Jensen v. French

Decision Date08 March 1976
Docket NumberDocket No. 21953
Citation242 N.W.2d 454,67 Mich.App. 623
PartiesFrances L. JENSEN, Administrator of the Estate of Harold D. Schrier, Plaintiff, Counter-Defendant, Cross-Appellant, The American National Bank & Trust Company of Michigan, Intervening Plaintiff, Pearl Grance Fruit Exchange, Inc., Intervening Counter-Defendant, Cross- Appellant, v. Paul C. FRENCH, Jr., and Betty Lou French, Individually and d/b/a French Farms, Defendants, Counter-Plaintiffs, Appellants. 67 Mich.App. 623, 242 N.W.2d 454
CourtCourt of Appeal of Michigan — District of US

[67 MICHAPP 624] Leo W. Hoffman and Stephen M. Kantz, Allegan, Edward C. Sievers, Jr., Paw Paw, for French.

Wickett, Erickson & Beach by Charles C. Wickett, Kalamazoo, for estate.

Before D. E. HOLBROOK, Jr., D. E. HOLBROOK and T. M. BURNS, JJ.

D. E. HOLBROOK, Judge.

In this case plaintiff sued the [67 MICHAPP 625] defendants for breach of a contract, for an accounting and damages. Defendants counter-claimed against plaintiff claiming sums due on the contract and other sums of money based on Quantum meruit for services rendered the plaintiff and an accounting.

Testimony was presented by both plaintiff and defendants, including testimony from expert witnesses. Various exhibits and depositions were also admitted into evidence. The transcript of the testimony comprises 1,634 pages.

The trial court found that plaintiff was not entitled to any relief and dismissed plaintiff's complaint, and also found that defendants were not entitled to any relief and dismissed their counter-claim. We have reviewed the record and believe the trial court succinctly and properly stated the facts and decided the issues before him, and which are now raised on appeal before us. We incorporate part of Judge Boyle's opinion in this opinion, Viz.:

'This court does not consider it necessary to set forth the facts in great detail. The facts deemed necessary to decision are as follows: Plaintiff Harold D. Schrier, who will be hereinafter referred to as Schrier, resides and has his office for his firm of petroleum waxes and chemicals in the City of Kalamazoo. During a period between 1964 and 1967 he purchased three farms in Van Buren County known as Red Bird Farms and devoted the farms to the raising of swine, which business was carried on by his then wife, Colleen Schrier. In early 1969, defendant Paul C. French, Jr., who will hereinafter be referred to as French, met Schrier at a gathering at the home of some friends. Schrier's version of it is that French 'barged in' on them for the purpose of insinuating himself into the good graces of Schrier so that he could become associated with him in a swine raising and marketing operation, using Schrier's substantial financial resources. French denies Schrier's [67 MICHAPP 626] version and says that he was introduced to Schrier and shortly thereafter there was a discussion between them about becoming associated together in a pig raising operation, with Schrier, who French claims represented himself to be worth over $2,000,000, to furnish the financing and French to furnish the expertise in overseeing and managing the venture.

'In any event, after preliminary discussions, written proposals that were claimed to become the contract between the parties were drawn up and after much discussion and negotiation, were in certain respects adopted as the basis for their carrying on the operation. Schrier claims the terms agreed upon were as he claimed and French contends they were as he claimed throughout the case.

'It is Schrier's claim that French represented himself as being widely experienced in swine raising; that he had an operation proceeding on his own property near Bangor and at other points in Van Buren County; and that he also had a feed mill which he used to feed the animals that were raised in the operation so that they could be fattened for market. There apparently is no dispute about this representation. Incidentally, French's wife was joined more or less as a nominal defendant, and to join in the counterclaims. The final ruling in this opinion also applies to her.

'According to their agreement, despite the dispute between them as to what the exact terms were, it is undisputed that French was to build a number of buildings for the extensive pig raising and marketing operation planned, which buildings included facilities for breeding, gestation, farrowing, and finishing. It was contended by Schrier that there was a budget agreed upon which was to cover construction and the furnishing of stock. After the operation was in progress, it was contemplated that the venture would support itself as well as make generous profits for Schrier--and that French would also profit therefrom.

