Midkiff v. Castle & Cooke, Inc., 4118

Decision Date16 January 1962
Docket NumberNo. 4118,4118
PartiesFrank E. MIDKIFF, Edwin P. Murray, Willson C. Moore, Atherton Richards and Samuel Wilder King, Trustees under the Will and of the Estate of Bernice P. Bishop, Deceased, v. CASTLE & COOKE, INC., a Hawaii Corporation.
CourtHawaii Supreme Court

Syllabus by the Court

1. A complaint should not be dismissed for failure to state a claim unless it appears beyond doubt that the plaintiff can prove no set of facts in support of his claim which would entitle him to relief.

2. In considering the sufficiency of a complaint well-pleaded allegations of fact are taken as admitted.

3. While a deed should be construed in accordance with the intention of the parties, if at all possible, still such intent must be ascertained from the language of the instrument itself. All of the provisions of a deed must be considered in order to arrive at the proper interpretation thereof.

4. A purpose clause, of and by itself, does not operate to qualify or limit the estate granted by a deed, or, in other words, it does not operate to reduce what would otherwise be an estate in fee simple to an easement or an estate in fee simple determinable or other limited estate. This rule is applicable to deeds of land 'for railway purposes.'

5. A deed conveying to a railroad land bisecting the grantors' remaining land and providing for crossings over and across the railroad's tracks secured to the grantors an easement across the railroad line, coupled with an affirmative covenant of the grantee to construct and maintain such passways, and such provisions as to crossings were compatible with a grant of fee simple title of the land for the railroad line.

6. A dispute as to the interpretation of a document, in the absence of ambiguity of some language contained therein, does not constitute an ambiguity within the meaning of the parol evidence rule.

7. In the absence of an ambiguity in a deed the parol evidence rule applies. Extrinsic evidence of the surrounding facts and circumstances existing prior to, contemporaneously with and subsequent to the execution of the deed is not competent to contradict, defeat, modify or otherwise vary the meaning and legal effect of the deed.

8. Facts which would be excluded from consideration under the parol evidence rule must be ignored for the purpose of motions and other defenses which go to the sufficiency of a pleading.

J. Garner Anthony and Arthur B. Reinwald, Honolulu (Robertson, Castle & Anthony), Honolulu, for appellant.

Livingston Jenks and Hugh Shearer, Honolulu (Anderson, Wrenn & Jenks), Honolulu, for respondent.

Before TSUKIYAMA, C. J., WIRTZ, LEWIS and MIZUHA, JJ., and TASHIRO, Circuit Judge, in place of CASSIDY, J., disqualified.

WIRTZ, Justice.

This action involves the construction of a deed dated December 30, 1899, from the plaintiffs-appellants, as grantors, to Oahu Railway and Land Company (hereinafter referred to as OR&L) as grantee, and a determination of the rights of the parties with respect to two of the parcels of land referred to in the deed.

The deed consists of two portions. The parcels involved in this litigation were conveyed by the first portion and were designated as Parcels Seventh and Eighth. The defendant-appellee is the successor in interest to the rights of OR&L with respect to these parcels.

The description in the deed of Parcel Seventh shows that it consists of a strip of land 40 feet wide (20 feet on each side of a designated center line) and approximately 26,000 feet long, containing an area of approximately 23.8 acres, and located in the Ahupuaa of Paalaa and the Ahupuaa of Kawailoa, in the district of Waialua.

The description in the deed of Parcel Eighth shows that it consists of a parcel approximately 80 feet wide and 1,600 feet long, containing an area of approximately 2.97 acres, located in the Ahupuaa of Paalaa, in the district of Waialua. Such description also shows that it is a siding, adjoining Parcel Seventh on the south or mauka side of Parcel Seventh.

The first portion of the deed constituted not only a conveyance of Parcels Seventh and Eighth, but also of other parcels designated as First to Sixth inclusive, bisecting a larger tract of land owned by the grantors.

The second portion of the deed constituted a conveyance of an additional tract of land, containing an area of approximately 13.7 acres, located in the Ahupuaa of Paalaa, in the district of Waialua, and is not involved in this litigation directly. The description in the deed of the 13.7 acre tract shows that it adjoins Parcel Seventh on the north or makai side of Parcel Seventh.

The granting clauses of both portions of the deed are the same and disclose language sufficient to constitute a conveyance of a fee simple title.

