International Harvester Credit Corp. v. Lech
| Decision Date | 14 April 1989 |
| Docket Number | No. 87-572,87-572 |
| Court | Nebraska Supreme Court |
| Parties | INTERNATIONAL HARVESTER CREDIT CORPORATION, Now Known As Navistar Financial Corporation, Appellee, v. Harry LECH and Lech Equipment, Inc., Appellants. |
Syllabus by the Court
1. Summary Judgment. Summary judgment is an extreme remedy to be awarded only when an issue is clear beyond all doubt.
2. Summary Judgment. Summary judgment is proper when the pleadings, depositions, admissions, stipulations, and affidavits in the record disclose that there is no genuine issue as to any material fact or as to the ultimate inferences that may be drawn from material facts, and when the moving party is entitled to judgment as a matter of law.
3. Summary Judgment: Appeal and Error. In appellate review of a summary judgment, the court views the evidence in a light most favorable to the party against whom the judgment is granted and gives such party the benefit of all reasonable inferences deducible from the evidence.
4. Contracts. The construction of a written contract, if needed, is a question of law for the court.
5. Replevin. The cardinal question in every replevin action is whether the plaintiff was entitled to immediate possession of the property replevied at commencement of the action.
6. Contracts: Presumptions: Intent. There is a strong presumption that a written instrument correctly expresses the intention of the parties to it.
7. Contracts: Intent. Parties are bound by the terms of the contract even though their intent may be different from that expressed in the agreement.
8. Contracts: Intent. It is well-established law in this state that the interpretation given to a contract by the parties themselves while engaged in the performance of it is one of the best indications of true intent and should be given great, if not controlling, influence.
9. Contracts: Intent. When the terms of a contract and the facts and circumstances that aid in ascertaining the intent of the parties are insufficient to raise an issue of fact, the interpretation of the contract is a matter of law.
Vince Kirby, Norfolk, for appellants.
Geraldine L. Clanton, of Schmid, Mooney & Frederick, P.C., Omaha, for appellee.
Defendants, Harry Lech and Lech Equipment, Inc., have appealed from the judgment of the district court which granted summary judgment to the plaintiff on its suit for replevin of a combine and a corn head. Defendants' three assignments of error may be summarized as asserting that the trial court erred in granting summary judgment because there are genuine issues of material fact that are unresolved. We affirm.
Harry Lech operated Lech Equipment as an International Harvester (IH) dealer for 24 years, until his franchise was voluntarily terminated in December of 1984.
In January 1981, Lech Equipment took delivery of an IH combine for a purchase price of $46,432.50 and, in October 1982, took delivery of an IH corn head for a purchase price of $9,780.72.
The two pieces of equipment became part of Lech Equipment's inventory, which was financed under the floor plan Lech Equipment had with either IH, according to the affidavit of Harry Lech, or International Harvester Credit Corporation (IHCC), in line with Lech's deposition testimony. There is no indication in the record that the purchase prices have ever been paid.
On October 31, 1983, apparently in an effort to aid in the financing of Lech Equipment, IH and Lech Equipment entered into a retail installment contract regarding the combine and corn head. The retail installment contract named IH as the seller and Lech Equipment as the purchaser, and required Lech Equipment to make four annual payments of $17,772.99, commencing on November 1, 1984. The contract was signed by Harry Lech as or for the purchaser, and was approved for IH by an indecipherable signature as "mgr." This particular document contained some blank spaces in the lower left-hand corner to permit the assignment of the contract to IHCC. The pertinent language was "APPROVED for Seller and ASSIGNED TO IHCC under the terms of Assignment # 1, appearing on the reverse of this contract." The handwritten words "Lech Equipment, Inc.," appear on the signature line for the seller, but they have been crossed out. The net effect, it would seem, is that no one executed the assignment on the part of the seller as was contemplated by the retail installment contract form which was employed.
Lech Equipment failed to make the first payment due on November 1, 1984. Thereafter, on December 4, 1984, an extension agreement was signed by Harry Lech on behalf of Lech Equipment to extend the due date of the installment payment to January 1, 1985. The extension agreement refers to the combine and corn head by model number and serial number. It recites that IHCC agrees to
extend due date(s) of the following retail installment payments subject to the terms and conditions set forth below:
Contractual Original Amount of
Amount of Contract Installment Extended
Installment Due Date Extended Due Date
----------- -------- ----------- --------
17,772.99 11"1"84 17,772.99 1"1"85
....
2. Except as modified by this extension agreement, all the terms and conditions contained in the retail installment contract/installment note and security agreement date 10-31-83 between Lech Equipment as purchaser and International Harvester Co. as seller which has been assigned to International Harvester Credit Corporation shall remain in full force and effect.
The agreement was signed on behalf of IHCC by its district manager, followed by the words, "The undersigned Lech Equip (purchaser) hereby acknowledges that the terms and conditions of this extension agreement are accepted." The agreement was dated January 4, 1984, and signed by "Lech Equip by Harry J Lech."
Lech testified that he signed the extension agreement, marked exhibit 14, on behalf of Lech Equipment and that it was an extension agreement of the security agreement dated October 31, 1983, mentioned above, and which was marked as exhibit 9.
Lech Equipment failed to make any of the payments required under the contract. IHCC, as the assignee of the retail installment contract, made demand for payments or for return of the equipment. Lech Equipment refused. IHCC then brought this replevin action, claiming a special ownership interest in the equipment by virtue of the retail installment contract assigned to it by IH. IHCC claims that the indebtedness of Lech Equipment is in the amount of $37,390.99 plus interest. Lech and Lech Equipment denied any special ownership interest by IHCC, claiming Lech Equipment obtained title to the equipment by virtue of the delivery invoices and therefore IH had no title to the equipment in 1983 so as to enable it to sell the equipment to Lech Equipment under the retail installment contract.
Harry Lech acknowledges his signature on the retail installment contract, acknowledges that payments were not made to IHCC, and acknowledges receipt of demands from IHCC that payments be made.
Summary judgment is an extreme remedy to be awarded only when an issue is clear beyond all doubt. Strother v. Herold, 230 Neb. 801, 433 N.W.2d 535 (1989); Muller v. Thaut, 230 Neb. 244, 430 N.W.2d 884 (1988). It is proper when the pleadings, depositions, admissions, stipulations, and affidavits in the record disclose that there is no genuine issue as to any material fact or as to the ultimate inferences that may be drawn from material facts, and when the moving party is entitled to judgment as a matter of law. Neb.Rev.Stat. § 25-1332 (Reissue 1985); Svoboda v. First Nat. Bank of O'Neill, 230 Neb. 595, 432 N.W.2d 806 (1988); Everlasting Golden Rule Ch. v. Dakota Title, 230 Neb. 590, 432 N.W.2d 803 (1988).
In appellate review of a summary judgment, the court views the evidence in a light most favorable to the party against whom the judgment is...
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