King v. Dahl

• Decision Date: 10 January 1901
• Citation: 84 N.W. 737,82 Minn. 240
• Parties: KING et al. v. DAHL et al.
• Court: Minnesota Supreme Court

82 Minn. 240

84 N.W. 737

KING et al.

v.DAHL et al.¹

Supreme Court of Minnesota.

Jan. 10, 1901.

Appeal from district court, Hennepin county; J. F. McGee, Judge.

Action by H. H. King & Co. against T. G. Dahl and Christ Hagen. Verdict for defendants. From an order denying a new trial, plaintiffs appeal. Reversed.

Syllabus by the Court

1. A telegram sent in response to a letter containing a proposition to sell two car loads of flour construed. Held to be an unequivocal and unconditional acceptance of the offer. The same construction placed on a letter which immediately followed the telegram.

2. The rule as to the inadmissibility of parol evidence which tends to vary, alter, or modify a written contract is not infringed by proof of any collateral parol agreement which does not interfere with the terms of the written contract, although it may relate to the same subject-matter. Benton & Molyneaux, for appellants.

Wm. A. Lancaster, for respondents.

COLLINS, J.

Defendants, residents of North Dakota, wrote the following letter to Pagel & Carvell, flour brokers in Minneapolis: ‘Hillsboro, N. D., 4-13-1898. Pagel & Carvell, Minneapolis, Minn.-Gents: We send you under separate cover sample of our ‘Bakers' flour, of which we have two cars for shipment at $3 per barrel in 140 lb. jute sacks, f. o. b. at Minneapolis. This flour is giving the best of satisfaction in the home market, and upon giving it a fair test you will find same to be better than any other flour in the market of the same grade. Respectfully, Dahl & Hagen.’ Immediately on receipt of this letter, the brokers answered by wire as follows: ‘Minneapolis, Minn., 4-14-1898. To Dahl & Hagen, Hillsboro, N. D.: Accept your offer two cars ‘Bakers' as per letter. Pagel & Carvell.’ That afternoon the following letter was written to defendants: ‘Minneapolis, Minn., April 14, 1898. Messrs. Dahl & Hagen, Hillsboro, N. D.-Gentlemen: We herewith acknowledge receipt your sample ‘Bakers'; also letter quoting ‘Bakers' at $3 per barrel in 140 lb. jute sacks, f. o. b. Minneapolis.’ On receipt of same we wired you as follows: “Accept your offer for two cars ‘Bakers' as per letter,’ and we herewith confirm purchase of two cars ‘Bakers' in 140 lb. jute sacks, f. o. b. Minneapolis, as per sample sent us. Please send us baking sample at once; also notify us by return mail if flour is in plain jutes or if jutes are branded, and, if so, what are the sacks branded? On receipt of same will send you shipping instructions. Thanking you for your kind offer, we remain, yours, truly, Pagel & Carvell. P. S.: We wired you this p. m.: ‘Are sacks branded or plain, and how many sacks? If sacks are branded, must be resacked in plain sacks.’ Yours, P. & C.' At the same time Pagel & Carvell wired defendants as follows: ‘Minneapolis, 4-14-1898. To Dahl & Hagen: Wire how many sacks ‘Bakers.’ Are sacks branded or plain? Pagel & Carvell.' On the next day there was a telephone conversation between the parties, in which the number of sacks each car should contain was fixed at 250; that the brokers should send to defendants 500 plain jute sacks; that the defendants should resack the flour, keep their own sacks, and be paid at the rate of 5 cents a barrel for resacking. The next day a letter was written by Pagel & Carvell to defendants, in which was this paragraph: ‘We have shipped you to-day 500 jute sacks from H. H. King & Co., whom we have sold the two cars of ‘Bakers' to purchased from you by us. You to resack the ‘Bakers' from our sacks into their sacks, and we will pay you 5c. a barrel for resacking, or $2.95 for your ‘Bakers' in bulk, and you keep the sacks, as per agreement between you and ourselves to-day over the telephone.’ There was also a letter written to defendants on the 19th of April respecting a large sample, and immediately thereafter they refused to deliver any part of the flour, resacked or otherwise. This was an action for damages, Pagel & Carvell having sold the flour to the plaintiffs, and also having assigned their claim for damages. When the plaintiffs rested, the court dismissed the action on the ground that the proposal contained in the first letter from the defendants was not unconditionally accepted by telegram...