Waldstein v. Dooskin
| Decision Date | 25 February 1915 |
| Citation | 107 N.E. 927,220 Mass. 232 |
| Parties | WALDSTEIN v. DOOSKIN et al. |
| Court | United States State Supreme Judicial Court of Massachusetts Supreme Court |
The contract was evidenced by a written order in part as follows:
Please enter our order for the following goods.
--which was followed by a confirmatory letter by plaintiff to defendants.
Jacob Wasserman, Mark M. Horblit, and Horblit & Wasserman, all of Boston, for petitioner.
Elisha Greenhood and Maurice B. Holsberg, both of Boston, for defendants.
This is an action for damages for the alleged breach of a contract by the defendants because of their refusal to accept and pay for the hundred bales (one hundred thousand pounds) of cotton waste or screen.
The plaintiff and the defendants had a conversation by telephone relating to the sale by the plaintiff to the defendants of the cotton waste, on May 24, 1911, and there was evidence to show that as a result of this conversation and as confirmatory of the oral agreement between the parties, a written order was sent by the defendants to the plaintiff and a letter was sent by the plaintiff to the defendants. The order and letter, each being dated May 24, 1911, include a purchase and sale of one hundred bales of waste or screen in addition to the two hundred bales which are the subject of the present action.
The case seems to have been tried by both parties upon the assumption that whatever oral contract had been made between them was merged in the letter and order above referred to. The bill of exceptions states that 'the issue tried was with reference to these 200 bales under the third item of said order.' The judge in his charge to the jury refers to the order and letter as confirming the contract entered into originally by telephone, with the apparent acquiescence of both parties. Under the circumstances, we treat the order and letter as constituting a valid contract, it having been so considered by the parties and the presiding judge. No question as to the statute of frauds arises, and it is not in issue under the pleadings. The principal, if not the only question raised by the bill of exceptions which has not been expressly waived by the defendants relates to the proper construction of the words 'if desired,' in the written order of May 24, sent by the defendants to the plaintiff and accepted by the plaintiff in his letter of the same date.
The plaintiff contended, and the trial judge ruled in substance, that these words related solely to the time of shipment, and that the order was not to be construed as an option. The court refused to rule that the contract was ambiguous and declined to submit the question to the jury as to whether the words 'if desired' related to the time of shipment or gave the defendants the option of accepting or declining to take the two hundred bales as they might elect.
The defendants contended that the words used constituted an option to purchase, or at least that the contract was ambiguous, and...
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