Martin v. Hamlin

• Decision Date: 04 May 1869
• Citation: 18 Mich. 354
• Court: Michigan Supreme Court
• Parties: Joseph M. Martin v. Elijah Hamlin

18 Mich. 354

Joseph M. Martin v. Elijah Hamlin

Supreme Court of Michigan

May 4, 1869

Heard April 30, 1869 [Syllabus Material] [Syllabus Material] [Syllabus Material] [Syllabus Material] [Syllabus Material]

Appeal in chancery, from Oakland circuit.

The bill in this case was filed to compel the defendant to indorse certain moneys upon a note and mortgage given for the payment of the purchase money of premises purchased of defendant, by reason of an alleged deficiency in the number of acres supposed to have been bought.

It appeared that complainant bought of defendant a farm described in the deed to complainant as the "west part of the northwest quarter of section thirty-two, in township three north, of range eleven east, except ten acres off the west side; and also the south half of the west half of the northeast quarter of section thirty-two in said town, all lying and being in the township of Avon, in the county of Oakland, and state of Michigan, containing one hundred and ten acres of land."

The bill alleges that the purchase and the deed were made in pursuance of a bargain, or understanding, that complainant should pay $ 4,200 for the farm (part cash and part on time), provided that defendant would warrant the farm to contain 110 acres, which it is alleged the defendant agreed to. That the deed was made in pursuance of this understanding or agreement; that at the time the deed was executed and delivered, complainant paid defendant $ 2,700, and it was at the same time agreed that complainant should at some future time get the farm surveyed and the quantity ascertained; that, to secure the balance of the purchase money, it was agreed complainant should execute a mortgage upon the premises, and that complainant, at the request of the defendant, did, on the same day, execute to defendant a mortgage for $ 1,500, and three promissory notes secured thereby, for $ 500 each, payable respectively Oct. 1, 1865, Oct. 1, 1866, and Oct. 1, 1867; the defendant agreeing at the same time that complainant might go on and get the farm surveyed, and that, if it fell short of 110 acres, defendant would indorse upon the notes and mortgage the deficiency (at the rate of 110 acres for $ 4,200); and the parties further agreeing that, if the farm should overrun, complainant should pay for the excess at the same rate.

That complainant went into, and has continued in possession; that, some time afterwards, complainant caused the farm to be surveyed by the county surveyor, and that the amount upon such survey was ascertained to be only 93 1/2 acres; that defendant now refuses to allow or indorse the amount corresponding to such deficiency.

The bill therefore prays that defendant may be decreed to make such indorsement.

The defendant, by his answer, denies any such agreement as alleged in the bill, or any agreement except what appears by the deed, mortgage, and notes, or that he, in any way, undertook to guaranty the quantity.

The prayer of the bill was granted.

Decree of the court reversed, with costs, and the bill dismissed.

M. E. Crofoot, for complainant:

It is claimed that the case stated and made by complainant is not one of equitable relief.

We place our right to relief upon three grounds.

a. Mistake of the parties as to quantity, and, therefore, as to consideration, which we claim to have corrected.

b. The right of the complainant to have the amount indorsed and applied upon the notes and mortgage, and thus remove an incumbrance to that amount on his land--to remove it to that amount as a cloud upon his free title.

c. That the complainant has a right to have the application made, and thus abate so much of the mortgage; and to have the amount indorsed, and thus compel the defendant to specifically perform his agreement.

1. The bill clearly shows that the defendant made a statement as to quantity, viz., 110 acres, when there was but 93 1/2 acres, and in this a misstatement as to that amount; not a fraudulent representation, but a misrepresentation, upon which the complainant relied.

It can make no difference with this right to equitable relief, that the representations amounted also to a warranty.

Relief from such misrepresentations is within the jurisdiction of courts of equity, and is treated of as compensation for deficiency: 1 Sugden on Vend., 6th Am., 10th Lond. ed., chap. 3, entitled, Of defects in the quantity of the estate. See also notes 372 to 374; Willard's Equity, p. 72; Hill v. Buckley, 17 Vesey 395, 401, 402, 403; Winch v. Winchester, 1 Vesey and Beames, 375, Belknap v. Seeley, 2 Duer N. Y., 570; Young v. Craig, 2 Bibb Ky., 270; Reynolds v. Vance, 4 Id. 215; Marvin v. Bennett, 8 Paige 312; Id., 26 Wend. 169; Stebbins v. Eddy, 4 Mason C. C., 414.

a. The relief is only granted when there is an agreement as to quantity; and quantity formed an essential element of the contract.

When this appears the right to relief in equity is unquestioned.

But if it be uncertain, from the agreement, that the vendee relied upon the statements of the vendor as to quantity; or that he waived it by accepting a conveyance with qualifying words; or that the land was conveyed and accepted by metes and bounds, then there is no ground for relief. Such are the facts disclosed in Reynolds v. Vance, 4 Bibb 215; Roat v. Puff, 3 Barb. 353; Jackson v. McConnell, 19 Wend. 175; Ketchum v. Stout, 20 Ohio 453.

