Long v. Straus

• Decision Date: 31 March 1886
• Parties: Long v. Straus and others.
• Court: Indiana Supreme Court

107 Ind. 94

6 N.E. 123

Long

v.Straus and others.¹

Supreme Court of Indiana.

March 31, 1886.

Appeal from Noble circuit court.

H. G. Zimmerman and Green & Bothwell, for appellant.

J. I. Best and J. H. Baker, for appellees.

Elliott, J.

The instrument upon which this action is founded, reads thus:

“Received of Joseph S. Long sixteen hundred dollars, on deposit, in national currency. Straus Bros.

Ligonier, April 27, 1885.”

This instrument is more than a mere receipt, for it embodies an agreement. The terms of the agreement are not, it is true, expressly stated in the instrument, but they are clearly implied in the language employed by the parties. The law is a silent factor in every contract, and it is a factor in this one. Foulks v. Falls, 91 Ind. 315, see page 320. There are, indeed, very few contracts that would be intelligible if they were considered as destitute of the legal element, for the law gives vitality and force to all contracts, and makes them intelligible and enforceable. Men are presumed to contract with reference to the law, and to employ language that has a legal meaning, and to which the courts may give just effect. In the instrument before us the parties have employed words that have a definite legal meaning, and the courts cannot treat as meaningless any of the words which the parties have employed, for the long-settled rule is that no word shall be disregarded unless the context clearly demands it. There is no such demand here, as there is entire harmony in all the parts of the instrument. It plainly declares that the signers of the instrument have received, on deposit, $1,600 of the payee's money. The words “on deposit” import a contract, and the context shows that the money received by the persons with whom it was deposited was that of the depositor. The instrument would not, in legal contemplation, have been one whit clearer if the parties had stated at full length all the details of their agreement. The language used creates a contract, and the law implies, as part of the contract, that on reasonable demand the depositor is entitled to receive back that which belongs to him. The deposit of money is a transaction well known to the law, and it is one out of which well-defined legal rights emerge. Chief among these rights is that of the depositor to receive his own again, and a correlative of this right is the implied promise of the person who receives money on deposit to return it to the depositor. It needs no express words to create this obligation to return the money; the law makes it an attribute of the contract. It would shock every one's sense of justice to affirm that a depositor could not get back his money unless there is an express contract to return it to him; but this cannot be affirmed without doing violence to the well-settled principles of jurisprudence. In affirming, as we do, that the law enters into every contract unless expressly excluded, we do no more than restate one among the oldest rules in the law of contracts. “Every agreement and promise,” says Mr. Pollock, “enforceable by law, is a contract.” Poll. Cont. 1. We have here an agreement enforceable by law, and therefore a contract. The promise of the signers is, to be sure, an implied one, but it is none the less a legal promise, involved in the language employed by the contracting parties. To deny that the law will, where justice requires it, imply a promise that may be enforced, would be to dispute a doctrine that runs back to the earliest years of the common law, and surely there can be no case where justice more imperatively requires that such a promise should be implied than one where money is received on deposit, for it is inconceivable that the person so receiving money should be under no obligation to return or repay it to the depositor. The promise here, however, is part of the contract itself, for to the language used in the instrument the law affixes a definite meaning.

If there were no adjudged cases, we should have no hesitation in deciding, on principle, that the instrument set forth in the complaint is a contract for the payment of money, but there are decisions which very fully sustain this conclusion. In Payne v. Gardiner, 29 N. Y. 146, the question was thoroughly discussed, and an instrument in all material aspects the same as the one here under discussion was held to be a contract of bailment. The instrument under examination in Tisloe v. Graeter, 1 Blackf. 353, was in legal effect the same as the one before us. The only difference in the phraseology of the two instruments is that the one in the case cited used the words for “safe-keeping,” while the one we are dealing with uses the words “on deposit,” and it was held that the instrument constituted a contract which could not be varied by parol evidence. A like ruling upon a very similar instrument was made in Dale v. Evans, 14 Ind. 288. Upon the same general principle was decided the case of Foulks v. Falls, 91 Ind. 315, where it was held that an instrument in form a receipt, but containing a recital that the note described was received for collection, was a written contract. These cases, to which...