass. 43,181 N.E. 861 |
| Parties | BAKER v. JAMES et al. |
| Court | United States State Supreme Judicial Court of Massachusetts Supreme Court |
OPINION TEXT STARTS HERE
Report from Superior Court, Suffolk County; Marcus Morton, Judge.
Action by Arthur F. Baker against Williams B. James and another. Verdict for defendants. On report.
Judgment on the verdict.
J. B. Jacobs, of Boston, for plaintiff.
J. T. Pugh, of Boston, for defendants.
This is an action of contract against two surviving makers of a promissory note, George F. Welch, one of the makers and the sole endorser, having deceased prior to the suing out of the writ. The note was of the tenor following:
‘$13,000.00
‘For value received The Trustees of the George F. Welch Trust (See Declaration recorded in Norfolk Deeds, book 1689, page 331) promise to pay to Arthur F. Baker * * * or order, the sum of * * * Thirteen Thousand and No/100 Dollars to be paid in installments as follows: $250.00 each month, the first payment to be made January 24, 1929, and the balance on June 24, 1929, * * * with interest monthly at the rate of twelve (12) per cent. per annum, during said term, and for such further time as said principal sum, or any part thereof, shall remain unpaid.
‘Thomas B. Alexander
‘Signed in the presence of Ralph E. Joslin to all secured by Mortgage of Real Estate in Brookline, Norfolk County, Massachusetts to be recorded in-Norfolk County-Registry of Deeds.’
Endorsements:
‘Waiving Demand And Notice
‘George F. Welch’
The defendant offered in evidence the mortgage and the declaration of the George F. Welch Trust referred to in the note. The declaration was duly recorded with the Norfolk deeds. It was admitted that the trust was in existence at the date of the note, that the defendants and said Welch were trustees thereof, and that the trust authorized the defendants and said Welch as trustees to execute promissory notes in behalf of the trust and to mortgage the trust property therefor. It also provided that every obligation assumed by the trustees pursuant to the trust instrument shall be held to be assumed by them as trustees and not as individuals and that every person ‘contracting with the trustees shall look only to the funds and property of the trust for payment under such contract or for the payment of any debt * * * or the payment of any money that may otherwise become due and payable on account of the trust * * * or on account of any other obligations' arising under the trust, and that the trustees should not be personally liable therefor. The mortgage securing the note covered real estate of the trust and was executed by the defendants and said Welch as trustees and was on condition ‘to secure payment of thirteen thousand (13000) dollars * * * as provided in our note of even date.’ All payments on the note were made by the trustees. The plaintiff testified that he was in the business of making loans, that he inspected the real estate referred to in the mortgage and mortgage note before agreeing to make the loan and that he had an attorney at law act for him in examining the title and preparing the mortgage and note, but that he had no knowledge of any limitation of the liability of the trustees and never saw or read the trust instrument. There was evidence that the said attorney for the plaintiff personally examined the trust instrument and rendered to the trustees a statement entitled ‘Statement of loan by Arthur F. Baker to George F. Welch Trust * * *’ and also sent them a check, representing the proceeds of the loan, payable to the order of George F. Welch Trust. At the close of the evidence a verdict was directed in favor of the defendants and the case reported for the consideration of this court.
The note, the mortgage, and the trust instrument should be read and construed together in order to ascertain the contract made by the parties. Skilton v. R. H. Long Cadillac La Salle Co., 265 Mass. 595, 597, 164 N. E. 652;Mayo v. Fitchburg & Leominster Street Railway, 269 Mass. 118, 121, 168 N. E. 405;Charlestown Five Cents Savings Bank v. Zeff, 275 Mass. 408, 176 N. E. 191;Glenn v. Allison, 58 Md. 527. These instruments all were rightly admitted in evidence. There is no repugnancy between the terms of the note and the restrictions in the trust instrument when construed together. Heywood v. Perrin, 10 Pick. 228,20 Am. Dec. 518.
The note on its face bears some indication that the makers purported to be acting as trustees. This was enough to put the plaintiff on his guard in dealing with them to the extent of ascertaining their authority to deal...
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...exclusively to a fund for the payment of the amount and shall not rely upon the personal obligation of the debtor.’ Baker v. James, 280 Mass. 43, 47, 181 N. E. 861, 862, and cases cited. Such an agreement closely resembles in principle the no recourse clause under consideration. The no reco......
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Eno v. Prime Mfg. Co.
...334;First Nat. Bank v. Watkins, 154 Mass. 385, 28 N.E. 275;Barron v. International Trust Co., 184 Mass. 440, 68 N.E. 831;Baker v. James, 280 Mass. 43, 181 N.E. 861;Murphy v. Shinberg, 304 Mass. 1, 22 N.E.2d 597. Eno was hired by the defendant for a year in March, 1935, and for six months in......
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Baybank Middlesex v. 1200 Beacon Properties, Inc., Civ. A. No. 89-2364-C.
...transaction, are to be construed together in order to ascertain the terms of the contract made by the parties. See Baker v. James, 280 Mass. 43, 46, 181 N.E. 861 (1932); Charlestown Five Cents Sav. Bank v. Zeff, 275 Mass. 408, 411, 176 N.E. 191 Applying these rules of construction to the co......
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Agin v. Grasso (In re Luciani)
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