Michaud v. Vahlsing, Inc.

• Decision Date: 24 April 1970
• Citation: 264 A.2d 539
• Parties: A. J. MICHAUD v. VAHLSING, INC.
• Court: Maine Supreme Court

Page 539

264 A.2d 539

A. J. MICHAUD v. VAHLSING, INC.

Supreme Judicial Court of Maine.

April 24, 1970.

Rudolph T. Pelletier, Madawaska, for plaintiff.

George J. Mitchell, Portland, William R. Flora, Presque Isle, for defendant.

Before WILLIAMSON, C. J., and WEBBER, MARDEN, DUFRESNE, WEATHERBEE, and POMEROY, JJ.

WEATHERBEE, Justice.

The Plaintiff is a potato grower in Grand Isle, Aroostook County, and had for several years sold to the Defendant, a processor in Easton, large quantities of potatoes grown by himself and others. The controversy concerns payment for a disputed quantity of potatoes shipped by Plaintiff to Defendant between June 6 and June 14, 1963. An Aroostook County jury returned a verdict for the Plaintiff from which Defendant appealed. We conclude that the appeal should be denied.

The jury could properly have found as follows:

During the period in issue the parties followed generally the business procedures which had characterized their dealings in previous years. In the summer of 1962 Plaintiff contracted to deliver to Defendant 50,000 barrels of potatoes of acceptable quality to be delivered at Defendant's plant in Easton in specified monthly deliveries between November 1962 and June 1963 at graduated monthly prices, the price for the last month's deliveries (the ones in issue) being.$2.80 per barrel for U. S. 1s and 2s. No dispute now exists as to the deliveries before June 6, 1963 and payment was made for them. Between that date and June 14 the Plaintiff loaded and shipped nineteen carloads to Defendant and the potatoes were received by Defendant at dates between June 8 and June 21. The nineteen carloads form the subject of this action.

The practice previously followed by the parties had been that after their arrival in Easton, Defendant unloaded and weighed the potatoes converting the total weight for each car to a barrel count for the carload reflecting the grades involved. One of Defendant's employees recorded the barrel count on what was called a receiving slip and signed the slip. The receiving slips went in multiple form to the office from which a copy was mailed to the Plaintiff, usually within a week. From Defendant's copy of the receiving slip a voucher was prepared which recorded the barrel count of the separate grades in the car and added the calculation by Defendant which determined the sum Plaintiff was to be paid for the carload. At various intervals checks were sent to Plaintiff representing payments for the loads covered by the voucher or vouchers accompanying the check. In the meantime, following the arrival of the car in Easton, Plaintiff received a bill of lading from the railroad containing the car number, description of contents, date of delivery and a statement of weight of contents which was a standard round figure on which the flat freight charge for carload quantities had been based and which was considerably below the actual capacity of the car. The bill of lading was receipted by one of Defendant's employees on arrival. Plaintiff had made no attempt to weigh or otherwise measure the potatoes when they were being loaded and had always relied for his payment upon the barrel count made by Defendant at unloading. In the case of loads contained in bulk cars, Defendant had arrived at the barrel count by weighing the potatoes as they were unloaded and by converting the weight to barrels by the formula of 165 pounds equals 1 barrel.

During the times of arrival of these nineteen cars, Defendant's plant was engaged in processing a large order of southern onions and Defendant found it expedient to complete the onion contract before Plaintiff's potatoes were handled. As a result, as Plaintiff's cars arrived they were left standing in Defendant's yard, loaded, in hot weather for periods ranging from a few days to more than three weeks and parts of their cargoes spoiled and were dumped by Defendant.

The first two cars to arrive were unloaded June 20. It was found that 133 barrels from one car and 91 barrels from the other were spoiled and they were dumped by Defendant. The receiving slip and vouchers which Plaintiff eventually received for these two cars showed the amounts accepted and the amounts which were rejected as spoiled. (Plaintiff does not question these figures.) After that Defendant made no record of the quantities which were rejected and dumped.

On June 29 or 30, not having gotten his receiving slips with the usual promptness, Plaintiff phoned Defendant's plant and learned that substantial quantities of his potatoes were decomposing as they sat in cars in Defendant's yard. As Defendant proceeded to unload the cars the spoiled and unusable potatoes were rejected by Defendant and abandoned without having been weighed and the usable ones were accepted and weighed and payment for them was eventually sent to Plaintiff.

