Rutledge v. McAfee

• Decision Date: 05 February 1890
• Citation: 18 A. 1103,72 Md. 28
• Parties: RUTLEDGE ET AL. v. MCAFEE ET AL.
• Court: Maryland Court of Appeals

18 A. 1103

72 Md. 28

RUTLEDGE ET AL. v. MCAFEE ET AL.

Court of Appeals of Maryland

February 5, 1890

Appeal from superior court of Baltimore city.

Argued before ALVEY, C.J., and ROBINSON, STONE, MCSHERRY, and IRVING, JJ.

B Howard Haman and Edgar H. Gans, for appellants.

John Henry Keene, Jr., and J. Edward Stirling, for appellees.

IRVING J.

The appellants, being farmers and dealers in canned goods, bought of the appellees certain fertilizers in January, 1888. In payment for the fertilizers, the appellants agreed to furnish certain canned sugar corn of the pack of 1888, at 95 cents per dozen. The contract was in writing, and contained this language "95 c. price of corn guarantied, i. e., should any of said pack of 1888 be sold for less, said McAfee Bros. to have the advantage of such abatement, and at same rate." The brand contracted to be delivered was "No. 2 standard sugar corn." In October, 1888, the appellees, who were commission merchants, bought some corn from the appellants, for the price of which this suit is brought, and the appellees pleaded set-off as their third plea, in which they set out the agreement and guaranty in the first contract, of January, 1888, and aver that, in consequence of the plaintiffs (appellants) having sold some of their corn at 75 cents per dozen, they are entitled to abatement from the price of the corn delivered under the first contract, at 95 cents per dozen, to 75 cents per dozen, which reduces the plaintiffs' claim to $10.35, which is tendered in full settlement of accounts. To the pleas of never indebted and never promised, as alleged, the plaintiffs joined issue; and as to the plea of set-off the appellants replied specially, admitting the sale to the appellees of 220 cases of corn, at 75 cents per dozen, as alleged in defendants' plea, but aver "that said sale was made at said price as a concession to the defendants, and in consideration of the fact that the defendants purchased of the plaintiffs the lot of Bald Eagle corn mentioned in the contract of October 10, 1888; and the plaintiffs further say that they have not sold, since the contract made with the defendants, bearing date January 31, 1888, any of the 'C. A. R. & Brother' brand, of corn of the pack of 1888, for a price less than ninety-five cents per dozen, except only the special lot of two hundred and twenty cases; and the plaintiffs further say that it is not true, as stated in said third plea of the defendants, that the plaintiffs have ever agreed to take a price less than ninety-five cents per dozen for any corn of the said 'C. A. R. & Brother' brand, excepting only as to the lot of two hundred and twenty cases above mentioned." The appellees joined issue on the replication to the first and second pleas, and demurred to the replication to third plea, or plea of set-off. The demurrer involves a construction of the guaranty set up in the plea, with the defendants' view of its proper construction, and replied to by appellants, so as to indicate their view of its interpretation.

We think there can be no doubt that the guaranty was exacted and given for protection to the appellees. Whatever that protection was, gives a key to the construction of the contract. It cannot be supposed that the appellees were securing a guaranty that the vendor would never sell them at a lower price than was charged in the contract of January 1888. People always buy at as low a figure as they can, for, as consumers or as dealers, they make or save by it. Looking at the situation...