Al's Lunch v. City of Revere
| Decision Date | 29 June 1949 |
| Citation | 87 N.E.2d 5,324 Mass. 472 |
| Parties | AL'S LUNCH, INC. v. CITY OF REVERE. |
| Court | United States State Supreme Judicial Court of Massachusetts Supreme Court |
May 4, 1949.
Present: QUA, C.
J., DOLAN SPALDING, & WILLIAMS, JJ.
Contract, What constitutes, For sale of real estate.
Neither a vote by the city council of Revere, passed on recommendation of and approved by its mayor, to whom had been submitted an offer to purchase certain land owned by the city at a stated price that "the city solicitor or assistant city solicitor be empowered to sell" the land to the offeror at the price named, nor a written notification to the offeror from the city clerk "that the bid submitted by" him had
"been ordered granted by the . . . council and approved by . . . the mayor" and that he was requested to "call at the office of the city solicitor . . . and make arrangements for procuring your deed and title," constituted an acceptance of the offer: it was contemplated that the deed would be the only contract which the city was to execute with the offeror.
BILL IN EQUITY filed in the Superior Court on February 18, 1948, and afterwards amended.
The suit was heard by Good, J.
M. R. Taymore, City Solicitor, (R.
F. Martino with him,) for the defendant.
P. A. Goldstein for the plaintiff.
The plaintiff brings this bill to compel specific performance of an alleged contract for the sale of certain real estate in Revere. From a final decree ordering specific performance the defendant appeals.
The evidence is reported and the judge made a report of the material facts. Concerning the facts there is virtually no dispute. We summarize them as follows: The defendant owned lots 3, 4, 5 and 6 on Revere Street in the city of Revere. At some time during the summer of 1947 the plaintiff made to the defendant through its mayor an offer in writing to purchase these lots for the sum of $900. On December 23, 1947, the mayor submitted to the city council a recommendation that "the city solicitor or assistant city solicitor be empowered to sell lots 3-4-5-6 Revere Street to Al's Lunch, Inc. [the plaintiff], Alfred Grasso, Pres. . . . who has made an offer of $900." At a regular meeting of the city council held on December 30, 1947, the following action was taken with respect to the mayor's recommendation: "Ordered: That the city solicitor or assistant city solicitor be empowered to sell lots 3-4-5-6 Revere Street . . . [to the plaintiff] for a sum not more or less than nine hundred ($900) dollars." This order was approved by the mayor on January 2, 1948. On January 5, 1948, the city clerk of the defendant wrote to the plaintiff as follows: "You are hereby notified that the bid submitted by you for the purchase of a parcel of land in the city of Revere has been ordered granted [sic] by the municipal council and approved by . . . the mayor, therefore will you please call at the office of the city solicitor . . . and make arrangements for procuring your deed and title to this property." [1] This was a "regular form letter" and it was the "practice in the clerk's office to send out [such letters] to prospective purchasers where the council had passed some order." Thereafter the plaintiff's president, Grasso, called at the city solicitor's office for the purpose of paying the purchase price and receiving title, but the city solicitor told him that he doubted whether he, as city solicitor, could convey a good title to the land. Grasso then called on the mayor, who suggested that he submit another bid in writing and that he would put it before the council. [2] The plaintiff did not submit another bid.
On March 1, 1948, the city council voted to rescind their order of December 30, 1947, and this action was approved by the mayor on March 9. On March 10 an attested copy of the vote of rescission was sent by the city clerk to the plaintiff.
The defendant's position is that it never entered into a contract with the plaintiff. It argues that the city council's order of December 30, 1947, was only a preliminary step in the negotiations and merely empowered the city solicitor to contract on behalf of the defendant, and did not in itself constitute an acceptance of the plaintiff's offer. We are of opinion that these contentions must be sustained and that the decree of the court below ordering specific performance was erroneous. The case comes within the authority of Dunham v. Boston, 12 Allen, 375. In that case the plaintiff sought specific performance of an alleged contract to convey a parcel of real estate. By an ordinance of the city of Boston it was provided that the board of land commissioners should have the disposal of the public lands belonging to the city subject to the approval of the mayor. In 1858 the city...
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