Dale v. Jennings
| Decision Date | 27 July 1925 |
| Citation | 90 Fla. 234,107 So. 175 |
| Parties | DALE v. JENNINGS. |
| Court | Florida Supreme Court |
Hearing Granted September 26, 1925.
Decree Reaffirmed Jan. 14, 1926.
En Banc.Suit by William M. Dale against William Jennings. Judgment for defendant, and complainant appeals.
Affirmed by an equally divided court.
On Rehearing.
Syllabus by the Court
Those dealing in fiduciary or confidential capacity have duty to disclose essential or material facts. It is the duty of those dealing in a fiduciary or confidential capacity to disclose all essential or material facts pertinent or material to the transaction in hand.
Courts do not define exact limitation of exercise of jurisdiction to relieve against fraud through fiduciary or confidential relation. Principles applicable to the more familiar relations of this character have been long settled by many well-known decisions, but the courts have always been careful not to fetter this useful jurisdiction by defining the exact limits of its exercise.
If person abuses confidential influence to obtain advantage at expense of confiding party, he will not be permitted to retain advantage. Wherever two persons stand in such a relation that, while it continues, confidence is necessarily reposed by one, and the influence which naturally grows out of that confidence is possessed by the other, and this confidence is abused, or the influence is exerted to obtain an advantage at the expense of the confiding party, the person so availing himself of his position will not be permitted to retain the advantage, although the transaction could not have been impeached if no such confidential relation had existed.
Trust and confidence and duty to disclose may expressly appear by language of parties or be implied from acts and other circumstances. Each case must depend upon its own circumstances. The trust and confidence, and the consequent duty to disclose, may expressly appear by the very language of the parties, or they may be necessarily implied from their acts and other circumstances.
'Fiduciary or confidential relation' defined. A confidential relation exists when confidence is reposed by one party and a trust accepted by the other, when a confidence has been imposed and betrayed, or when influence has been acquired and abused. It embraces both technical and fiduciary relations and those informal relations where one man trusts in and relies on another.
Fact of invited confidence carries with it superlative degree of frankness and square dealing. The fact of invited confidence necessarily carries with it the superlative degree of frankness and square dealing. Any standard of business ethics below this would be disastrous and destructive to our commercial institutions and square in the teeth of every principle of our system of equity jurisprudence.
Doctrine of clean hands confined to misconduct in matter in litigation, and must concern opposite party. The doctrine of clean hands is confined to misconduct in the matter in litigation, and must concern the opposite party; it has no application to wrongs committed at large.
Necessary showing to defeat relief in equity because complainant does not come with clean hands stated. In order to establish that complainant is not entitled to equitable relief because he does not come into equity with clean hands, it is not essential that the fraud or deceit be such as would be a defense to an action at law, or as would require a court of equity to cancel the contract, but it is sufficient if it appears that complainant has been guilty of unscrupulous practices, or overreaching, or has concealed important facts though not actually fraudulent, or has been guilty of trickery or taking undue advantage of his position, or unconscientious conduct.
Equity will not decree specific performance of contract unless it is strictly equitable; even if plaintiff's inequity is insufficient to warrant cancellation of contract, its enforcement may be refused; equity will refuse to enforce contract for plaintiff guilty of unconscionable conduct not amounting to legal fraud. A court of equity will not decree the specific performance of a contract unless it is strictly equitable and free from trickery and deception on the part of the party seeking such performance. Even if the inequity of the plaintiff is insufficient to warrant the court in canceling the contract, yet the plaintiff may be refused its enforcement. And equity will refuse its aid in the enforcement of a contract where the plaintiff has been guilty of unconscionable conduct which does not amount to legal fraud.
That plaintiff has no remedy at law held not to affect refusal to aid party as to transaction brought into existence solely by his fraud; equity does not concern itself about what may or may not be done in another forum. The suggestion that the plaintiff has no remedy at law or any legal relief against the defendant argues nothing against the right and the duty of a court of equity to refuse to grant aid to a party as to a transaction which has been brought into existence solely by the fraud practiced by him upon the party against whom he seeks relief; as to said transaction, a court of equity in the administration of its principles does not concern itself about what may or may not be done in another forum.
Doctrine of clean hands need not be pleaded to be available. The doctrine of clean hands need not be pleaded to be available but where the evidence discloses the unconscionable character of the transaction, equity will of its own motion apply the maxim and deny relief.
That plaintiff has no remedy at law held not to affect refusal to aid party as to transaction brought into existence solely by his fraud; equity does not concern itself about what may or may not be done in another forum. The suggestion that the plaintiff has no remedy at law or any legal relief against the defendant argues nothing against the right and the duty of a court of equity to refuse to grant aid to a party as to a transaction which has been brought into existence solely by the fraud practiced by him upon the party against whom he seeks relief; as to said transaction, a court of equity in the administration of its principles does not concern itself about what may or may not be done in another forum.
If members of appellate court are equally divided without prospect of change, judgment should be affirmed. Where the members of the appellate court are equally divided in opinion as to whether a judgment, decree, or order on appeal or writ of error should be reversed or affirmed, and there is no prospect of a change of judicial opinion in the premises or of an immediate change in the personnel of the court, the judgment, decree or order should be affirmed, so that the litigation may not be unduly prolonged.
