Choate v. Hyde

Vendor and Purchaser—Assignment of Contract of Sale—Representation as to Title—Knowledge of Facts—Reformation—Rescission.—An assignment of a contract for the sale of land by a railroad company which had a patent therefor, made in consideration of the transfer of nursery stock by the assignee to the-assignor, cannot be reformed or rescinded by the assignee on the ground that the assignor represented that the title was good, and that the contract did not express the understanding of the parties, if it appears that the contract to take the assignment of the contract of sale was clear and unambiguous, and fully understood by the assignee, and that both parties knew all the facts upon which the representation was based, and believed that the railroad company had a good title to the land.

Id.—Expression of Opinion by Vendor—Equal Means of Information—Absence of Fraud.—A mere expression of opinion by the vendor as to the sufficiency of the title, if the means of information respecting it are equally accessible to both parties, or the same facts are within the knowledge of both parties, and no confidential relation exists between them, does not constitute fraud or deceit on the part of the vendor, and does not justify the purchaser in relying thereon.