Barr v. Snyder
| Decision Date | 10 September 1956 |
| Docket Number | No. 44758,No. 2,44758,2 |
| Citation | 294 S.W.2d 4 |
| Parties | Nellie E. BARR, Appellant, v. William D. SNYDER, M. Bentley, Pawnee Investment Co., a corporation, and Snyder Realty Co., a corporation, Respondents |
| Court | Missouri Supreme Court |
Clarence C. Chilcott, Walter A. Raymond, Kansas City, for appellant.
Harry L. Jacobs, Robert J. Coleman, Paul Barnett, Kansas City, for respondents.
STOCKARD, Commissioner.
This is a suit by the purchaser for specific performance of a contract for the sale of real estate. From an adverse judgment plaintiff has appealed. Title to real estate within the meaning of Constitution of Missouri 1945, Article V, Sec. 3, V.A.M.S. is involved and jurisdiction is in this court. Drake v. Hicks, Mo.Sup., 249 S.W.2d 358.
On February 21, 1945, Maxine Bentley entered into a contract to sell a certain apartment building in Kansas City, Missouri, to Mrs. R. C. [Nellie E.] Barr. Miss Bentley was the secretary of William D. Snyder, a real estate dealer, who intended to have the title placed in her name as a straw party. It is admitted that Snyder was the owner of the property and the actual contracting party. At the time of the trial Snyder had caused the title to be transferred to the Pawnee Investment Company, a corporation controlled by him. The contract price for the property was $13,750 to be paid by the buyer as follows: $500 cash to be deposited with James Triplett as escrow agent; $3,000 in cash payable on delivery of the deed; the assumption by plaintiff of a $9,000 note at four and one-half percent interest secured by a first deed of trust on the property; and a note by the buyer in the amount of $1,250 at five percent interest secured by a second deed of trust on the property. The contract also provided: 'It is further agreed that the buyer is to receive all furniture and equipment belonging to the seller.' Of the six apartments in the building only two were furnished.
Plaintiff testified that shortly after the contract was signed Snyder told her that he forgot to mention that he had rented one of the furnished apartments (apparently then vacant) to a friend of his who wanted the apartment unfurnished, and that he had intended to sell the furniture in that apartment for $250. Snyder asked plaintiff if she would agree for him to go ahead with this plan and she said 'positively not.' This particular conversation was denied by Snyder. On the next day, February 22, 1945, plaintiff answered an advertisement in a Kansas City newspaper wherein a Mrs. Beckett offered a reward of $100 to any one who would find her an apartment. Plaintiff told Mrs. Beckett that she had contracted to buy an apartment building in which there was an apartment that could be rented either furnished or unfurnished. Mrs. Beckett, as the result of plaintiff's call to her, looked at the apartment, and pursuant to instructions from plaintiff, went to James Triplett who accepted a check from Mrs. Beckett for one month's rent of the apartment at the unfurnished rate.
Two or three days after the contract was signed, plaintiff and Triplett went to Snyder's office, and according to plaintiff, Snyder wanted her to consent that he sell the furniture and credit the proceeds against the note for $1,250, but she refused and said she did not want the furniture sold 'at any price or under any circumstances.' As a reason for this position plaintiff testified that the furniture increased the rent $10.00 per month over the unfurnished rate. However, at that time she had already arranged through Triplett to rent the apartment to Mrs. Beckett at the unfurnished rate. It was admitted that plaintiff and Snyder engaged in a bitter and extended argument over whether Snyder's friend or Mrs. Beckett should be permitted to rent the apartment. Snyder finally gave up his demand in behalf of his friend because, according to him, plaintiff had already accepted a check from Mrs. Beckett for the rent. Mrs. Beckett moved into the apartment on March 1, and a few days later, over his protests (according to Triplett), Mrs. Beckett paid Triplett $100 in cash.
On February 28 Snyder caused the furniture in the apartment rented by Mrs. Beckett to be sold for $450. The testimony is in direct conflict as to whether plaintiff agreed to this. Plaintiff testified that she never asked nor agreed that Snyder sell the furniture. However, plaintiff admitted that after the furniture was sold she and Snyder discussed how the proceeds should be allocated, and this apparently was the subject of another bitter argument.
