Jourdan v. Albritton

• Decision Date: 14 March 1926
• Docket Number: 26226
• Court: Mississippi Supreme Court
• Parties: JOURDAN et al. v. ALBRITTON. [*]

111 So. 591

146 Miss. 651

JOURDAN et al. v. ALBRITTON. ^[*]

No. 26226

Supreme Court of Mississippi

March 14, 1926

Division B

1 EVIDENCE. Contract, signed by parties able to read and write cannot be varied by parol evidence, though one may not have read it.

Where a contract is reduced to writing and signed by the parties thereto, who are able to read and write, its terms cannot be varied by parol evidence, although one party may not have read same.

2 SALES. Lessee of chattels, not exercising option to purchase within designated period, acquires no title except as lessee.

Where a contract of lease is entered into by which chattels are leased for a period of years upon quarterly payments, and attached to said contract is an option to purchase which provides that the property leased might be purchased within a period of twelve months, and, if so purchased, the quarterly rent will be credited as part payment, if the party failed to exercise the option within the twelve-month period, his right thereto is forfeited and he acquires no title to the property so leased other than as lessee.

HON. T. P. DALE, Chancellor.

APPEAL from chancery court of Simpson county, HON. T. P. DALE, Chancellor.

Suit by Arthur Jourdan and another, doing business as the Keyless Lock Company, against R. F. Albritton for rent under a lease contract and for possession of certain post office equipment. From a judgment for defendant, complainants appeal. Reversed and remanded, with directions.

Judgment reversed and remanded.

C. M. Whitworth, for appellants.

Hilton & Hilton, for appellee.

OPINION

ETHRIDGE, J.

Appellants were complainants in the court below. The suit was originally instituted in the circuit court, but on motion of the defendant it was transferred to the chancery court. Complainants alleged in their bill that they were citizens of Indianapolis, Ind., constituting a partnership, and doing business under the name of the Keyless Lock Company; that on the 22d day of July, 1921, they entered into a contract with defendant, leasing him certain post office equipment at and for the sum of one hundred dollars cash, and one hundred dollars payable quarterly, for a period of ten years, or until the expiration of said lease, to be installed in the post office building in the town of D'Lo, Mississippi. At the time of the execution of the contract, the defendant was given the right, under an "Option to purchase," to purchase the equipment so leased him, within twelve months from date of shipment, for the sum of nine hundred two dollars, with interest at eight per cent. from the date of shipment until the date of such purchase, and, in case of purchase, the rental paid to that date to be credited on the purchase price; that on August 30, 1921, they entered into a second or amended lease in which certain additions or changes were made in the first lease by adding a number of boxes, etc., and by increasing the payments from one hundred dollars to one hundred eight dollars and forty cents per quarter, and increasing the total purchase price under the option to one thousand and ninety-four dollars, with eight per cent. interest, and with the option to purchase within twelve months from the date of said lease. It was further alleged that the equipment was furnished as ordered in accordance with a blue print of the building, and was installed in said post office building and used by the defendant, but he did not exercise his option to purchase within twelve months, but continued to pay the quarterly rent, as agreed to in said lease, until such payments equalled one thousand and ninety-four dollars, with eight per cent. interest, whereupon he declined to make any further payments; and that he notified the complainants that he would not pay further, claiming that he had fully paid for the property leased him, and thereupon this suit was brought and judgment prayed for the amount of accumulated rent under the lease contract, and for possession of the post office equipment furnished. The amount claimed to be due as rent at the time of filing the bill on April 1, 1926, was seven hundred fifty-eight dollars and eighty cents. The bill had attached to it as an exhibit the lease contract and the option to purchase attached thereto and forming a part of it. The lease contract recited that:

"The Keyless Lock Company, of Indianapolis, Ind., party of the first part, hereinafter known as the owner, and R. F. Albritton, party of the second part, witnesseth:

"That the said owner, in consideration of the covenants and agreements of the said lessee herein set forth, does, by these presents, lease to the said lessee certain post office equipment, lock boxes, and furniture, as described and enumerated by a certain floor plan and by specifications, a copy of which is attached thereto, all of the said chattels to be used in the post office at D'Lo, state of Mississippi."

In the second paragraph it was provided that Albritton was to hold same from date of installation and to continue during ten years, and that if for any reason the Postmaster General of the United States should cancel the lease between lessee and the United States government, this lease shall be canceled effective at the same time as the United States government's lease with said lessee, and provided, further, that in case said lease between the United States government and said lessee be renewed at the end of said five or ten year period, this contract is to continue in force during said renewal of lease without change of terms, except that, should the Post Office Department require additional fixtures, the Keyless Lock Company agrees to furnish said additions at a price as low as any price then being made by said company to any one in the United States. The sum of one hundred eight dollars and forty cents per quarter in advance was to be paid, the first payment to be made on installation of the post office equipment, and same was paid until the termination of the lease. It was further stipulated, with reference to the use of the property, that, in case it became annexed to any building, it was to preserve its character as a chattel, and there were other provisions not necessary to state specifically. It then provided in paragraph 6 that it was expressly understood and agreed that no verbal agreement could, in any manner, change or modify any condition of this lease, and that only the items expressly mentioned in the specifications attached thereto were to be furnished by the said Keyless Lock Company, at the specific rate of rental called for above. It was further provided that the contract was subject to acceptance or rejection by the home office, and that the contract was signed in duplicate and was made binding upon the heirs, administrators, and legal representatives of said parties. It was signed and witnessed, and was acknowledged before a notary public by...