Agajanian v. Cuccio

FOX, J.

Plaintiffs sued for specific performance, or, in the alternative, for damages. Defendants filed a cross-complaint for ejectment and to quiet title. The court denied specific performance and refused to award damages to plaintiffs. It rendered judgment in favor of the cross-complainants and quieted their title. Plaintiffs appeal.

On October 4, 1951, Peter Cuccio and Anthony Pernechele leased certain real property to plaintiff George E. Agajanian, the pertinent provisions of the lease reading as follows:

“The Lessor’s agrees to lease five acres of land located at Earl & Spencer-Redondo, Southwest Corner Lot 41 for the term of One Year and option of Nine more years, this Lease can be terminated from Year to Year upon mutual agreement by both parties, Lessor’s and Lessee at $120.00 Dollars Per year payable in advance, also this Lease is subject to the Lease which certain Oil co. holds, and that the Landlord is not responsible for any liability.

“The Lessor’s agree to give the Lessee two Years option to purchase property located at Earl & Spencer for the sum of $10,000 Dollars

Cash Deal only.

(Ten Thousand Dollars)

“This land is leased for the purpose of agricultural and Cattle raising only.”

The

habendum

clause states that the term of the lease is for one year: from the 4th of October, 1951, to the 4th of October, 1952.

[830]

Mr. Cuccio and his wife, Minnie, owned a one-half interest in this property as joint tenants; Mr. Perneehele and his wife, Jennie, owned the other one-half interest, also as joint tenants. Neither wife, however, signed the lease to Mr. Agajanian.

In September, 1953, Mr. Agajanian decided to exercise the option to purchase the property. He served a written notice on Mr. Cuccio and Mr. Perneehele to that effect. It called upon them to furnish a grant deed conveying said property, free and clear of all liens and encumbrances, “except any cloud that may be created thereon by a certain oil and gas lease now outstanding against said premises, vested in you, Peter Cuccio and Anthony J. Perneehele, ...” As a means of effectuating the purchase, plaintiff opened an escrow at a local bank. The buyers’ instructions provided: “It is agreed between buyer and seller that the existing oil lease on subject property is to be assigned to the buyer herein.” Mr. Cuccio and Mr. Perneehele and their respective wives signed the sellers’ portion of the escrow instruction which recited that they approved and accepted the terms and conditions contained in the buyers’ instructions. At the same time, however, defendants executed additional instructions, the typewritten portion of which reads in part as follows: “All instructions in this escrow are acceptable, with the following amendment. The Seller’s hereby amend these escrow instructions as follows: Seller agrees to sell all property with the reservations of oil and mineral rights and the oil lease presently in existence to be retained by the sellers ...” Plaintiffs refused to approve these additional instructions. It developed at the trial