Proffitt v. Sitton
| Decision Date | 05 May 1964 |
| Docket Number | No. 18207,18207 |
| Citation | 136 S.E.2d 257,244 S.C. 206 |
| Court | South Carolina Supreme Court |
| Parties | M. G. PROFFITT, Appellant. v. J. H. SITTON, Respondent. |
W. W. Wilkins, Leatherwood, Walker, Todd & Mann, Greenville, for appellant.
Wyche, Burgess & Wyche, Hubert E. Nolin, Greenville, for respondent.
This appeal arises out of an action instituted by M. G. Proffitt, the Appellant, against J. H. Sitton, the Respondent, to recover the sum of $3,674.58, together with interest paid to Respondent by Wade Hampton Water and Sewer District for a water line which Appellant alleges was previously purchased by him from Respondent under a written contract between the parties. Upon trial, Respondent's motion for nonsuit was granted and this Appeal followed.
Appellant alleges that on March 18, 1955, he entered into a contract with Respondent for the purchase of a residential subdivision complete with water lines and surface treated roads known as Liberty Park in the Wade Hampton Water District, near the City of Greenville, containing 34 lots, for the sum of $80,000.00. It is further alleged that Respondent sold or attempted to sell the water lines and pipes in the said subdivision to the Wade Hampton Water and Sewer District and received the sum of $3,674.58 therefor as payment on January 15, 1962, that such sum should have been paid to Appellant as he was the owner of said lines and pipes, having purchased and paid for them under the above-mentioned contract. Judgment is demanded for $3,674.58, together with interest from January 5, 1962.
Respondent's answer sets forth a general denial, admits entering into the contract and alleges that said contract contained all the provisions with respect to the rights and duties of the parties. Respondent further admits he received payment of $3,674.58 from Wade Hampton Water and Sewer District and that he refused to turn same over to Appellant as Appellant had no title or interest in the water line.
The issue before the lower Court was whether title to the water line passed to Appellant under the contract. This by necessity requires a construction and interpretation of the contract, the pertinent parts of which are as follows:
'The Purchaser, M. G. PROFFITT, is to pay to the Seller, J. H. SITTON, the sum of $80,000.00 for the lots heretofore mentioned as follows:
* * *
* * *
'It is further agreed, however, that the Seller will make a deed to the Purchaser upon the receipt of $2,000.00 which is to be credited to the balance due on any lots shown on said subdivision; but it is distinctly understood and agreed that unless the full amount is paid the Seller reserves the right to refuse to sign or to convey more than 30 lots until the balance due is paid, it being agreed that the total amount to be paid is $80,000.00 and the Purchaser to receive credit for any amounts paid on said contract.
'The Seller agrees to install a 6 inch water line from Edwards Road following Century Drive back into Edwards Road within a reasonable time and the Seller further agrees to surface-treat Century Drive and to convey the same over to the County of Greenville within a reasonable time.
'The Seller agrees, upon the compliance of the above terms and conditions to furnish good merchantable title to the properties heretofore referred to.'
Appellant lists six exceptions, 3 of which relate to the exclusion of certain testimony by John F. Chandler, a relator, regarding the circumstances surrounding the execution of the contract; one charges error in excluding the 1955 tax teturns of Respondent and the remaining two exceptions allege the trial Court erred in holding as a matter of law that the contract did not include the sale of the water line to Appellant.
The testimony of Chandler, which was offered while the jury was excused from the Courtroom apparently was for the purpose of proving what he considered the contract to mean and not what he did as agent of one of the parties. The general rule is that terms of a written instrument cannot be varied by parol testimony and this applies to negotiations leading up to the execution of the instrument. Charleston & W. C. Ry. Co. v. Joyce, 231 S.C. 493, 99 S.E.2d 187. Where a written instrument is ambiguous, parol testimony is admissible to show its true meaning, Breedin v. Smith, et al., 126 S.C. 346, 120 S.E. 64; DeVore v. Piedmont Insurance Co., 144 S.C. 417, 142 S.E. 593; Bruce v. Blalock, 241 S.C. 155, 127 S.E.2d 439. An ambiguous contract is one capable of being understood in more senses than one, an agreement obscure in meaning, through indefiniteness of expression, or having a double meaning. Bruce v. Blalock, supra, 241 S.C. 155, 127 S.E.2d 439. Where a contract is free from ambiguity, its construction is for the Court, Charleston & W. C. Ry. Co. v. Joyce, 231 S.C. 493, 99 S.E.2d 187.
Where the terms of a written instrument are unambiguous, clear and explicit, extrinsic evidence of statements of any of the parties to it, made contemporaneously with or prior to its execution, is inadmissible to contradict, add to, subtract from, vary or explain its terms, in the absence of fraud, accident or mistake in its procurement, Chapman v. Metropolitan Life Ins. Co., 172 S.C. 250, 173 S.E. 801; Montalbano v. Auto. Ins. of Hartford, Conn., 127 S.C. 157, 60 S.E.2d 77. Appellant has made no allegation or claim of fraud, accident or mistake. On the contrary, both parties agreed upon trial that the contract was clear and unambiguous.
Charleston & W. C. Ry. Co. v. Joyce, supra, 231 S.C. 493, 99 S.E.2d 187, quoting from 2 Jones on Evidence (4th Ed.), Section 434, p. 823, states:
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