It cannot be claimed that this land was conveyed by metes and bounds; therefore, the description of quantity is immaterial. The term used in the deed is "the east part of the northwest quarter."

No inference can therefore be drawn from the deed that the words of quantity were not the words of the contract.

b. It has been held, in some of the cases, that it was necessary to allege and to show fraudulent representations; but the more recent cases follow the case of Hill v. Buckley, holding that when a misrepresentation was made as to quantity, though innocently, the vendee is entitled to relief by way of an abatement, or a recovery of the consideration, although no fraud is alleged or shown: Hill v. Buckley, 17 Vesey 395, 401-2; Marvin v. Bennett, 8 Paige 312, 314, 315; Id., 26 Wend. 169; Chancellor's Opinion, Id., 172; Verplanck's Opinion, 184; Ketchum v. Stout, 20 Ohio 453, 459, 460; Belknap v. Seeley, 2 Duer, N. Y., 570; Emmett's Opinion, Id., 578, 580-1; Daniel v. Mitchell, 1 Story 172; Young v. Craig, 2 Bibb 270-1.

2. We claim that the complainant had a right to have this cloud removed as a lien on his land, for these reasons:

a. It was important to him, as he had bargained his land away, to sell subject to the incumbrance, to know the extent of incumbrance.

b. He feared Hamlin would transfer the notes and mortgage to prevent this application. He therefore had a right to resort to a court of equity for relief: Willard's Equity, 302 to 307; Hamilton v. Cummings, 1 Johns. Ch., 522.

c. The complainant has a right to the specific performance of the agreement.

And the question of deficiency in quantity is treated under this head in Adams' Equity, 3d Am. ed., pp. 270 to 273; §§ 89, 90, 91; Willard's Equity, 273, 274, 275, 288, 289; Gillespie v. Moon, 2 Johns. Ch., 599; Kesselbrack v. Livingston, 4 Id. 148; Coles v. Bowne, 10 Paige 533.

3. The main point insisted upon in the court below, and which we suppose will be here, is that parol proof cannot be introduced to vary or explain a written contract, or deed; that the covenants in the deed do not at all apply to the quantity; that the quantity expressed in the deed is merely descriptive of the land.

We claim that the proof offered was only an inquiry into the consideration of the mortgage and the deed; and whatever may appear to have been the rule heretofore, by the numerous authorities cited by the counsel for the defendant, this court has expressly adjudicated upon this point: Robinson v. Cromelein, 15 Mich. 316; Bennett v. Beidler, 16 Id. 150; Bowker v. Johnson, 17 Id. 42.

A. C. Baldwin, for defendant:

On the face of the bill, the party is not entitled to relief. If there was a mistake in the preparation of the deed, complainant should have taken steps to have it reformed.

The complainant's evidence in this case assumes to show that the verbal contract, if any, was made before the writings were drawn; that the land was to be surveyed, and the deficiency to be applied on the notes. The rule is well settled, both in law and equity, that all conversations, and all prior contracts of the parties, are merged in the first written agreement: Street v. Dow, Har. Ch., 428; Oelricks v. Ford, 23 How. U.S., 49; Stevens v. Cooper, 1 Johns. Ch. R., 429; 5 Mich. 222, 204; Crosier v. Acer, 7 Paige 141; Cook v. Combs, 39 N. H., 593; Austin v. Sawyer, 9 Cow. 39; Stackpole v. Arnold, 11 Mass. 30; Dix v. Otis, 5 Pickering 38; Conner v. Coffin, 22 N.H. (2 Foster), 543; Noble v. Bosworth, 19 Pick. 314; Powell v. Edmunds, 12 East, 6; Hoyt v. French, 24 N. H., 199; Lang v. Johnson, 24 N. H., 302; Hoxie v. Hodges, 1 Ore. 251; Richardson v. Comstock, 21 Ark. 69; Underwood v. Simonds, 12 Met. 278; 7 Wis. 532; Adams v. Wilson, 12 Met. 128; Oskaloosa College v. Stafford, 14 Iowa 152; 2 Pars. on Bills, 501-2-3.

But, it may be said, the principle, in equity, is different. The rule is the same:

"And the rule that an absolute note cannot be varied by evidence, is held in equity as in law:" Pars. on Bills, 502; Wesley v. Thomas, 6 Harris and Johns., 23; Chetwood v. Britton, 1 Green. Ch., 439; King v. Baldwin, 2 Johns. Ch., 557, 58; Eveleth v. Wilson, 15 Me. 109; Richardson v. Thompson, 1 Humph. 154-5.

But it may be insisted that this was an independent agreement distinct from any of the writings, to have the land surveyed, and that the defendant would then pay a pro rata...