Thus the last seventeen receiving slips sent to Plaintiff by Defendant represent only the usable potatoes. There is no dispute as to the quantities of usable potatoes as shown on the receiving slips or that Plaintiff has received payment for them.

The issues in Superior Court concerned the Plaintiff's claim that he was entitled to payment for the unrecorded quantities which were rejected, having decomposed while sitting in Defendant's yard (the responsibility for which Defendant denied) and Defendant's counterclaim for damages for Plaintiff's alleged failure to make deliveries as agreed during the next two seasons.

The jury rejected Defendant's counterclaim and awarded Plaintiff damages in the amount of $10,000.00. Defendant appeals only from the judgment against it in Plaintiff's action and argues here that 1) there was insufficient evidence of the total quantity of potatoes shipped by Plaintiff to Defendant to support the verdict for Plaintiff, and 2) the parties had arrived at an accord and satisfaction as a matter of law.

We will consider first Defendant's contention as to accord and satisfaction. Defendant argues that during the eight years of dealings between Plaintiff and Defendant the Defendant's check had been given and received as payment in full for the transactions represented by the attached vouchers, and that substantially the same procedure was followed here and that it constituted an accord and satisfaction. The principles of the theory of accord and satisfaction have frequently been stated by our Court. An accord and satisfaction occurs when there is a tender on the part of the debtor in satisfaction of a particular demand and the creditor accepts it as such. Farina v. The Sheridan Corporation, 155 Me. 234, 153 A.2d 607 (1959). If there is a question of fact as to the intention of the parties the decision is properly for the jury but if on the evidence no such question exists and only one inference or finding can be made, there is an accord and satisfaction as a matter of law. Wiggin v. Sanborn, 161 Me. 175, 210 A.2d 38 (1965). By statute then applicable, no action could be 'maintained on a demand settled by a creditor * * * in full discharge thereof, by the receipt of money or other valuable consideration, however small'. R.S.1954, chap. 113, sec. 64.

Under this statute, as under the common law, it must be shown that the debtor tendered the amount in satisfaction of the particular demand and that the creditor accepted it as such. Fuller v. Smith, 107 Me. 161, 77 A. 706 (1910).

The evidence bearing on this issue can fairly be summarized as follows: Plaintiff had shipped the last of the nineteen cars June 14. On June 29 or 30 Plaintiff first learned that serious spoilage was occurring in the cars when he phoned Alfred Litz, Defendant's General Manager, to inquire why the receiving slips hadn't been sent him. Plaintiff got the receiving slips during the first week of July. He accepted as true and accurate Defendant's count of the potatoes Defendant was able to use but he then phoned Mr. Litz and expressed his dissatisfaction with the Defendant's apparent intention not to pay him for the ones which had spoiled. He told Mr. Litz he intended to file a claim for the balance which he considered due him as soon as he could get his records together. Several weeks later Defendant sent Plaintiff vouchers for the nineteen carloads with Defendant's checks in amounts equal to the contract prices for the quantities which the vouchers showed to have been accepted. Plaintiff deposited the checks in his bank accounts and they were paid. He testified that he did not accept the checks in full settlement. He then went to Easton and presented Mr. Litz with records which he had compiled in an effort to demonstrate the quantity of spoiled potatoes (not included in Defendant's vouchers) for which he contended he was entitled to be paid. Mr. Litz examined Plaintiff's claim and said he thought it was reasonable but that the company was unable to pay it at that time. During that fall and the next winter Plaintiff and Mr. Litz discussed Plaintiff's claim several times, usually concerning plans for Defendant to pay by adding 25 cents a barrel to the price Plaintiff would have received on the next year's contract. In the spring of 1964 Mr. Litz said he thought he could pay Plaintiff in one lump sum and asked Plaintiff to send him another copy of his claim. Twelve days later Mr. Litz died without payment having been made. The following winter Mr. Litz's successor finally rejected plaintiff's claim.

This testimony presented a jury question as to whether the checks were paid by Defendant and accepted by Plaintiff in full satisfaction. The jury found they were not.

We must now examine the remaining issue as to whether the evidence as to the quantity of potatoes shipped by Plaintiff and rejected by Defendant as spoiled was sufficient to support the jury's award of $10,000.00 to Plaintiff, bearing in mind that the jury's determination that Defendant was responsible for the spoilage of the potatoes it did not accept is not questioned in this appeal.

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