Holly Hill Lumber Co. v. Federal Land Bank of Columbia

• Decision Date: 22 May 1931
• Docket Number: 13148.
• Parties: HOLLY HILL LUMBER CO. v. FEDERAL LAND BANK OF COLUMBIA.
• Court: South Carolina Supreme Court

158 S.E. 830

160 S.C. 431

HOLLY HILL LUMBER CO. v. FEDERAL LAND BANK OF COLUMBIA.

No. 13148.

Supreme Court of South Carolina

May 22, 1931

Appeal from Common Pleas Circuit Court of Richland County; M. L Bonham, Judge.

Action by the Holly Hill Lumber Company against the Federal Land Bank of Columbia. Judgment for the plaintiff, and the defendant appeals.

Reversed and cause remanded in accordance with opinion.

Harry D. Reed and D. W. Robinson, both of Columbia, for appellant.

Hinds & Meadors, of Kingstree, and A. F. Spigner, of Columbia, for respondent.

W. H TOWNSEND, A. A. J.

This is an appeal from a judgment on verdict in favor of plaintiff for damages growing out of an alleged breach of contract for sale and conveyance of land and timber.

The cardinal issue is: Was there a contract? The evidence on that question is contained in letters between the negotiators, the plaintiff and defendant. Plaintiff's Exhibits Nos. 1 to 12, inclusive.

The trial judge held there was a contract, and refused to direct a verdict for defendant. To this ruling, plaintiff excepts.

The exhibits referred to show: (1) An inquiry made of defendant's agent by plaintiff; (2) an offer by the agent to sell for $4,000 subject to immediate acceptance; (3) a proposed contract on terms therein stated, signed by said agent and by plaintiff--for sale and conveyance in fee, free of incumbrance, subject to the approval in writing by the defendant, and of the approval of the title to the land by the defendant's legal department (see Savannah Guano Co. v. Fogle, 112 S.C. 235, 100 S.E. 59); (8) check for $1,500 sent along with the proposed contract, Exhibit 3, by plaintiff to defendant; (4) disapproval by defendant of terms in proposed contract, Exhibit 3; the retention of the check by defendant as stakeholder pending further negotiations ( British-American Portland Cement Co. v. Citizens' Gas Co., 235 Mo. 1, 164 S.W. 468, Ann. Cas. 1915C, 151), and a counter offer by defendant to sell for all cash; (5) A counter proposal by plaintiff to remit $1,000 additional cash and to buy for $2,500 cash, and $2,500 in sixty days, and contemplating the execution of a new draft of contract; (6) defendant agrees to these terms suggested by plaintiff, and states it applies the $1,500 in hand (Exhibit 8) along with the $1,000 additional which was to be forthwith forwarded to defendant along with the newly executed proposed contract for purchase as making up the $2,500 cash payment (7) plaintiff neither remits the $1,000 additional nor sends the proposed draft of contract, though he says it will be satisfactory to him to do so, and later, in June, pay the remaining $2,500 and receive good and sufficient warranty deed; and then raises an objection to a defect in, or cloud upon, the title to the land, which plaintiff requires to be removed, or insured against, before making further payment on the contract; (8) on April 30th, the $1,500 check was indorsed and cashed by defendant; and (12) on May 8, 1929 plaintiff asks defendant to clear up title and to give a good and sufficient deed "as per our contract."

The plaintiff admits it has neither paid, nor tendered, the $1,000 called for in defendant's proposal of April 23d, Exhibit 6.

In order to make an enforceable contract, there must be a substantial compliance with the terms of the offer. Clanton v. Young, 11 Rich. 546; Campbell v. Virginia-Carolina Chemical Co., 68 S.C. 440, 47 S.E. 716; Colleton Realty Co. v. Folk, 85 S.C. 84, 88, 67 S.E. 156.

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