Spratt v. Carroll

• Citation: 399 S.W.2d 291
• Parties: W. L. SPRATT, Appellant, v. Lora L. CARROLL et al., Appellee.
• Decision Date: 11 February 1966
• Court: United States State Supreme Court (Kentucky)

Page 291

399 S.W.2d 291

W. L. SPRATT, Appellant, v. Lora L. CARROLL et al., Appellee.

Court of Appeals of Kentucky.

Feb. 11, 1966.

Clyde Williams, Jr., Campbellsville, for appellant.

George O. Bertram, Faulkner & Bertram, Campbellsville, for appellee.

MOREMEN, Chief Justice.

This is an appeal from a judgment of the Taylor Circuit Court which reformed the terms of a bill of sale on the ground that an important portion of the agreement had been omitted by mutual mistake of the parties.

Appellee, Lora Carroll, was the operator of the Little Pine Restaurant in Campbellsville. Appellant purchased from her all equipment, fixtures and furniture used in the business. The bill of sale contained the following warranty of title:

'And the said grantors hereby covenant to and with the said grantee that the said grantors are the lawful owners of the above described goods and chattels; that the same are free from all encumbrances whatsoever; that the grantors have good right to sell the same as aforesaid; and that grantors will warrant and defend the same against all lawful claims and demands whatsoever.'

In fact, appellee was not the owner of some of the equipment. She had possession under a conditional sales contract with Food Service Equipment & Supply Company of Louisville. The sum of $1800 was owed on the purchase price.

Issue was joined by appropriate pleading as to whether appellant Spratt had assumed this indebtedness and by mutual mistake of the parties the agreement had been omitted from the terms of the sales contract. Each party obtained a deposition by interrogatories and each deposition is remarkable for its brevity. Mrs. Newton, a sister of appellee Lora Carroll, testified:

'I did overhear a conversation between Mrs. Lora L. Carroll and Mr. W. L. Spratt also Kenneth Spratt. Mr. Nattian Newcomb was present part of the time in this group discussing the sale of the Little Pine Restaurant. One morning shortly before noon in July, I was upstairs at Mrs. Abe Newton's in the kitchen by an open window ironing. Mr. son, William Thomas Newton II, 16 years old at the time, was with me talking. We heard voices below us and recognized Mr. W. L. Spratt's and Kenneth's among the group discussing the sale of Little Pine Restaurant to them. The verbal agreements I heard mostly were that they would pay $5000 for the restaurant and there was a note on the ice machine that was to be transferred into their name soon as my sister, Mrs. Carroll, could get it transferred. They were quite anxious to go into operation on Aug. 1, 1960, rather than delay the opening date to get the note changed over into Spratt's name. It seemed that Mrs. Carroll had to find out where to go to get this matter taken care of concerning the ice machine. There were other parts I heard both parties speak that had not too much bearing on the part under discussion.'

Robert Spratt, a son of appellant who was present at the time of the transaction, testified:

'A. Yes, I do. W. L. Spratt and Robert K. Spratt wrote a check on July 29, 1960, for the sum of Five Thousand Dollars ($5000.00)...