Neel v. Lang

• Decision Date: 22 May 1920
• Citation: 236 Mass. 61,127 N.E. 512
• Parties: NEEL v. LANG et al.
• Court: United States State Supreme Judicial Court of Massachusetts Supreme Court

236 Mass. 61

127 N.E. 512

NEEL

v.LANG et al.

Supreme Judicial Court of Massachusetts, Suffolk.

May 22, 1920.

Exceptions from Superior Court, Suffolk County; Jabez Fox, Judge.

Bill in equity by Ada Francis Neel against Howard W. Lang and another. Decree for plaintiff, and defendants except. Exceptions overruled.John L. Hall and U. D. Garfield, both of Boston, for plaintiff.

Sawyer, Hardy, Stone & Morrison, of Boston (E. C. Stone, of Boston, of counsel), for defendants.

CARROLL, J.

The plaintiff, a resident of New Jersey, wrote her sister, Gertrude A. Smith, at Harwich, to ‘tell Mrs. Brewer I would sell Sunnywood [certain real estate in Harwich owned by the plaintiff] for $6,000.00.’ Mrs. Brewer is the mother of the defendant Maud B. Lang. There was evidence that Miss Smith informed Mrs. Lang of this offer, and she replied, ‘I will tell mother;’ and that later she gave Miss Smith a check for $500 ‘to clinch the bargain.’ A deed, reciting the consideration to be $1 and other valuable considerations, was prepared and sent to the plaintiff, and after being signed by her was returned to Miss Smith. November 22, 1918, Miss Smith, Mrs. Lang and the defendants' attorney met at the registry of deeds, Barnstable. Three $1 stamps were affixed to the deed by the attorney; they were canceled by Miss Smith and the deed delivered to Mrs. Lang. Afterwards Miss Smith gave Mrs. Lang a memorandum of sale reciting that the price was $6,000.

November 25, the defendant Howard W. Lang wrote Miss Smith saying that Mrs. Lang had shown him the memorandum of sale and it caused him much surprise, as he understood the price was $3,000; that, fearing he had made an error, he talked with Mrs. Brewer and she understood the price was $3,000. To this letter Miss Smith replied, denying that $3,000 was the price and asserting that the only proposal ever made was for $6,000; she offered to return the $500 and asked for a reconveyance of the property. There was testimony by the defendants that the price named was $3,000. The judge of the superior court found that Miss Smith was authorized to sell the real estate for $6,000 and at no other figure; that she understood this offer was accepted; that she did not know ‘a $1 stamp was required for each $1,000 of consideration,’ and that ‘through some lapse of memory, or misunderstanding, * * * [the defendants believed] the price was in fact $3,000.’

If the plaintiff offered to sell the real estate for $6,000 and this offer was misunderstood by the defendants, they supposing the price to be $3,000, and under this misunderstanding the deed was executed and delivered, then the parties did not assent to the same contract. There was no completed contract; it had no real existence, and the plaintiff is entitled to relief. ‘It is an elementary principle of the law of contracts that, if one party thinks he is buying one thing and the other party thinks he is selling another thing, there is no meeting of minds on the subject-matter of the sale. When there is no agreement as to the identity of the subject-matter of the contract there can be no contract.’ Dzuris v. Pierce, 216 Mass. 132, 135, 103 N. E. 296, 297. This principle is applicable in the case at bar. Estey Organ Co. v. Lehman, 132 Wis. 144, 111 N. W. 1097,11 L. R. A. (N. S.) 254, 122 Am. St. Rep. 951; Wilkinson v. Williamson, 76 Ala. 163; Rovegno v. Defferari, 40 Cal. 459;Rupley v. Daggett, 74 Ill. 351;Rowland v. N. Y., N. H. & H. R. R., 61 Conn. 103, 23 Atl. 755,29 Am. St. Rep. 175.

The defendants contend that an error in the price to be paid is not such a misunderstanding concerning the subject-matter of the contract as will prevent the mutual assent of the parties. The price for which the premises were to be sold was a matter of substance and was a material element of the agreement. Rovegno v. Defferari, supra; Rupley v. Daggett, supra. In Hecht v. Batcheller, 147 Mass. 335, 17 N. E. 651,9 Am. St. Rep. 708, relied on by the defendants, the plaintiffs and defendants believed the makers of a note sold were solvent, whereas they were in fact insolvent. It was held that there was no mistake about the identity of the note, as it was the same note which was bought and sold; that the misapprehension affected, not its identity but its value, and that a mistake as to the value or quality or other collateral attributes, would not prevent the plaintiffs from...