Chilcott v. Washington State Colonization Co., Inc.

• Decision Date: 22 December 1906
• Court: Washington Supreme Court
• Parties: CHILCOTT et al. v. WASHINGTON STATE COLONIZATION CO., Inc.

88 P. 113

45 Wash. 148

CHILCOTT et al. v. WASHINGTON STATE COLONIZATION CO., Inc.

Supreme Court of Washington

December 22, 1906

Appeal from Superior Court, King County; George E. Morris, Judge.

Action by Richard Chilcott and another against the Washington State Colonization Company. From a judgment in favor of plaintiffs defendant appeals. Affirmed.

Aust &amp Terhune, for appellant.

F. R Conway, for respondents.

CROW J.

This is an action instituted by the plaintiffs, Richard Chilcott and S. Grabowski, against the defendants, Washington State Colonization Company, a corporation, and W. C. Harding, to recover compensation for services rendered. The plaintiffs alleged that the defendants had employed them to seek out logged-off lands which were for sale, and place the defendants in communication with the owners, so that they might negotiate for the purchase of such lands; that it was agreed that, if the defendants or either of them should purchase any such lands, they would pay the plaintiffs 25 cents commission on each acre so purchased; that plaintiffs sought out 4,000 acres of land in Chehalis county then for sale, and placed the defendants in communication with the owners; that afterwards, in September, 1905, the defendants purchased all of said 4,000 acres; that plaintiffs have demanded their commission, but that the defendants have refused to pay the same. The defendant corporation, answering separately, admitted its corporate capacity, admitted that on September 9, 1905, it had purchased a tract of about 3,700 acres, situated in Chehalis county, but denied each and every other allegation of the complaint. On motion of the defendant Harding, a nonsuit was granted as to him. Thereafter the jury returned a verdict in favor of plaintiffs and against the defendant corporation. From the final judgment entered thereon, this appeal has been taken.

The evidence of the respondents tends to show that their first negotiations and agreement were with the defendant Harding that afterwards the appellant corporation was formed; that Harding was its promoter when dealing with respondents; that it ratified and accepted his contract with respondents; and that it purchased the land in Chehalis county, knowing it had been sought out by the respondents, who were to receive a compensation therefor. The appellant, by its first assignment of error, on which it seems to base its principal reliance for a reversal herein, contends that the trial court erred in admitting in evidence plaintiffs' Exhibit A, which reads as follows: 'Seattle, March 1, 1905. Richard Chilcott, Esq., Seattle--Dear Sir: I am desirous of forming a company, for the purpose of colonizing vacant lands in this state, and would like to have an offer on some tracts of logged-off lands, that are suitable for agricultural purposes. I am informed that you are known to all the sawmill owners and large loggers, who are the holders of such lands and can reach them more readily than I. Therefore I will ask you to open negotiations on my behalf, with any holders of desirable tracts, with a view to placing me in touch with them. I prefer to make my own arrangements with the principals and obtain the lowest possible price, and, to enable me to do so, I will ask that you waive any claim for commission from the seller on any sales made. In consideration of which, together with your services in the premises, I agree to pay you a commission of $.25 cts. per acre, on any lands secured through your introduction. Yours truly.' It will be noticed that this exhibit was not signed. The evidence shows that the date it bears was prior to the actual organization of the appellant corporation, but was about the time the first negotiations took place between the respondents and Harding. This exhibit was drawn about August 15, 1905, by the respondent Chilcott acting for himself and Grabowski, and was presented to the defendant Harding, who was then contemplating a trip to the East upon important business for the appellant corporation. Chilcott testified that he and Harding had previously agreed that the respondents should be compensated for their services, but that the exact amount of compensation had not been stipulated; that he (Chilcott) drew and antedated the exhibit so that it might be signed by Harding for his (Chilcott's) protection, and at the same time place Harding in a proper position with the...