The habendum of the first portion of the deed conveying Parcels Seventh and Eighth includes a railway purpose clause:

'To have and to hold * * * unto the said party of the second part its heirs successors and assigns forever for railway purposes.' (Emphasis added.)

The OR&L used both parcels Seventh and Eighth for railway purposes until sometime in 1947. The use of these parcels for such purposes ceased prior to the commencement of this action.

The habendum of the second portion conveying the 13.7 acre tract contains no such limitation for railway purposes:

'To have and to hold * * * unto the said party of the second part its heirs successors and assigns forever * * *.'

A consideration of $3,294 is recited in the first portion of the deed while in the second portion it is stated that the grant is made 'in consideration of the premises.'

The deed also contains a covenant by OR&L relating to 'crossings over its railway track,' which is more fully considered later in this opinion.

The issues involving the interpretation of the deed and the determination of the rights of the parties in and to Parcels Seventh and Eighth are raised under the pleadings filed in the trial court.

The allegations in the amended complaint include an allegation of the execution of the deed, an allegation that Parcels Seventh and Eighth are no longer used for railway purposes and allegations showing that Helemano Company, Limited (subsequently merged into the present defendant-appellee herein) became the successor in interest to any rights of OR&L with respect to Parcels Seventh and Eighth.

The amended complaint also contains allegations of various types of extrinsic evidence bearing on the intent of the parties in effecting the conveyance by the deed, including the preliminary negotiations as well as the practical construction subsequently given to the deed by the parties.

The amended complaint discloses that it is the position of the plaintiffs, in the alternative, that OR&L obtained by the deed either (1) an easement for a railroad over Parcels Seventh and Eighth, or else (2) an estate in fee simple determinable in such parcels, both of which terminated when said parcels ceased to be used for railway purposes.

In the prayer, plaintiffs ask to be declared the owners in fee simple of Parcels Seventh and Eighth and judgment for the fair and reasonable rental value of said parcels for the period subsequent to December 30, 1947.

In accordance with Rule 12(b), H.R.C.P., the answer sets forth three defenses, designated as First Defense, Second Defense and Third Defense, which might have been presented by a motion to dismiss for failure to state a claim upon which relief could be granted.

The First Defense consists solely of the following sentence, based on the language of defense (6) listed in Rule 12(b): 'The amended complaint fails to state a claim against defendant upon which relief can be granted.' The fundamental bases of this defense have been summarized in defendant's brief as follows: '[T]hat the meaning and legal effect of the Bishop Estate deed was to convey to the OR&L an estate in fee simple absolute in the numbered parcels listed in the first portion thereof; that the Bishop Estate deed is free from ambiguity within the meaning of the parol evidence rule; that under the parol evidence rule the meaning and legal effect of the Bishop Estate deed cannot be varied or changed by resort to extrinsic evidence; and that the defendant, as successor in interest to the OR&L, has an estate in fee simple absolute in Parcels Seventh and Eighth.'

The Second Defense and the Third Defense constitute in effect amplified statements of the general language of the First Defense. The Second Defense states, in substance, that the meaning and legal effect of the deed was to convey an estate in fee simple absolute in the numbered parcels and that the deed is not ambiguous. The Third Defense incorporates the Second Defense and also states, in substance, that the meaning and legal effect of the deed cannot be varied or changed, from a conveyance of a fee simple absolute title to the grant of an easement or the conveyance of an estate in fee simple determinable, by resort to the alleged extrinsic evidence. The defenses, thus, are tantamount to a motion to dismiss.

Pursuant to Rule 12(d), H.R.C.P., a motion was filed for a preliminary hearing of the First Defense, the Second Defense and the Third Defense in the answer. As a result of the preliminary hearing, a decision was entered on January 16, 1959, in favor of the defendant on the three defenses. Judgment of dismissal was entered in accordance therewith from which this appeal was taken.

The question thus presented under this appeal is simply whether or not the trial court erred in dismissing the amended complaint under the pleadings.

'* * * In appraising the sufficiency of the complaint we follow, of course, the accepted rule that a complaint should not be dismissed for failure to state a claim unless it appears beyond doubt that the plaintiff can prove no set of facts in support of his claim which would entitle him to relief. * * *' Conley v. Gibson, 355 U.S. 41, 45, 46, 78 S.Ct. 99,...

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