On equal division by Supreme Court, those favoring reversal have duty to vote with those favoring affirmance; judgment by equally divided court, although bar to another action possesses no dignity or force as judicial precedent. Where the members of the Supreme Court sitting six members in a body after full consultation are equally divided in opinion as to whether or not a judgment should be reversed, and there is no prospect of an immediate change in the personnel of the court, it becomes the duty of those who favor reversal to vote with those who favor affirmance and thereby affirm the judgment of the lower court. In such a case, while the judgment is a bar to another action for the same cause, yet, as no matters of law are decided so far as the questions upon which the court is equally divided are concerned, the judgment possesses no dignity or force as a judicial precedent as to such matters.
Appeal from Circuit Court, Alachua County; A. V. Long, Judge.
Robert E. Davis, of Gainesville, and Cooper, Cooper & Osborne, of Jacksonville, for appellant.
E. H. Martin, of Ocala, and George C. Bedell, of Jacksonville, for appellee.
William M. Dale filed his bill in chancery in the circuit court of Alachua county, Fla., against William Jennings, seeking to enforce a vendor's lien upon certain real and personal property in Alachua and other counties in this state, or, in lieu of such lien, to require Jennings to execute in favor of Dale a certain promissory note secured by a mortgage on said property.
The bill was filed January 22, 1920, and alleges the agreement to sell and convey the property therein described to Jennings for $750,000, the terms of sale to be $400,000 cash, and the balance of $350,000 to be represented by a promissory note executed by Jennings in favor of Dale, payable in five years from date, bearing interest at 6 per cent., payable semiannually, and to be secured by a mortgage on the property sold and more specifically described in the bill.
The bill also alleges that on December 19, 1919, Dale and wife executed and delivered to Jennings said deed, and that Jennings paid Dale the said sum of $400,000 in cash, and that Jennings has failed and refused, and still refuses to make, execute, and deliver, the said promissory note and mortgage. The bill describes in full the properties and improvements thereon, and charges that Jennings has taken possession of and intends to begin mining and operating the property.
The bill prays for an accounting, and that Jennings be required to execute the note and mortgage, and that Dale be decreed to have a lien on all the property described in the deed for the balance of the purchase money, and for injunction and receiver.
To the bill of complaint answer was duly filed, in which was included a cross-bill. The answer admits the execution of the deed by...
To continue reading
Request your trial
-
United Jersey Bank v. Kensey
...Id. at 93-94, 458 A.2d 1311 (quoting 3 J. Pomeroy, A Treatise on Equity Jurisprudence at 552-54). See, e.g., Dale v. Jennings, 90 Fla. 234, 244, 107 So. 175, 179 (1925); Capital Bank v. MVB, Inc., 644 So.2d at 518. We recognize the growing trend to impose a duty to disclose in many circumst......
-
In re Chira
...accepted by the other." Id. at 934 (citing Capital Bank v. MVB Inc., 644 So.2d 515, 518 (Fla. 3d DCA 1994) (quoting Dale v. Jennings, 90 Fla. 234, 107 So. 175, 179 (1925))). In this sense, breach of fiduciary duty is a broad theory of recovery which "can include conduct which is merely negl......
-
Capital Bank v. MVB, Inc.
...a fiduciary relation implied in law when "confidence is reposed by one party and a trust accepted by the other." Dale v. Jennings, 90 Fla. 234, 244, 107 So. 175, 179 (1925). Accord Harkness v. Fraser, 12 Fla. 336 (1868); Harrell v. Branson, 344 So.2d 604, 607 (Fla. 1st DCA), cert. denied, 3......
-
Future Tech Intern., Inc. v. Tae Il Media, Ltd., 95-2512-CIV.
...a fiduciary relation implied in law when `confidence is reposed by one party and a trust accepted by the other.' Dale v. Jennings, 90 Fla. 234, 244, 107 So. 175, 179 (1925)." Capital Bank v. MVB, Inc., 644 So.2d 515 (Fla. 3d Dist.Ct.App.1994). Again, the economic loss rule does not apply he......
-
DELAWARE'S FIDUCIARY IMAGINATION: GOING-PRIVATES AND LORD ELDON'S REPRISE.
...(Ewing v. Ewing, 126 P. 811, 815 (Okla. 1912)); Maryland (Anderson v. Watson, 118 A. 569, 575 (Md. 1922)); Florida (Dale v. Jennings, 107 So. 175, 178 (Fla. 1925)); Hawaii (Meheula v. Hausten, 29 Haw. 304, 314 (1926)); Utah (Omega Inv. Co. v. Woolley, 271 P. 797, 801 (Utah 1928)); Maine (El......
-
Servants of a masterful conflict.
...v. Special Road & Bridge Dist. No. 5 et al., 126 So. 795 (Fla. 1930); and Sudberry v. Lawke, 403 So. 2d 1117; Dale v. Jennings, 107 So. 175 (Fla. (3) Bar Association of Vermont Advisory Ethics Opinion 79-16. (4) Arkansas Bar Association Advisory Opinion 98-01. (5) Askew v. Allstate Titl......