Holland v. Hoyt
Decision Date | 24 April 1866 |
Citation | 14 Mich. 238 |
Court | Michigan Supreme Court |
Parties | Dwight G. Holland v. Jesse Hoyt |
Heard October 27, 1865 [Syllabus Material]
Error to Saginaw circuit.
The facts are stated in the opinion.
Judgment reversed, with costs, and a new trial granted.
Webber & Smith, for plaintiff in error:
1. No parol authority could authorize Mott to bind Hoyt by negotiation for sale of lands: 2 Comp. L., § 3179.
The delivery of the deed by Holland to Hoyt can make no difference. If Hoyt refused to carry out a proposed bargain except for a further consideration, it was at the option of Holland to pay such further consideration, or to resort to his bill for a specific performance, if he had performed on his part: 1 N. H., 65.
This cannot be considered as a technical "exchange" within the common law. If so claimed, it would be void, as never consummated: 2 Bl. Com., 323.
2. Inadequacy of consideration is not in itself any defense to an action on the notes given by Holland: 5 Pick. 380-4; 21 Wend. 588; 1 Starkie 51.
Compromises are favored in law, and courts will not disturb them. An adverse claim of right is a good consideration for a promise 4 Met. 270; 2 Mich. 148; 2 Doug. Mich., 344; 8 Vt. 141; 10 A. & E., 323, 309.
3. In this case there is a written contract, signed and delivered--a promise to pay the amount of the notes. It is now alleged by way of defense that the notes were obtained by a species of duress. That although he signed the notes, knowing all the facts, without any fraud or concealment on the part of the other party, yet the contract was quite another thing from what appears on the face of the notes. Such a defense can not succeed: 44 Me. 496; 2 Pars. on Bills and Notes, 501, 502, 503, 508; 1 Cow. 249; 1 Greenl. Ev., § 275-7; 8 Greenl. 213; 24 Me. 566; 11 Mass. 27; 11 Pick. 417; 1 Denio 400; 12 Met. 275; 5 Mich. 204, 218.
Duress of goods is no defense: 6 M. G. & Scott, 596; 11 A. & E., 983; 3 M. & W., 633, 650.
John J. Wheeler, for defendant in error:
1. The statute of frauds has no application to the case. It was a parol contract for the exchange of lands, which had been executed by mutual conveyances, and the case is only an inquiry into the consideration, which is not required to be in writing: 2 Comp. L., § 3180; 17 Mass. 122; 5 Cranch 142.
2. Where a contract of sale has been brought to a conclusion, the liability of the vendee can not be carried beyond the stipulated price by an express promise of an additional sum, though put in the form of a promissory note: 22 Wend. 470; 13 Johns. 257; 2 Barb. 420; 19 Pick. 387; 3 McLean 330; 6 Exch. 839, note; 2 Seld. 369; 25 Vt. 386; 4 Denio 52.
In this case the contract was consummated. Holland had deeded, and had fulfilled the parol contract on his side, and all that remained to be done on the other, was to pay the consideration agreed upon, which in this case was to deed other lands. Such a case will enable the recovery at law of the contract price, and the defense that his promise to pay is not in writing, in other words the "statute of frauds," will be no defense: 2 Kern. 364; Brown on the Statute of Frauds, §§ 117, 126; 1 Cush. 82; 6 Vt. 383; 14 Conn. 119; 20 Johns. 338; 10 Wend. 436; 12 Mass. 514.
The consideration agreed upon was a deed of lands by Hoyt, which he refused to pay without a deduction of the price; this is the legal effect.
It can not be claimed that Hoyt did not know of the agreement, because he kept Holland's deed, and sent his own to be delivered, and gives as a reason for demanding the notes in question, not that he wanted a new agreement, but that he was paying more for Holland's land than he supposed, and ought to get it for less.
3. He is estopped from claiming this deduction in the price of Holland's land.
By his assurances he induced Holland to so place himself that he could not be restored to his former position.
Hoyt obtained Holland's deed by agreeing to convey the very land, the deed for which he delivered, after exacting in addition to the agreement, the notes in question -- induced Holland to bind himself to convey the same land to a third party, by assurances that he should have it to convey, and that the agreement would be carried out; and Holland having acted upon this assurance, and bound himself, and so being placed by Hoyt in a position where he could not re-instate himself in his former position; and Hoyt, having accepted and kept Holland's deed, is concluded and estopped, and can not make any subsequent claim, a legal consideration for a promise to pay Hoyt a sum of money, by way of enabling Hoyt to get the land of Holland for less consideration, by taking advantage of Holland's position in which he had placed him: 3 Hill 219; 2 Smith's L. C. (4th ed.), 562, et seq; 2 Pars. on Con., 340.
This doctrine is good, even as to contracts relating to land, and which would otherwise be within the statute of frauds: 2 Am. L. C. (4th ed.), 684, 756, 762; 15 Ohio 248; 2 Smith's L. C. (5th ed.), 651; 2 Washb. on R. P., 460, 28 Me. 127; 40 Id. 348.
Hoyt sued Holland on promissory notes for $ 1,000, to which the latter pleaded, and offered to show want of consideration. Having proved that they were given on an exchange of lands, the negotiation for which began with Hoyt and was also partially conducted with an agent, one C. B. Mott, the defendant below then offered to prove the following state of facts: That Hoyt had verbally authorized Mott to negotiate for an exchange of lands, and a bargain was closed with him; that when it was closed Holland told Mott he was negotiating a sale of the property coming to him, and, not having a deed, wanted some assurance that his bargain with Hoyt would be carried out, and Mott assured him it was all right, and the deed would be given, and he might go on with his trade with the other party; that Holland, relying on this, made a contract in writing with the other party to convey him the land coming from Hoyt. That he then deeded his own land to Hoyt, and Hoyt received it with a deed to be executed back to Holland of the land coming to Holland. That Hoyt kept the deed executed by Holland, and executed the deed to Holland, and sent this last back to Mott, instructing him not to deliver it until Holland paid $ 1,000, or gave his notes to that amount. Hoyt claimed that the deed to Holland embraced more land than he had understood was to be conveyed, and insisted the $ 1,000 should be paid for the excess. Holland having become liable to convey the premises to his vendee, gave the notes in controversy, protesting that Hoyt had no right to exact them.
The court below refused to...
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