'Schrier contended that French, who claimed to have expertise in pig raising business as well as being able to employ a staff of men that could properly run the operation, actually had no knowledge of the business and that he employed inexperienced and incompetent [67 MICHAPP 627] workmen who not only knew little about construction but little about the raising and care of the animals. Schrier further contended that instead of keeping the expenditures within the agreed upon budget of about $225,000, French exceeded said budget until the expenditures approached a half million dollars--twice the amount of the budget agreed upon; that even after this expenditure in a period of months, that the construction of the buildings was not completed; that whatever was constructed was done in a poor and unworkmanlike manner so that the animals could not be properly housed and cared for; that the surroundings around the area where the pigs were located were permitted to get into deplorable condition, particularly with respect to the disposition of dead pigs, and the care of equipment and feed, until Schrier notified French that he was terminating the agreement and would give French no more money. This was done late December 1969 and January 1970, at which time Schrier set forth in detail how he claimed French breached the agreement.

'French on his part contends that the agreement was not as Schrier claimed; that he did have extensive knowledge in the raising of pigs; that he had an adequate and trained staff of workmen to do the construction and the supervision of the operation; that among the reasons that the buildings were behind schedule and that certain conditions existed at the location of the pig raising operation was because subcontractors did not fulfill their agreements with him, that Schrier was constantly interfering and changing whatever plan of action that French had; that Schrier did everything he could to impede and obstruct French in the fulfillment of his contract, and that Schrier had no reason for terminating the contract. As a result of the dispute, Schrier filed suit against French in the Circuit Court for the County of Van Buren on January 28, 1970 asking for a restraining order against French with respect to exercising any of French's alleged rights or duties as manager of Red Bird Farms, or enforcing his alleged lien against the swine (it appears that French had filed an agister's lien) as well as other liens against the property for an accounting and for damages.

'French counterclaimed and besides bringing in his [67 MICHAPP 628] claim against Schrier, joined as a defendant on the counterclaim the American National Bank and Trust Company of Michigan, which has its main office in Kalamazoo, Michigan, alleging that that bank had in concert with Schrier made misrepresentations as to Schrier's financial position which induced French to terminate all of his other income producing endeavors to become associated with Schrier to his damage of several million dollars for which French demanded judgment. Parenthetically, the case against the American National Bank and Trust Company was dismissed by stipulation.

'After the filing of the suit and the counterclaim, a restraining order was issued, and thereafter receivers were appointed by the Circuit Judge for the County of Van Buren. These receivers were attorney Douglas J. McKinder, associated with the law firm who represented French; and attorney Richard K. Burnham, associated with the law firm representing Schrier. In the order for the receivership, there was a provision that French should be employed by the receivers as manager of the pig raising operation during the course of the receivership.

'As indicated, the case finally came on for trial after preliminary motions and proceedings and many depositions. The court listened carefully to the testimony observed the witnesses and their demeanor, took extensive notes and examined the many exhibits carefully. This examination of exhibits required many hours of this court's time because of the somewhat confused condition of them. As indicated, the parties were somewhat less than models of candor in their testimony. It was necessary for the court to make inquiry at various intervals in the proceedings in order to obtain as much enlightenment as possible so that the matter could be intelligently considered. Accordingly, the court finds the facts as follows:

'French's claim that he had extensive knowledge and was experienced in swine raising was not substantiated by events. At trial, he admitted that he had no personal experience in such but had merely read a few books [67 MICHAPP 629] and had taken an extension course for a limited period of time. It became obvious to this court that French had nothing of the experience that he claimed and that he placed untrained and incompetent persons in charge of the operation. Among the plaintiff's exhibits were certain photographs admitted into evidence which reflect and confirm the incompetence of the persons placed in charge of the operation; that the buildings were improperly constructed in the interior so that the swine became injured as well as diseased; that they did not take proper care of the equipment or of...

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