Hiram Ricker and Sons v. Students Intern. Meditation Soc.

• Decision Date: 24 July 1975
• Citation: 342 A.2d 262
• Parties: HIRAM RICKER & SONS v. STUDENTS INTERNATIONAL MEDITATION SOCIETY.
• Court: Maine Supreme Court

Page 262

342 A.2d 262

HIRAM RICKER & SONS v. STUDENTS INTERNATIONAL MEDITATION SOCIETY.

Supreme Judicial Court of Maine.

July 24, 1975.

Pierce, Atwood, Scribner, Allen & McKusick, by Vincent L. McKusick, James G. Good, Portland, Bernard A. Dwork, Enid M. Starr, Boston, Mass., for appellants.

Bernstein, Shur, Sawyer & Nelson, by Gregory A. Tselikis, Portland, Deutsch & Krasnow, by George R. Halsey, Robert I. Deutsch, Boston, Mass., for appellee.

Before DUFRESNE, C. J., and POMEROY, WERNICK, ARCHIBALD and DELAHANTY, JJ.

POMEROY, Justice.

This case is before us on a certification of questions of law from the District Court of the United States, District of Massachusetts, pursuant to 4 M.R.S.A. § 57. The certification was directed by the United States Court of Appeals for the First Circuit in Hiram Ricker & Sons v. Students International Meditation Society, 501 F.2d 550 (1st Cir. 1974.)

The 'Nature of the Case' and 'Statement of Facts' set out in the certificate may be summarized as follows:

The plaintiff-appellee, Hiram Ricker & Sons, a Maine corporation, brought an action for breach of contract in the District Court of Massachusetts, claiming $77,508.36 due from the defendant-appellant, SIMS, a California charitable corporation. Jurisdiction is based on diversity of citizenship.

Ricker and SIMS had entered into an agreement wherein Ricker agreed to furnish lodging and food to approximately 1,000 SIMS students at a one-month teacher training course to be held at Ricker's premises in Poland Spring, Maine, from June 26th to July 28th, 1970.

The Poland Spring's complex, once a fashionable spa for those with the leisure and means to enjoy its amenities, was sold in 1962 to Hiram Ricker & Sons. Ricker subsequently leased the premises to the Federal Government for a Job Corps residential installation.

In December 1969 the installation was closed. Nor long thereafter Ricker agreed with SIMS to reopen the buildings vacated by the Job Corps and to furnish both lodging and food to SIMS' students. The one-month course was held at the Poland Spring complex as scheduled, and at the conclusion of the course, SIMS had paid Ricker $185,000.00. A dispute arose between the parties as to the amount of the outstanding balance due Ricker on the contract, and this action followed.

Ricker premised its right to recover on alternative theories; that the money was due either on the contract or in quantum meruit. SIMS responded with a counterclaim for the $185,000.00 it had paid Ricker.

A jury trial resulted in a verdict for Ricker in the amount of $65,780.00 and against SIMS on its counterclaim.

At trial, the evidence conclusively established that Ricker's victualer's license, (30 M.R.S.A. § 2751), issued in December 1969, had expired in May 1970. Similarly, the record established that Ricker did not have sanitation licenses for all its premises during the entire period. ¹ (22 M.R.S.A. § 2482). On appeal the First Circuit Court recognized that the last time the Maine Court had had occasion to decide whether failure to comply with licensing statutes precluded recovery on a contract was over three-quarters of a century ago in a case involving $28.00 due an innkeeper. (Randall v. Tuell, 89 Me. 443, 36 A. 910 (1897)). The Court was understandably in doubt as to the continuing vitality of the rule enunciated in Randall,

'. . . that where a license is required for the protection of the public, and to prevent improper persons from engaging in a particular business, and the license is not for revenue merely, a contract made by an unlicensed person in violation of the act is void.' 36 A. at 910.

In 1965, Maine enacted its certification statute to provide a mechanism by which the Federal Courts, District and Appellate, could present questions of state law directly to the Supreme Judicial Court sitting as the Law Court. 4 M.R.S.A. § 57. The Court has acted on four certification cases since enactment of the statute. ² Each experience with the procedure has occasioned our exploration of the purpose and scope of certification and we consider it to be appropriate now to review the legal principles which have emerged from our inquiries.

1. The action of the Law Court in accepting and deciding questions of law certified from a Federal Court is a valid exercise of 'judicial power.' 223 A.2d at 832.

