First Sec. Bank of Anaconda v. Vander Pas, No. 90-626

Docket NºNo. 90-626
Citation818 P.2d 384, 250 Mont. 148
Case DateOctober 08, 1991
CourtUnited States State Supreme Court of Montana

Page 384

818 P.2d 384
250 Mont. 148
FIRST SECURITY BANK OF ANACONDA, a Montana corp., Plaintiff
and Respondent,
Edwin T. VANDER PAS and Ed Vander Pas Oil, a Montana Corp.,
Defendants and Appellants.
Edwin T. VANDER PAS, Plaintiff and Appellant,
OILFIELD SUPPLY CO., INC., a Nevada corp., Oilfield Supply
Co., a Montana corp., Roy L. Brown, Dean W. Loney,
Montana-Pacific Oil and Gas Co., a/k/a Montana Pacific Oil
and Gas, Ltd., et al., Defendants and Respondents.
No. 90-626.
Supreme Court of Montana.
Submitted on Briefs July 25, 1991.
Decided Oct. 8, 1991.

Page 385

[250 Mont. 150] Stephen A. Doherty and George R. Crotty, Jr., Graybill, Ostrem, Warner & Crotty, Great Falls, for defendants and appellants.

Mark F. Higgins, Ugrin, Alexander, Zadick & Slovak, Great Falls, Michael E. Webster, Crowley, Haughey, Hanson, Toole & Dietrich, Billings, for plaintiff and respondent.

HUNT, Justice.

The Montana Ninth Judicial District Court, Toole County, granted a motion for summary judgment in favor of respondent, First Security Bank of Anaconda. The court ordered appellants Edwin T. Vander Pas, and Ed T. Vander Pas Oil, Inc., a Montana corporation, to specifically perform certain obligations pursuant to an agreement terminating a business relationship. The court ordered Vander Pas to convey to First Security Bank his one-half interest in certain real property, together with buildings and improvements, located at Oilmont. It is from this order that Vander Pas appeals. We affirm.

The issue before the Court is whether the summary judgment granted by the District Court entitled First Security Bank to specific performance.

For several years, Vander Pas and Dean W. Loney were involved together in several business relationships located primarily in Toole County. In 1981, the parties were desirous of terminating and dissolving such business relationships on a fair and equitable basis. On December 4, 1981, they entered into a contract which provided that the assets and liabilities of their partnerships would be assumed by Loney. In consideration, Loney agreed to pay Vander Pas $800,000, plus interest. The contract specifically provided that Loney was to pay Vander Pas $200,000 upon execution of the agreement. The record reflects that this was performed by Loney. The balance of the remaining $600,000 debt was to be evidenced by a promissory note bearing an annual interest rate of 14 percent to be paid in quarterly installments with the first payment due on or before March 31, 1982. The record reflects that approximately $600,000 in installment payments have been made on the note over a period exceeding three years.

[250 Mont. 151] In 1985, Loney defaulted on the payments and the parties renegotiated payments which were evidenced by a second promissory note. After a few months, Loney again defaulted. In 1987, while attempting to obtain a sizable mortgage on the Oilmont property, Loney discovered that the quit claim deed to the property was never executed.

On March 9, 1988, Loney assigned his interest in the contract and gave limited power of attorney to respondent First Security Bank of Anaconda. The power of

Page 386

attorney gave respondent authority to commence, prosecute, and conclude all legal actions and proceedings to enforce compliance with the contract between Loney and Vander Pas. Loney also transferred his one half interest in the Oilmont property to respondent.

On July 27, 1987, Vander Pas commenced litigation against various corporations to obtain payment under the 1985 promissory note. Respondent then filed a complaint against Vander Pas and Ed Vander Pas Oil Inc. The two actions were later consolidated.

During the proceedings, Vander Pas moved the court for a partial summary judgment asking that Loney and respondent pay the total amount due on the 1985 note. Respondent filed a cross-motion for summary judgment requesting that Vander Pas specifically perform the contract by conveying the Oilmont property to respondent. The court denied Vander Pas's motion and ordered him to convey the deed to respondent. It is from this order that Vander Pas appeals.

The dispute between the parties arises over certain provisions in the 1981 contract set out below:

Oilmont Investments is a Montana general partnership owned fifty percent (50%) by Dean W. Loney and fifty percent (50%) by Ed Vander Pas Oil in accordance with a verbal partnership agreement. The partnership assets include approximately 3 acres of land in Oilmont,...

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15 cases
  • Stutzman v. Safeco Ins. Co. of America, 96-699
    • United States
    • Montana United States State Supreme Court of Montana
    • 24 Junio 1997
    ...Klawitter v. Dettmann (1994), 268 Mont. 275, 281, 886 P.2d 416, 420 (citing First Security Bank of Anaconda v. Vander Pas (1991), 250 Mont. 148, 152-53, 818 P.2d 384, 387); see also Wellcome v. Home Ins. Co. (1993), 257 Mont. 354, 356, 849 P.2d 190, 192. This Court is bound to interpret the......
  • Urquhart v. Teller, 97-372
    • United States
    • Montana United States State Supreme Court of Montana
    • 6 Mayo 1998
    ...Carbon County v. Dain Bosworth, Inc. (1994), 265 Mont. 75, 87, 874 P.2d 718, 726; First Security Bank of Anaconda v. Vander Pas (1991), 250 Mont. 148, 153, 818 P.2d 384, 387. Furthermore, had the parties chosen to do what the majority has, in effect, done for them, they could have stated, a......
  • Luloff v. Blackburn, 95-191
    • United States
    • Montana United States State Supreme Court of Montana
    • 14 Noviembre 1995
    ...from the offered proof are to be drawn in favor of the party opposing the summary judgment. First Security Bank v. Vander Pas (1991), 250 Mont. 148, 152, 818 P.2d 384, The sole issue on appeal is whether the District Court erred in granting summary judgment to the respondents. The appellant......
  • Estate of Hill, In re, 96-235
    • United States
    • Montana United States State Supreme Court of Montana
    • 6 Marzo 1997
    ...v. Dettmann (1994), 268 Mont. 275, 281, 886 P.2d 416, 420 (citing First [281 Mont. 146] Security Bank of Anaconda v. Vander Pas (1991), 250 Mont. 148, 152-53, 818 P.2d 384, 387). Likewise, it is a question of law whether ambiguity exists in a written agreement. Klawitter, 886 P.2d at 420 (c......
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