Roseberry v. Hart-Parr Co.

• Decision Date: 13 February 1920
• Docket Number: No. 21598.,21598.
• Citation: 145 Minn. 142,176 N.W. 175
• Parties: ROSEBERRY et al. v. HART-PARR CO.
• Court: Minnesota Supreme Court

145 Minn. 142

176 N.W. 175

ROSEBERRY et al.

v.HART-PARR CO.

No. 21598.

Supreme Court of Minnesota.

Feb. 13, 1920.

Appeal from District Court, Marshall County; Andrew Grindeland, Judge.

Action by W. A. Roseberry and E. A. Bjork, copartners doing business under the name and style of Roseberry & Bjork, against the Hart-Parr Company. Verdict for plaintiffs, motion for new trial denied, and defendant appeals. Order affirmed.

Syllabus by the Court

Evidence as to the factory price of a tractor was properly received and was sufficient to warrant the jury in finding that such price was substantially less than defendant's agents had represented it to be.

When a principal retains the benefits of a contract obtained for him by his agent, he cannot repudiate the acts of the agent which induced the other party to the contract to enter into it on the ground that such acts were unauthorized. By accepting the contract he takes it with whatever taint attached to its origin, and by retaining the fruits of the unauthorized acts he assumes the same responsibility therefor as though they had been done with his authority.

The parol evidence rule is not violated by the admission of evidence to show that a party to a written contract was induced to enter into it through fraudulent representations. The purpose of such evidence is not to add to or vary the terms of the contract, but to show that it was procured by fraud and impeach its validity as a whole.

The trial court did not abuse its discretion in denying defendant's application for a continuance, made while the trial was in progress, upon the ground that a material witness had failed to attend the trial as he had promised; it appearing that he had not been served with a subpoena, although he was within the state. H. A. Libby, of Grand Forks, N. D., and W. E. Rowe, of Crookston, for appellant.

A. N. Eckstrom, of Warren, for respondents.

LEES, C.

In September, 1917, plaintiffs signed an order for the purchase from defendant of an oil tractor. They claim that it was represented to them that the factory or wholesale price of the tractor was $2,915. This was the price specified in the order, and it was to be paid by the execution of three notes of $800 each and by the delivery of a Universal tractor, valued at $515, which plaintiffs owned. In obtaining the order, defendant was represented by its agents, Mjoen and Schweich. The order was accepted, the notes executed, and the Universal tractor delivered and the tractor ordered was shipped to plaintiffs who paid the freight charges, amounting to $124. In April, 1918, one of the notes being overdue and unpaid, it was agreed that plaintiffs should return the tractor and that defendant should sell it and credit them on their notes with the amount received. This agreement was carried out; the tractor being resold for $1,750. In January, 1919, plaintiffs learned of facts which led them to believe that the factory price of the tractor when they ordered it was $1,750 instead of $2,915, and in February they brought this action, demanding judgment for the unpaid balance of their notes together with $515 for their old tractor and $124 freight paid on the new one, or, in lieu thereof, judgment for the return and cancellation of the notes and for $639 and interest.

The complaint alleged that to induce plaintiffs to sign the order, defendant's agents falsely represented that the factory price of the tractor was $2,915; that the representation was made with intent to deceive plaintiffs; that they believed it to be true and were thereby induced to make the purchase; and that in fact such price was only $1,750.

There was a trial by jury, and plaintiffs had a verdict for the full amount of their claim. A motion for a new trial was denied, and defendant appeals.

[1] 1. Its first contention is that the evidence of the factory price of the tractor which plaintiff offered should have been excluded, and that in any event it was insufficient to justify the jury in finding that such price was not $2,915. Plaintiffs called as a witness one Lundgren, a dealer in farm machinery in 1917 at Warren, the county seat of the county where the transactions occurred, who testified that in the fall of that year he bought and sold at Warren tractors manufactured by defendant, and that defendant's factory or wholesale price at that time for tractors like the one plaintiffs ordered was $1,750. One Mills a general agent for defendant, testified on cross-examination that the factory price was $2,915, but was subject to a dealer's discount of 20 per cent., with an additional discount of 6 per cent. for cash. The testimony of these two witnesses was properly received and was sufficient to warrant the jury in finding that the factory price was substantially less than defendant's agent represented it to be.

[2] 2. Plaintiffs were allowed, over defendant's objection, to testify that they were induced to sign the order because Mjoen told them he would...