Jackson v. Badger

• Decision Date: 01 March 1886
• Citation: 26 N.W. 908,35 Minn. 52
• Parties: Anson B. Jackson and another v. William Badger
• Court: Minnesota Supreme Court

26 N.W. 908

35 Minn. 52

Anson B. Jackson and another v. William Badger

Supreme Court of Minnesota

March 1, 1886

Plaintiffs brought this action in the district court for Ramsey county, to recover damages for the failure of defendant to perform a contract for the sale of land alleged to have been made by his authorized agents. The action was tried by a referee, who directed judgment for the plaintiffs. A motion for a new trial was denied by Brill, J., and the defendant appeals from the judgment entered.

The alleged sale was made by the firm of Cochran, Rice & Walsh real-estate agents, under the authority contained in the following letter, viz.:

"Pittsburgh Feb. 17, 1885.

"Gentlemen -- Yours of the 14th received. You may sell for $ 5,000 my 40 acres, $ 2,000 hand-money, and the balance in three years, with interest. Your fees from the hand-money will be 2 1/2 per cent. from the cash paid on purchase. If not sold before April 1st, I shall want a larger price; and if not sold, can keep it for years yet.

"Respectfully yours, etc., Wm. Badger."

The contract of sale executed by Cochran, Rice & Walsh provided for the payment of $ 5,000, of which $ 2,000 was to be paid upon delivery of deed, and "$ 3,000 on or before three years from date of this contract."

W. A. Barr and H. C. McCartey, for appellant.

C. K. Davis, for respondents.

OPINION

Dickinson, J.

1. Although the authority conferred by the defendant, by letter, upon Messrs. Cochran, Rice & Walsh to "sell" the land, was insufficient to empower them to convey, it authorized them, as his agents, to make an executory contract to sell, upon the terms stated therein. Minor v. Willoughby, 3 Minn. 154, (225;) Groff v. Ramsey, 19 Minn. 24, (44;) Haydock v. Stow, 40 N.Y. 363, 368; Johnson v. Dodge, 17 Ill. 433; Peabody v. Hoard, 46 Ill. 242.

2. In respect to the time for the payment of the deferred portion of the purchase price, the contract made by the agents, and upon which this action is brought, was substantially different from the terms of sale dictated by the defendant, and, so far as appears, he was not bound thereby. Making the $ 3,000 payable "on or before three years" was not in accordance with the prescribed condition that it should be payable "in three years." Miller v. Sawbridge, 29 Minn. 442, (13 N.W. 671;) Hamlin v. Wistar, 31 Minn. 418, (18 N.W. 145;) Dayton v. Buford , 18 Minn. 111, (126;) Siebold v. Davis, 67 Iowa 560, (25 N.W. 778.) The statement of the defendant to Rice, some four years before, that such sum might remain as long as the purchaser should wish, must be deemed to have been superseded by this later communication, prescribing, in unmistakable terms, a definite period of credit. It was for the plaintiffs to inform themselves as to the authority of these agents, who had only special and limited powers; and the case shows, without contradiction, that the defendant's letter to his agents, prescribing the terms upon which they might sell, was shown to one of the plaintiffs.

3. The case does not show that the defendant has ratified the unauthorized contract. The agents wrote to him to the effect that they had made a sale in accordance with the terms prescribed, and thereafter he negotiated with his agents concerning the completion of the sale, as though an authorized contract had been made; but there is nothing to indicate that he had...