Meland v. Youngberg
| Decision Date | 30 January 1914 |
| Docket Number | 18,402 - (201) |
| Citation | 145 N.W. 167,124 Minn. 446 |
| Parties | JOHN MELAND v. A. F. YOUNGBERG |
| Court | Minnesota Supreme Court |
Action transferred to the district court for Becker county. The complaint alleged two causes of action, the first for damages for alleged fraud and deceit in the exchange of certain machinery and the second for damages for breach of an alleged oral warranty. The substance of the complaint is stated in the opinion. The case was tried before Nye, J., who granted defendant's motion to dismiss the action. From an order denying plaintiff's motion for a new trial, he appealed. Affirmed.
Sale -- warranty -- parol evidence.
1. Where a written contract for the sale of personal property is complete in itself and fails to disclose the existence of a warranty, parol evidence is not admissible for the purpose of proving a warranty.
Construction of contract of sale.
2. Whether the written contract expresses the entire agreement of the parties must be determined from the contract itself in the light of the subject-matter with which it deals and of the circumstances attending its execution.
Parol evidence to prove fraud.
3. Parol evidence is admissible for the purpose of proving fraud and deceit.
Action for deceit -- false representations.
4. To maintain an action for deceit based upon false representations, it is incumbent upon plaintiff to show that he relied upon such representations and was deceived thereby to his injury.
Action for deceit.
5. If a purchaser relies in part upon his own examination as to the character and condition of the property, and in part upon the representations of the adverse party and is deceived thereby to his injury, he may maintain an action for such deceit.
Action for deceit -- personal investigation by buyer.
6. But if the purchaser undertakes to and does investigate and determine the entire matter for himself, and is afforded an opportunity to make his investigation as full and complete as he chooses, and he then accepts the property, he cannot be heard thereafter to assert that he relied upon misrepresentations of the adverse party. In the instant case it is held that the admitted facts bring plaintiff within this rule.
Christian G. Dosland, for appellant.
Johnston & Dennis, for respondent.
Plaintiff and one John Chial were the owners, subject to a chattel mortgage, of a steam plowing rig consisting of a 25 horse-power Reeves engine and 10 plows. Defendant was the sole owner of a second-hand 22 horse-power gasolene traction engine, and he and Chial were the owners of six plows used therewith. On December 18, 1911, plaintiff and defendant entered into the following contract for the exchange of properties which was executed in duplicate:
The contract was executed at Ulen, Minnesota, where plaintiff resided, and plaintiff, defendant and Chial were present. The notes and chattel mortgage provided for in the contract were also executed at the same time. In connection with the transaction, plaintiff paid Chial $225 for his interest in the plows belonging to the gasolene outfit. In the complaint, plaintiff alleged that he made this payment at the instance and on behalf of defendant, and under an agreement that the amount thereof should be indorsed as a payment upon the notes mentioned in the contract. Defendant denied this. It is not necessary, however, to consider this issue, for, as we understand the stipulation made at the close of the trial, this payment, and the questions concerning it, were withdrawn and eliminated from the case.
When the contract was executed, the steam rig was in plaintiff's possession at Ulen and the plows belonging to the gasolene rig were also at Ulen, but the gasolene engine was at Sykston, North Dakota. It is admitted that one copy of the contract and the notes and chattel mortgage were to be held by the bank at Ulen, until plaintiff should examine and accept the gasolene engine; and it is also admitted that in case he accepted the engine he was to take it at the place where it was then located. Toward spring plaintiff sent one Hanson to Sykston to examine the engine, and gave him authority to accept it and ship it to Ulen, if found to be satisfactory. Hanson examined and accepted the engine, and on March 1, 1912, shipped it to Ulen, and made the following indorsement upon one of the duplicate contracts:
Sykston, N.D. Mch. 1st, 1912.
I, Haakan Hanson, accept this Hart Parr Gasolene-engine now owned by A. F. Youngberg, with the understanding that A. F. Youngberg, party of the first part, is to furnish a new right-hand cylinder & John Meland, party of second part, to furnish all other repairing.
It is admitted that defendant promptly furnished the new cylinder. It is also admitted that, after the arrival of the engine at Ulen, plaintiff and defendant went to the bank together and indorsed upon the duplicate contract held by the bank the form of acceptance already indorsed upon the other duplicate by Hanson, and that plaintiff himself then signed this acceptance, and that immediately thereafter by his direction the notes and chattel mortgage held in escrow by the bank were delivered to defendant. Plaintiff thereupon removed the gasolene rig from the railway station, and, about a month later, defendant took possession of and removed the steam rig from plaintiff's premises.
In February, 1913, plaintiff brought this suit and set forth two causes of action, the first for damages for alleged fraud and deceit, and the second for damages for breach of an alleged oral warranty. Both causes of action are based upon the same facts, and rest upon the averment that, during the negotiations which preceded the making of the contract, defendant represented, in substance, that the gasolene-engine was a first-class engine, well made and in first-class condition and repair; and that it would do first-class work, would develop as much power and give as good satisfaction as a new engine of the same make, and would develop sufficient power to haul six plows in operation. Plaintiff further alleged that he relied upon these representations; that they were not true; and that defendant knew that they were not true at the time of making them.
At the trial the court excluded all oral testimony offered for the purpose of proving these representations, upon the ground that they tended to vary the terms of the written contract, and that plaintiff was concluded by such contract, and by his examination and acceptance of the property under and in accordance with the terms thereof. At the close of plaintiff's case the action was dismissed on motion of defendant. Plaintiff made a motion for a new trial which was denied and he appealed.
The only question for determination is whether the court erred in excluding the proffered testimony.
No claim is made that the written contract was not fully understood, nor that it failed to contain the exact terms and provision which the parties agreed should be embodied therein.
1. It is the settled law of this state that a warranty made in connection with the sale of personal property is a part of the contract of sale; and, if the contract of sale is in writing and is complete in itself and fails to disclose the existence of a warranty, that parol evidence of a warranty is not admissible, for the reason that it would vary the terms of the contract as expressed in the writing. Thompson v. Libby, 34 Minn. 374, 26 N.W. 1; McCormick Harvesting Machine Co. v. Thompson, 46 Minn. 15, 48 N.W. 415; Bradford v. Neill, 46 Minn....
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