Rice v. McKinley

• Decision Date: 31 October 1979
• Docket Number: No. CA,CA
• Citation: 267 Ark. 659,590 S.W.2d 305
• Parties: Claude RICE and Charlotte Rice, his wife, John C. Parrish and Leona Parrish, his wife, and John Allen, Appellants, v. Georgea Black McKINLEY, Appellee. 79-130.
• Court: Arkansas Court of Appeals

Page 305

590 S.W.2d 305

267 Ark. 659

Claude RICE and Charlotte Rice, his wife, John C. Parrish and Leona Parrish, his wife, and John Allen, Appellants, v. Georgea Black McKINLEY, Appellee.

No. CA 79-130.

Court of Appeals of Arkansas.

Oct. 31, 1979 Released for Publication by the Court of Appeals Dec. 15, 1979.

Malcolm R. Smith, Stuttgart, Ray H. Boman, Detroit, Mich., for appellants.

Andrew L. Clark, North Little Rock, for appellee.

HAYS, Judge.

This is an appeal from a decree granting the specific performance of a contract entered into between appellant, Claude Rice, and appellee, on February 6, 1968.

Appellant argues that no contract existed, citing Myers v. Snider, 226 Ark. 849, 294 S.W.2d 495 (1956), to the effect that one seeking specific performance must prove the essentials of a valid contract and a readiness to perform the contract.

As to the first part of the argument, it is clear that the letter signed by appellant on February 5, 1968, and by appellee on February 6, 1968, meets all the requirements of a binding, valid contract. The letter plainly imposes mutual obligations on the signees, Claude Rice and Georgea Black McKinley, and the promises of one party is a sufficient consideration for the promises of the other. Abbott v. Arkansas Utilities Company, 8 Cir., 165 F.2d 339 (1948); Southern Surety Company v. Phillips, 181 Ark. 14, 24 S.W.2d 870 (1930). Appellant says there was no "meeting of the minds," but the letter is clear and specific in the obligations undertaken by each party, that is: appellant expressly recognized that appellee was the owner of the disputed strip, that he would erect a fence before a given time, that he would fill a certain ditch at the end of the lease period, that the parties would select a surveyor to do necessary surveying and bear the expense equally, that each would convey certain lands to the other following the survey and that appellee would lease to appellant the strip in dispute for five years with right of renewal for an additional five years at $12.50 per acre per year. A "meeting of the minds" is defined simply as an agreement reached by the parties to a contract and expressed therein, Hudson v. Columbian Transfer Company, 137 Mich. 255, 100 N.W. 402, or as the equivalent of mutual assent or mutual obligation, Wetherbee v. Gary, 62 Wash.2d 123, 381 P.2d 237. Clearly, the letter expresses an agreement and recites a mutual exchange of obligations entirely sufficient to meet the essentials of a contract.

As to the second part of the argument, we find nothing in the record during the entire period under question to support the argument that appellee was not ready and willing to perform. In fact, it appears that the appellee recognized the agreement and was ready to perform those things required of her under its provisions. She accepted the annual lease payments, permitted appellant to farm the lands under the lease, joined in the letter of February 3, 1972, ordered a survey and agreed to pay one-half of the expense, indicated her willingness to go forward with the agreement through Mr. Jennings's contact with Mr. Dover in 1970, wrote to the Parrishes and to appellant, and finally, tendered her deed to the appellant in March of 1974.

Appellant admits the genuineness of his signature, but argues that the letter-contract could not have been signed, as appellee states, on February 5 and 6, 1968, relying on Defendant's Exhibit # 1, a letter dated February 29, 1968, in which modifications were discussed. It is evident that changes were made after the dates recited in the letter-contract, but appellant appears to have both expressly and impliedly accepted and concurred in those modifications by acting on the contract in numerous ways and having received the benefits of the agreement over several years and cannot now be heard to deny its very existence.

Next, the appellants insist that the suit filed by appellee on January 28, 1976, is barred by the statute of limitations and by laches. Appellee contends that this point was not raised below and cannot now be raised on appeal, citing Campbell v. State, 265 Ark. 77, 576 S.W.2d 938, and Garner v. Holland, 264 Ark. 536. But the record shows that an amended answer on behalf of appellants, Claude Rice and Charlotte Rice, was filed on January 19, 1977, pleading the statute of limitations and laches, so the argument that the issues were not raised properly in the court below is without merit.

Thus, the final, and more difficult, issue presented by this appeal is the question of limitations and laches. In a thorough and well reasoned memorandum opinion, the chancellor held, correctly, that the applicable statutory period of limitations was five years and rejected the appellant's contention that inasmuch as the agreement was dated February 6, 1968, the deadline for filing suit would have been February 6, 1973. The error of appellant's position is that the period of limitations runs from the point at which the cause of action accrues rather than from the date of the agreement. Admittedly, the nature of the agreement here is such that determining when the cause of action accrues is not without difficulty, but we believe the chancellor was correct in holding that the cause of action did not accrue until sometime after January 29, 1971, and therefore, the suit filed on January 28, 1976, was within the five year period.

When did the appellee's cause of action accrue? The letter contract between the parties provided that a surveyor would be selected by agreement and the cost borne equally, and, using that survey as a basis, the appellant Rice would convey to appellee Parcel "B" and appellee "in turn" would convey Parcel "A" to him. Whether the survey of L. C. Keefe (Plaintiff's Exhibit # 2) is the survey contemplated by this provision, or the unfinished survey referred to in the Memorandum Opinion of the chancellor is not entirely clear. Appellant argues that the April (1968) survey is the one contemplated...