Mead v. Seaboard Surety Co.

• Decision Date: 18 December 1936
• Docket Number: No. 30983.,30983.
• Citation: 198 Minn. 476,270 N.W. 563
• Parties: MEAD v. SEABOARD SURETY CO.
• Court: Minnesota Supreme Court

270 N.W. 563

198 Minn. 476

MEAD v. SEABOARD SURETY CO.

No. 30983.

Supreme Court of Minnesota.

December 18, 1936.

Appeal from District Court, Ramsey County; Kenneth G. Brill, Judge.

Action by William Mead against the Seaboard Surety Company, which was tried to the court without a jury. From an order denying his motion for new trial after adverse findings, the plaintiff appeals.

Affirmed.

Smith, Waldorf & Sehm, of St. Paul, for appellant.

Paul C. Thomas, of St. Paul, for respondent.

JULIUS J. OLSON, Justice.

Plaintiff's action to recover a claimed balance upon a contract met with adverse findings, and he appeals from an order denying his motion for new trial.

In September, 1933, Megarry Bros., a copartnership, entered into a road construction contract with the state. Defendant became surety for the contractors' performance of the job pursuant to the requirements of 2 Mason's Minn.St.1927, § 9700, as amended by Laws 1931, c. 229. In the performance of the contract it became necessary for the contractors to hire certain equipment from plaintiff. Accordingly they entered into a written contract which, as far as here material, provides:

"Party of second part [Megarry Brothers] agrees to rent 4 Cat wagons for the sum of $600 per month plus $300 per month additional should they be used double shift. Party of the second part agrees to rent 2-60 Caterpillar Tractors for the sum of $600 per month, plus $300 per month additional should they be used double shift. Second party guarantees rental for 60 days."

In his complaint plaintiff alleged: "That said equipment was used on single and double shift from July 1, 1934, to and including August 5, 1934, and on single shift alone on August 6 and 7, 1934, during which time the agreed rent which was accrued and earned amounted to $2,180, no part of which has been paid except $1,480, and that there is due and owing plaintiff the balance of $700, with interest," etc. (Italics supplied.) The complaint was not amended nor was anything outside of the pleadings litigated by consent.

Defendant's answer was a general denial. The court found: "That said equipment was used on single and double shift in the performance of said contract from July 1, 1934, to and including August 5, 1934, and on single shift alone on August 6th and 7th, 1934 during which time the actual rental due under the contract, on the schedules therein provided, for single and double use, amounted to $2180."

In addition thereto, the court found as a fact that Megarry Bros. duly paid to plaintiff's assignees $2,400 and that this sum constituted and was "the balance due under said contract" for the rental of the described equipment. Accordingly, the court directed that judgment be entered that plaintiff take nothing and that defendant have its costs and disbursements.

Plaintiff blandly admits that the $2,400 was duly and properly paid to his authorized assignees, but he contends that the guaranty clause, "second party guarantees rental for 60 days," means that plaintiff should recover, in addition to the guaranteed rental of $2,400, also the rental that accrued by virtue of the "double shift." In his brief he makes this statement: "The actual contribution to the project amounted to $2,180, to-wit: $1,800 for double shift use in July and $380 for use in August, this latter amount being five days for double shift at $60 per day, and two days single shift at $40 per day." Also that: "The $2,400 paid by Megarrys exactly paid the guaranteed rentals."

The court was of opinion, speaking of the quoted guaranty clause: "Admittedly it does not mean that the second party guarantees that the earned rental will be paid, which would add nothing to the agreement, but refers rather to the total amount of rentals to be paid. It seems to me that it is not ambiguous. If there had been no use on double shift, rent only at the rate of $1200 per month could have been collected. In other words, Megarry Brothers did not guarantee that use for double shift would be made. How then can the fact that use for double shift was made affect the guaranty?"

"The object of construction is to ascertain and give effect to the intention of the parties, as expressed in the language used." It is the aim of the court to carry out and make effective the mutual intention of the parties. As such the standard of construction is the reasonable meaning of the language used, considered in the light of the circumstances. "The standard is...