Snyder testified that after he and plaintiff had the argument over to whom the apartment was to be rented and he had consented that the apartment be rented to Mrs. Beckett, plaintiff told him to sell the furniture so that her tenant could move in by March 1. Mr. Clark Gideon, Snyder's agent who handled the sale of the furniture, testified that plaintiff 'agreed' that the furniture should be sold for the 'best dollar Snyder could get,' and that plaintiff told Snyder to 'sell the furniture and get all you can for it.' If the furniture was not to be sold, as plaintiff contends, we cannot determine what plaintiff wanted done with the furniture or how she expected her tenant to move into the apartment on March 1 on an unfurnished basis.
Snyder also testified that immediately after the sale he advised plaintiff that the price received for the furniture was $450. She expressed dissatisfaction with the price received, and said that it should have brought $1,000. However, there was evidence that $450 was the maximum price permissible under price control regulations then in effect. Plaintiff testified that she never demanded any money whatever from Snyder for the furniture, but the record supports the conclusion that this was the principal issue on which the parties could not agree, and notwithstanding plaintiff's denial, on April 12, 1945, her attorney wrote Snyder a letter, with a copy to plaintiff, in which he demanded $1,000 for the furniture sold. Plaintiff explained this letter by saying, 'I said I myself never did' demand $1,000 for the furniture.
Triplett delivered the $500 deposited with him and the rent check received from Mrs. Beckett to the Kansas City Title Insurance Company on February 28, and Mr. Frank D. McMullen represented that company thereafter as escrow agent. Plaintiff deposited with the escrow agent the amounts required by the contract, and she executed a note for $1,250 and a second mortgage securing that note and deposited them with the escrow agent. Snyder deposited with the escrow agent a warranty deed from the Pawnee Investment Company to plaintiff and a bill of sale to plaintiff conveying all fixtures and the furniture in the one remaining furnished apartment. Snyder also deposited in escrow a check dated April 2, 1945, in the amount of $450 representing the proceeds received from the sale of the furniture, on the back of which was typed the words 'In full settlement of contract dated February 1, [this undoubtedly was meant to be February 21] 1945 between M. Bentley and Mrs. R. C. Barr.' The earliest date that Snyder could have transferred clear record title to the plaintiff was March 26, 1945.
Mr. McMullen made several efforts to get the parties in agreement so that the transaction could be closed, but the record is extremely confusing as to exactly what happened. It may be said with certainty only that the transaction was not completed, that the escrow agent displayed commendable patience but ended up being sued by plaintiff, and that this litigation in various stages has now been pending in the courts over eleven years.
Snyder prepared a proposed closing statement, dated March 23, 1945, which prorated the rentals as of that date, made adjustments pertaining to interest, coal in hand in the building and insurance. This closing statement provided that the balance to be paid to Snyder by the escrow agent out of the $3,000 cash deposit was $2,895.34. This statement apparently did not provide for an adjustment of the dispute concerning the sale of the furniture. Plaintiff testified on deposition that 'as I looked at it [the closing statement] and went over it I became so thoroughly disgusted I said, 'Mr. McMullen, I won't close on that statement." Mr. McMullen testified that plaintiff refused to agree to the statement, but the reasons for the refusal were not stated. However, at the trial plaintiff produced a copy of this statement on which she had written at the bottom in longhand the following: Plaintiff testified that she gave a copy of the statement with the written notation in her handwriting thereon to Mr. McMullen, but he denied this and testified that he never saw the notation until it was produced by plaintiff after this suit was filed. There is no contention that plaintiff ever gave a copy of the notation to Snyder.
Snyder wrote a letter dated March 30, in which he offered plaintiff $450 for the furniture 'together with the closing of our transaction today' as a complete adjustment of all claims in connection with the contract. Plaintiff refused to accept this. In an effort to get the parties in agreement, Mr. McMullen prepared a letter dated April 2, based on the figures contained in the statement prepared by Snyder, directing the method of closing the transaction. Plaintiff signed this letter but Snyder refused to approve it because the letter expressly provided that the controversy concerning the sale of the furniture was to be left to subsequent adjustment. On April 6, Mr. McMullen prepared...
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