Smith v. Lawrence

• Citation: 15 Mich. 499
• Court: Supreme Court of Michigan
• Decision Date: 25 May 1867
• Parties: James M. Smith v. Horatio I. Lawrence and others

15 Mich. 499

James M. Smith v. Horatio I. Lawrence and others

Supreme Court of Michigan

May 25, 1867

Heard May 21, 1867.

Appeal in chancery from Muskegon circuit.

This was a bill to enforce the specific performance of a written contract for the sale of land.

A cross-bill was also filed by defendant for the purpose of having the contract canceled and delivered up.

A decree was rendered in the court below dismissing the bill and ordering the contract to be canceled.

The facts are stated in the opinion.

Decree affirmed, with costs.

S. T Douglass and S.D. Miller, for complainant:

This court has uniformly assumed discretionary power in enforcing the specific performance of contracts, and, while declaring that the exercise of the jurisdiction could not be demanded as a matter of course, or ex debito justitice, no uniform rules, no unbending principles, no technical abstractions, have been laid down as governing the reasonable discretion of this court: Har. Ch., 124; 5 Mich. 123; 7 Id. 405; 8 Id. 463; 11 Id. 9; 12 Id. 193; 14 Id. 105; 15 Id.,--; 2 Story Eq. Jur., §§ 724, 742, 750, 769, 771, 776.

The burden, therefore, rests upon the party seeking relief to present such superior equities that the court can not remain passive, but must interfere for the protection of justice and fair dealing: 13 Ves. 324; 1 Johns. Ch., 370; 6 Id. 222.

From the evidence, it appears that complainant has acquiesced in the assertion of defendants' title to the land, and that he has abandoned and rescinded the contract.

He is also estopped by inaction, loss of time, and the intervention of the rights of third parties, from asserting any equitable rights under the contract.

C. I. Walker and Geo. Gray, for defendants:

1. Time is not made the essence of the contract between these parties, and, in such case, mere delay or neglect on the part of the vendee to make the required payments, is no ground for denying specific performance, unless that delay or neglect has been very great, and without reasonable excuse: 3 Lead. Cas. in Eq., pp. 7, 5, 8, 83, 84, 86, 87; 8 Mich. 46, 49, 472; 11 Id. 9; 14 Peters 175.

And in this case there has been no great increase in the value of the property, that would make it inequitable for the complainant to enforce specific performance: 2 Lead. Cas. in Eq., 80; 6 Wheat. 528; 11 Paige 354.

Nor is there any evidence that the complainant at any time intended to abandon the contract, and any presumption of abandonment that would have arisen from the length of time is repelled by all the circumstances of the case, including the possession of Smith, through S. Lawrence, as late as 1861, and until H. I. Lawrence forbid further cutting or removal of timber: 3 Lead. Cas. in Eq., 87.

2. But when, as in this case, there had been an acquiescence on the part of the vendor in the delay or neglect of the vendee to make the payments, the vendor is not at liberty to declare the contract forfeited, without clear notice to the vendee, and without giving him a reasonable time within which he may perform and make payment: 3 Lead. Cas. in Eq., pp. 66, 86, 87; 4 Mich. 573; 11 Id. 19; 4 Johns. Ch., 560; 8 Paige 426, and note; 1 Hoff. 137; 5 Rich. Eq., 570; 6 Id. 324; 2 Ohio St., 332; 2 Clark's Ia., 126; 26 Ill. 611; 2 Beav. 183; 6 Id. 126.

At the very time when the defendant H. I. Lawrence made this contract of sale to his co-defendants, he was entirely at liberty to have enforced the specific performance of the contract in question with Smith, or to have sued him on his covenants for his purchase money; and these rights to specific performance are mutual: 3 Jones' Eq., 84.

OPINION

Cooley, J.

The specific performance of contracts must always rest in the sound discretion of the court, to be decreed or not as shall seem just and equitable under the peculiar circumstances of each case. It is frequently ordered in favor of a party who has been for a considerable period in default, if he has never abandoned the contract, and the other party has suffered nothing from the delay for which he can not be compensated in the decree. If, however, succeeding the default, there has been a considerable change in the value of the property, this may be reason sufficient for denying the specific relief, inasmuch as the contract would thereby become an unequal one, and to enforce it would be to encourage delays by enabling the party to take advantage of changes in his favor, though he might have delayed performance intentionally, and not meaning to perform unless favorable changes should occur.

The contract in question in this case was made October 1, 1856. It is apparent from the evidence that it was entered into by Smith as a matter of speculation, and in the hope of making money by the sale of the pine timber. Before the first annual payment fell due, the depression in business circles was so great as to render that which before seemed likely to result in profit, a losing bargain. That payment was not made; and it is highly probable that there was no time from thence until the sale to Lawrence and Backus, nearly six years later, when Smith would not gladly have been relieved of his contract if practicable without actual loss.

Horatio I. Lawrence, however, did not press for payment, and the correspondence between the parties shows clearly that he was willing to receive payment and to recognize the contract as valid up to the 25th of February, 1862. At that time he writes Smith that the contract had long been forfeited as far as the latter was concerned, and that he, Horatio I. Lawrence, was only hesitating as to what he would do on his part.

To know what was meant by this last clause...