Weinstein v. Sheer
| Decision Date | 20 April 1923 |
| Docket Number | No. 6.,6. |
| Citation | 120 A. 679 |
| Parties | WEINSTEIN v. SHEER. |
| Court | New Jersey Supreme Court |
Appeal from Circuit Court, Monmouth County.
Action by Isaac Weinstein against Max Sheer. Judgment for the plaintiff, and defendant appeals. Affirmed.
O. La Roy Dickerson and W. H. Jayne, Jr., both of Lakewood, for appellant.
Stokes & McDermott, of Freehold, for respondent.
The parties to this action contracted as follows:
The quantity of iron involved approximated 110 tons, and the plaintiff after paying for the same in full, and relying upon the letter of the contract, permitted the iron to remain in defendant's yard for about 14 months, during which period the market price of the commodity had declined. The plaintiff in effect testified that at the time of purchase he informed defendant that the time allowed him for the removal of the iron would materially affect the price he would pay for it; and the defendant informed plaintiff that upon receipt of $1,000 he might consider the iron "as good as in his (plaintiff's) yard." Thereafter and as the jury doubtless concluded, the defendant without any reasonable notice to the plaintiff limiting his time for the removal of the iron, sold it to another, and the plaintiff brought suit to recover the $1,000 paid by him as the consideration for the execution of the contract, less an admitted indebtedness upon another account.
The defendant's contention at the trial, and the substantial ground of appeal, is that notwithstanding the plain language of the contract, the plaintiff was obliged to remove the iron within a reasonable time, and that having failed so to do, the defendant exercised a legal right in selling it to another.
The rule is undubitable that, where parties by written contract have freely chosen their own unambiguous verbal formula, to define their rights and duties, they are bound by the plain terms of their contract; and the court cannot in the absence of fraud or like recognized equitable ground, reconstruct the contract, for the purpose of making its terms accord with a post contractual conception more suitable to the situation of the parties. Chancellor Kent sums up the doctrine in the statement that we are obliged to give to the language used:
"Its just sense and to search for the precise meaning; and one requisite is to give due effect to the contract without adopting either the rule of a rigid or of an indulgent construction." 2 Kent's Com. 556.
The moral rule as laid down by Dr. Paley is also the accepted rule of law and equity, as well as the law of nations:
"To give to the contract the sense in which the person making the promise believed the other party to have accepted it." Id. 557.
The language employed by the parties in this instance is conspicuously plain, and leaves no room for Interpretation, viz.: "The stock can be removed at any time to suit the buyer," or transposed in the reverse order. "The vendor will keep the stock until the vendee is ready to remove it," Such a situation, the voluntary creation of the parties, manifestly may possess its inconvenience so far as the vendor is concerned; but to this it may be answered that the indefinite retention of the stock in the vendor's yard was one of the elements which induced the purchase, and ipso facto became part of the consideration for the purchase. And it may be also observed that it was within the vendor's power to modify or change the contractual situation in that respect before executing the instrument. His contention now is that the language thus employed is equivalent to a limitation that the vendee must remove the stock within a reasonable time.
The delimitation of time by judicial construction for the performance of an act within a reasonable time arises in those cases where no time is specified for the performance of an act; or where, by reason of the peculiarity of the transaction, the parties ex necessitate have been held to have so contracted. 6 R. C. L. 946, and cases.
Where the contract expressly provides for its execution within a...
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...bailee, liable only to the bailor for bad faith or gross negligence. 8 Am.Jur.2d, Bailment, s 14 at 918 (1963); Weinstein v. Sheer, 98 N.J.L. 511, 514, 120 A. 679 (E. & A. 1922); Dudley v. Camden and Phila. Ferry Co., 42 N.J.L. 25, 27 (Sup.Ct. 1880). And see, Zuppa v. Hertz Corp., 111 N.J. ......
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