Rackemann v. Riverbank Imp. Co.

• Court: United States State Supreme Judicial Court of Massachusetts
• Writing for the Court: ALLEN
• Citation: 44 N.E. 990,167 Mass. 1
• Parties: RACKEMANN et al. v. RIVERBANK IMP. CO.
• Decision Date: 21 October 1896

167 Mass. 1
44 N.E. 990

RACKEMANN et al.
v.
RIVERBANK IMP. CO.

Supreme Judicial Court of Massachusetts, Suffolk.

Oct. 21, 1896.

Report from supreme judicial court, Suffolk county; Oliver W. Holmes, Judge.

Bill by Charles S. Rackemann and another against the Riverbank Improvement Company to rescind a sale of real estate. Heard on demurrer to the bill, and reported to the supreme judicial court. Demurrer overruled.

[167 Mass. 2]J.C. Gray, for plaintiffs.

C.A. Williams, for defendant.

ALLEN, J.

This case comes up on demurrer. According to the averments of the bill, an agent employed by the defendant to offer the defendant's land for sale, in order to induce the plaintiffs to buy a lot at $3.50 a foot, offered, in behalf of the defendant, that if they would do so the defendant would not sell any of its land shown on a plan at less than that price. The plaintiffs accepted the offer, and agreed to buy a lot on [167 Mass. 3]the terms offered, and afterwards took a deed thereof from the defendant. The agent's offer was not in writing, nor did the defendant give him any authority to make it, and at the argument the plaintiffs conceded that he had no implied authority; but the plaintiffs never doubted that he had authority. Within a little less than a year after the plaintiffs took their deed, the defendant was offering lots, and actually sold two lots, at less than that price. The plaintiffs were soon informed of these facts, and notified the defendant that each sale was a breach of the defendant's agreement. The defendant denied that its agent had any authority to make such an agreement, and repudiated the same. Up to this time the plaintiffs had no doubt that the agreement was made with the authority of the defendant, and there had been no communication nor occasion for communication between the plaintiffs and the defendant upon the subject of the agreement. Negotiations ensued, and about five months later the plaintiffs notified the defendant of their election to rescind the transaction, and demanded back the money paid by them, and the cancellation of a note given in part payment, and a discharge from the covenants of a mortgage given to secure the note. The defendant contends that there was no contract until the principals made one, and that the defendant never contemplated that the agreement now relied on should form a part of the transaction. The bill sufficiently avers that there was a contract between the plaintiffs and the agent, and that it was understood by the plaintiffs that the agent's agreement with respect to the price in the future should form a part of the transaction. This was not so understood or contemplated by the defendant, and the agent had no express or implied authority to make the agreement. Accordingly we are to assume that the plaintiffs accepted the deed with the understanding that they had an oral contract of the defendant, through its agent, in respect to the...