Rudiger v. Coleman

• Decision Date: 11 October 1910
• Parties: RUDIGER et al. v. COLEMAN et al.
• Court: New York Court of Appeals Court of Appeals

199 N.Y. 342

92 N.E. 665

RUDIGER et al.

v.COLEMAN et al.

Court of Appeals of New York.

Oct. 11, 1910.

Appeal from Supreme Court, Appellate Division, Second Department.

Action by Eugene A. Rudiger and another against James S. Coleman and others. From a judgment of the Appellate Division (129 App. Div. 916,114 N. Y. Supp. 689), unanimously affirming a judgment for defendants, plaintiffs appeal. Judgment of the Appellate Division reversed, and judgment of the Special Term modified.

See, also, 113 App. Div. 896,99 N. Y. Supp. 1146; 131 App. Div. 914,115 N. Y. Supp. 1143.

This action was brought upon the alleged breach of a contract entered into between the plaintiffs and the defendants on the 16th day of June, 1899. The main recitals and covenants of the contract are, in substance, that the plaintiffs were the owners of the ‘Field farm’ in the town of Cortlandt, Westchester county, in this state, upon which there was a large and valuable deposit of granite; that adjoining this farm there was a piece of land of about 15 acres, being part of the Horton farm, containing a similar deposit of granite, for the purchase of which the plaintiffs held a contract; that the defendants, a firm of contractors, held a contract to build the so-called ‘New Croton Dam’ for the completion of which they desired to acquire the right to quarry and use large quantities of said granite; that the defendants proposed to purchase, and the plaintiffs to sell, the Field farm, thus owned by the latter, for the agreed price of $6,000, one half of which was to be paid upon the delivery of the deed and the other half by the assumption of a mortgage which was then a lien upon the Field farm; that the defendants were to take over the plaintiffs' interest in the Horton farm, and assume the payments stipulated for in the land contract under which it was held; that, in addition to the cash consideration to be paid by the defendants, they agreed to the formation of a corporation for the purpose of quarrying and selling granite from said farms, the capital stock of the corporation to be issued in the ratio of 40 per cent. to the plaintiffs and 60 per cent. to the defendants; that the defendants should be limited to taking for their own use only so much granite as should be required to complete their Croton dam contract; that the plaintiffs should have the exclusive right to conduct upon the premises a supply store and boarding house; that any rents derived from any portion of the premises should be divided in the ratio of 40 per cent. to the plaintiffs and 60 per cent. to the defendants, until the formation of the proposed corporation, when all such rents should belong to the latter; and that all expense of developing the property for the purpose of quarrying granite should be borne by the defendants. Various other details were provided for in the agreement, but the foregoing outline is sufficient for present purposes.

The substance of the complaint is that the plaintiffs have carried out their part of the contract, and that the defendants have failed upon their part; that they have refused to form the corporation agreed upon; that they have quarried great quantities of granite, largely in excess of what was necessary to complete their contract for the construction of the Croton dam, and are continuing to quarry for their own use and profit large quantities of granite without accounting for the same; that they have denied to the plaintiffs the exclusive right to conduct upon the premises a supply store and boarding house; that they have rented portions of the premises and collected the rents without accounting for the same; and that they have cut and appropriated to their own use timber for the proceeds of which they have not...