2. Where the certified question of State law projects alternatives of answer, at least one of which, were it to be the answer of this Court, would have controlling impact on a decision of the merits of the cause generally, this Court will answer the question presented. 220 A.2d 248; 254 A.2d 46; 320 A.2d at 674.

3. The Court will respond to questions only when it is apparent from the certification itself that all material facts have been either agreed upon or resolved, and the case is in such posture that our decision will, in at least one alternative, be 'determinative of the cause.' 320 A.2d 674-75 n. 10.

4. 'Determinative of the cause' encompasses any disposition by which the Federal controversy is terminated. 320 A.2d at 677.

5. It is the stated policy of this Court that when there is involved in a Federal cause a question whether a Maine statute violates the Constitution of Maine, and:

1) the Federal Court considers the question to lie within its 'pendent' jurisdiction to decide;

2) the Maine Constitution affects the statute's validity differently from the Federal Constitution invoked to invalidate it; and

3) one alternative answer by this Court will finally dispose of the Federal proceeding thereby avoiding

Federal decision of the Federal constitutional issue, this Court will give liberal and plenary implementation to the certification process. 320 A.2d at 683-684.

We note at the outset the claim advanced by the appellee that this case is not yet in such posture that it may properly be considered by this Court. Specifically, it is appellee's position that a threshould issue as to whether or not compliance with the licensing statutes was required must be addressed by us before consideration of the questions certified. This is so appellee says, because the Federal Court never resolved that issue.

Questions #1 and #2 of the instant certification ask us to decide whether appellee's 'non-compliance with the victualer's license requirement' and 'partial non-compliance with the sanitation license requirement' preclude its recovery either on the contract or in quantum meruit.

Question #3 asks whether the substantial performance exception to the requirement of complete performance would apply 'If Ricker is permitted to recover despite its lack of licenses;' and if so, whether the jury should be instructed to consider 'the degree of the plaintiff's compliance with the license laws.'

We consider it to be 'apparent from the certification itself' that the question whether the licenses involved were required by Ricker must necessarily have been decided in the affirmative by the Federal Court prefatory to its reaching the issue of whether non-compliance or partial compliance would preclude recovery for services rendered.

Thus, the issue squarely presented by this certification is whether or not this Court's decision in Randall v. Tuell, supra, is still viable, thus barring the right of appellee to recover the value of the services and lodging it supplied the appellant.

The licensing statute construed in Randall was identical to the one now in force save for omission of the words 'or tavernkeeper.'

The present statute provides that

'No person shall be a common innkeeper, victualer or tavernkeeper without a license, under a penalty of not more than $50.' 30 M.R.S.A. § 2751

The Randall Court construed the language of the statute as demonstrating a legislative intent 'to prevent improper persons from engaging in a particular business' in the interest of public protection. Had the statute been enacted for revenue purposes only instead of being prohibitory, the Court concluded, the innkeeper could properly recover on his contract even though he was in violation of the licensing requirement.

Randall has been cited by this Court in only five decisions since it was decided. In Black v. Security Mutual Life Association, 95 Me. 35, 49 A. 51 (1901), the Court was asked to decide whether an unlicensed insurance broker could recover from his Company commissions earned under a contract of employment with the Company.

The relevant licensing statute provided:

'. . . if any person solicits, receives or forwards any risk or application for insurance to any company, without first receiving such license, or fraudulently assumes to be an agent and thus procures risks and receives money for premiums, he forfeits not more than fifty dollars for each offense; but any policy issued on such application binds the company if otherwise valid.' 95 Me. 35, 36, 49 A. 51, 52.

Relying on Randall, the Court held recovery was barred despite the fact that the licensing statute expressly provided any policy issued by an unlicensed broker was not void.

'The purpose of the statute is undoubtedly for the protection of the public. It is clearly not for revenue. The license fee required was only the sum of two dollars. True, the statute referred to provides that a policy issued in such a case shall not thereby be void, but the contract of insurance is not the one under consideration here; it is the contract between the company and the plaintiff by virtue of which the latter performs services in obtaining applications for insurance, which the statute prohibits, unless the person performing such service has a license therefor.' 95 Me. 35, 37, 49 A. 51, 52.

In Donahue v. City of Portland, 137 Me. 83, 15 A.2d 287 (1940), the precise issue before the Court was whether an ordinance which imposed a different annual fee on those victualers who sold beer from those who did not was discriminatory and void. In upholding the ordinance, the Court discussed Randall only collaterally as...