San Roque Properties, Inc. v. Pierce

California Court of Appeal Jan 6, 1937 No. Civ. 11037Published

Before: Bishop

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Holding. A written contract, including one for the sale of real estate involving a corporation, may be abrogated by an oral agreement, and such abandonment may be effectively authorized by corporate agents without formal board of directors action.

Issues

Whether a written contract for the sale of real estate can be abrogated by an oral agreement.
Whether a corporation can be bound by the abandonment of a contract without formal action by its board of directors.
Whether the evidence supports the finding that the corporation agreed to the abandonment of the contract.

Disposition. affirmed

Quotations verified verbatim against the opinion

“It has been held many times that a written agreement may be abrogated by an oral contract and that in such a case section 1698 (of the Civil Code) has no application.”

“Abandonment may be effectually accomplished by the agents of a corporation.”

“The trial court was warranted in concluding that the defendant and the corporation with which he had contracted had mutually agreed upon an abandonment of their contract.”

[380]

BISHOP, J.,

pro tem.

‘1 It has been held many times that a written agreement may be abrogated by an oral contract and that in such a case section 1698 (of the Civil Code) has no application.”

(Dugan

Phillips,

(1926) 77 Cal. App. 268, 277 [246 Pac. 566], citing cases.) This is true, even where the subject matter of the written contract is the sale and purchase of real estate.

(Tompkins

Davidow,

(1915) 27 Cal. App. 327 [149 Pac. 788] ;

Haberman

Sawall,

(1925) 72 Cal. App. 576 [237 Pac. 776].) The fact that one of the signatories is a corporation does not make the rule inapplicable. Note:

Hooke

Great Western Lumber Co.,

(1921) 54 Cal. App. 681 [202 Pac. 492];

Sauble

Gary South Coast Agency,

(1922) 56 Cal. App. 606 [206 Pac. 141] ;

Producers Fruit Co.

Goddard,

(1925) 75 Cal. App. 737 [243 Pac. 686] ;

Klein Norton Co.

Cohen,

San Roque Properties, Inc. v. Pierce

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BISHOP, J.,

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