Quaker Metal Co. v. Standard Tank Car Co.
| Decision Date | 05 November 1923 |
| Citation | 32 Del. 350,123 A. 131 |
| Court | Delaware Superior Court |
| Parties | QUAKER METAL COMPANY, a corporation of the State of Delaware, v. STANDARD TANK CAR COMPANY, a corporation of the State of Delaware |
Superior Court for New Castle County, September Term, 1923.
No. 52 September Term, 1922.
This suit is based upon two contracts between the plaintiff and defendant, both being dated July 8, 1920. The first provided for the delivery to the defendant of 16,000 five by nine inch journal bearings, and the second for the delivery of 30,000 five and one-half by ten inch journal bearings.
The declaration consists of six counts, the first, second and third being devoted to contract number one and the fourth fifth and sixth to contract number two. The only difference between the first, second and third counts is that a different date of breach is alleged in each, namely, July 1 1921, in the first; June 1, 1922, in the second and October 31, 1920, in the third. Each of the first three counts allege the making of the contract for the delivery of the 16,000 journal bearings and alleges that 716 journal bearings were manufactured and delivered, and that 5,732 additional journal bearings were manufactured, but not delivered. Each of the first three counts sets out the contract in general terms and each alleges that the Damascus Bronze Company was the sole manufacturer of the specified journal bearings; that shortly after entering into the contract with the defendant, the plaintiff entered into a contract with the Damascus Bronze Company for the manufacture of the bearings of the specifications and quantities contracted for by the defendant and that the defendant had full knowledge of these facts. Each of the first three counts alleges the breach of the contract by the defendant, and as a consequence thereof, that the plaintiff has been obliged to default in its contract with the Damascus Bronze Company, has, therefore, become liable and responsible to the Damascus Bronze Company in the sum of $ 175,000.00, and this sum the plaintiff claims as special damages. Each of the first three counts alleges that 5732 bearings have been manufactured by the Damascus Bronze Company and tendered to the plaintiff, but that the plaintiff, by reason of the defendant's breach of contract, has defaulted in its contract with the Damascus Bronze Company and has not taken, accepted or paid for these manufactured bearings which the Damascus Company now holds, it being alleged there is not and has not been any general market therefor. It is alleged that as a consequence of the breach of contract by the defendant that the plaintiff has defaulted in its contract with the Damascus Company concerning these 5732 bearings valued at $ 25,000.00 and that the plaintiff is liable and responsible to the Damascus Company in the sum of $ 25,000.00, which the plaintiff seeks to recover as special damages. The plaintiff also seeks to recover general damages in the sum of $ 25,000.00, as the loss of profits which would have come to the plaintiff upon the performance of the contract by the defendant.
The fourth, fifth and sixth counts, as has been said, are based upon the contract for 30,000 bearings, none of which were manufactured or delivered. Except for the differences in the date of breach alleged, as above set out, they are similar and claim $ 175,000.00 special damages, being the amount claimed by the Damascus Bronze Company, $ 25,000.00 loss of profits to the plaintiff and interest on general and special damages.
To the declaration special demurrers have been filed. The special demurrers are specifically directed to the facts sustaining the claim for special damages of $ 175,000.00, as shown in each of the six counts, to the facts sustaining the claim for special damages of $ 25,000.00, as shown in each of the first three counts, and eleven causes of special demurrer are set out, as to each of the six counts.
The special demurrers entered to each of the six counts as distinguished from the special damage clauses of said counts are overruled.
H. H. Ward, Sr., (of Ward, Gray and Neary) for plaintiff
Sylvester D. Townsend, Jr., and Clarence A. Southerland for defendant.
OPINION
The causes of special demurrer to the declaration in this case may be generally considered under three heads or groups.
The first and second groups relate to the claims of special damage of $ 175,000.00 and $ 25,000.00, respectively, alleged by the plaintiff to be claimed by the Damascus Bronze Company; the third group relates to the pleading of the facts constituting the cause of action.
Each count of the declaration in addition to the claim of special damage and in conformity with our practice and with good pleading concludes with a general ad damnum clause. It is confidently and, indeed, plausibly argued by the plaintiff that where a count shows a cause of action arising from a contract, a breach of such contract and a sufficient averment of some damage, that a demurrer will not lie to such count; that the general averment of damage is sufficient to bring the case to trial and that questions of general or special damage are questions to be raised at the trial upon the offer of evidence, and many cases and text books are cited as supporting that contention. As we view the matter, however, none of the cases go to the extent contended for by the plaintiff.
What is the situation here? The plaintiff has pleaded a contract with a set of facts tending to show a breach, together with a claim for damages. In addition to this it claims special damages arising from the breach when taken into consideration with other facts. To this claim for special damages a special demurrer has been filed. Why should it not be sustained?
As Mr. Stephen points out:
"In the course of administering justice there are two successive objects, --to ascertain the subjects for decision and to decide."
Pleading is the recognized system in this State of ascertaining the subjects in controversy, and for decision. One principal object of pleading is to bring out the point in dispute between the parties at as early a stage as possible and to acquaint the parties to a controversy of the nature of the claims of the opposing sides.
As said in 31 Cyc. 43:
Easton v. Jones, 1 Harr. 433, note (436); State v. Short, 2 Del. 152, 2 W.W. Harr. 152; Reading's Heirs v. State, 1 Del. 190, 1 Harr. 190; State use Godwin v. Collins, 1 Del. 216, 1 Harr. 216.
With the science of pleading there was developed the law of evidence, but at all times the evidence to be admitted must follow and be consistent with the pleadings. Upon these general principles has the law of special damages been founded. Special damages to be recovered must always be specially pleaded. This is because the nature of special damages is such that they are not the logical and necessary result of the breach, so that in order to recover them they must not only be specially claimed, but the facts upon which special damages are to be predicated must be specifically set out. The object of pleading special damages, therefore, is to acquaint the opposing side of the claim of the pleader. If the facts supporting a claim of special damages must be specially pleaded, it must follow that they be well pleaded, or the whole object of pleading that the opposing side shall know in advance what he may expect to meet at the trial shall have been in vain. The special demurrer is not directed to the question of special damages as such, but to the inadequacy of the facts supporting such claim.
We find no fault with most of the cases cited by the plaintiff in this case. In these cases it has been held generally that a demurrer is not an available means of law to determine the question of damages. With this we agree. The cases cited by the plaintiff, however, can broadly be divided into four classes: (1) where an erroneous claim for damages is sought to be tested by a demurrer; (2) where a demurrer is entered to a declaration containing a claim for only one kind of damages; (3) where it is sought by a demurrer to measure damages; (4) where objection is interposed by a general demurrer. In none of these cases has the question arisen where the claim is for both general and special damages, and a special demurrer directed alone to the facts tending to sustain the claim for special damages. There can be no doubt that if a general demurrer is filed to an entire declaration and any count of the declaration is good, the demurrer falls. The same is true of two divisible parts of a single count, and yet the law is uniform that a demurrer can be filed to one count alone of a declaration or to a divisible part of a single count. Instances of this are when several breaches are assigned to a single covenant, some of which are sufficient and others not.
In our opinion claims of general and special damages growing out of a breach of contract are so...
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