Spaulding v. Howard

• Court: Oklahoma Supreme Court
• Writing for the Court: MATHEWS, C.
• Citation: Spaulding v. Howard, 51 Okla. 502, 152 P. 106, 1915 OK 728 (Okla. 1915)
• Decision Date: 05 October 1915
• Docket Number: Case Number: 5119
• Parties: SPAULDING et al. v. HOWARD et al.

1915 OK 728

152 P. 106

51 Okla. 502

SPAULDING et al. v. HOWARD et al.

Case Number: 5119

Supreme Court of Oklahoma

Decided: October 5, 1915

Syllabus

¶0 1. EVIDENCE--Parol--Written Contract. Both the statute and the common law prohibit the introduction of evidence of prior or contemporaneous oral negotiations or statements to contradict or vary the terms of a written agreement.

2. SALES--Liability for Price--Acceptance. If a person orders a certain article, and a different article is delivered and accepted without objection being made in a reasonable time after learning that fact, the party is bound to pay therefor the purchase price agreed upon for the former article.

3. SALES--Breach of Warranty--Remedies of Buyer. When a person purchases an article under a certain warranty, and the article fails to comply with the warranty, the purchaser has two remedies: (1) He can return the article within a reasonable time after learning of the breach of warranty and sue for a cancellation of the contract. (2) He can retain the article and recover the difference between the actual value of the article at the time of the purchase and what its value would have been if it had been as represented.

4. SAME--Burden of Proof. A party who claims that an article purchased did not conform to the warranty assumes the burden of proving the alleged breach of warranty and the amount of the damages.

Sigler & Howard, for plaintiffs in error.

R. F. Turner, for defendants in error.

MATHEWS, C.

¶1 The parties hereto will be designated as in the trial court. This was an action upon two promissory notes given in payment for a certain buggy sold by plaintiffs to defendants. The defendants set up the defense of a failure of warranty and fraud on the part of the plaintiffs. The cause was tried to a jury, who found for the defendants, and this appeal followed. On the 20th day of May, 1907, defendants purchased a buggy from plaintiffs, and in payment therefor executed two notes in the aggregate amount of $ 107, and due on the 1st day of November, 1907, and the 1st day of November, 1908, respectively. The notes signed by the defendants contained the following stipulations:

"This note is to be void only upon the condition that said Spaulding Manufacturing Company refuse to deliver said vehicle as above specified. * * * No salesman has authority to make any agreement not upon the face of this note when made."

¶2 About two years after the giving of the notes and delivery of the buggy, the defendants moved from Texas into Oklahoma, but left the buggy at their former residence in Texas, where it was found about a year thereafter by the plaintiffs, who took possession thereof and sold the same for $ 40. The evidence does not disclose the manner of sale. On the 15th day of June, 1907, the plaintiffs wrote the defendant C. N. Howard the following letter:

"GRINNELL, IOWA, 6/15, 1907.

"C. N. Howard, Bowie, Texas--Dear Sir: Our salesman, Mr. Benton, reports to us that on the 5/20/1907, he sold and delivered to you a one seat top buggy, No. 812, of our make, all complete, and that you gave for the same the following: [Copy of notes omitted here.] Please examine the above carefully and report to us immediately if this is a correct record in every way of the deal you had with our salesman. Has our salesman delivered to you everything he agreed to deliver? Has he paid in full any bill he may have contracted with you? We write this in order to promptly correct mistakes if any have been made; it being our aim to do our business in a straightforward manner, and our customers will confer a favor by answering above by return mail. Awaiting your early reply, we remain, Yours very respectfully,

"SPAULDING MFG. CO."

¶3 No reply was made to this letter by defendants. At the trial the defendants were permitted, over the objection of plaintiffs, to detail statements which they testified were made by the agent of plaintiffs in making the sale to them of the buggy in controversy, wherein the agent made certain warranties and representations relative to the buggy and the material out of which the same was constructed. All of the statements detailed were made prior to the execution of the note, which expressly stated that the note was to be void only upon the condition that the plaintiffs refused to deliver the vehicle purchased, and also contained the further clause that:

"No salesman has authority to make any agreement not upon the face of the note when made."

¶4 It is manifest that the action of the court in permitting the introduction of such testimony was prejudicial error. Both the statute and the common law prohibit the introduction of evidence of prior or contemporaneous oral negotiations or statements to contradict or vary the terms of a written agreement. The defendants executed a contract stipulating that the notes should be...