Talmadge v. ArrowHead Reservoir Co.

Belcher, C. It is alleged in the complaint in this case that in April, 1892, the plaintiff and defendant entered into a written agreement, which is set out in full, and the material parts of which are as follows: "Whereas, the Arrowhead Reservoir Company, a corporation organized and existing under the laws of the state of Kentucky, and doing business in the county of San Bernardino, state of California, is desirous of purchasing from F. L. Talmadge” the east half of a certain sixteenth section of land in San Bernardino county; and “whereas, said parties cannot agree among themselves as to the exact amount to be paid and received for said premises: Now, therefore, we, the undersigned, .... do hereby submit said controversy to the arbitrament of” five men, two chosen by each of the parties named, and one to be chosen by the said four, “ and we do mutually covenant, promise, and agree, to and with each other, that the award to be made by said arbitrators, or a majority of them, shall in all things by us, and each of us, be well and faithfully kept and observed, and that said arbitrators shall fix the amount or value of said premises, .... which said amount said Arrowhead Reservoir Company promises and agrees to pay to said F. L. Talmadge within thirty days after said arbitrators have delivered to said company their decision therein; and the said Frank L. Talmadge promises and agrees, upon receiving the amount so fixed by said arbitrators of said property, [369]that he will then and there give to said Arrowhead Reservoir Company a duly executed grant deed, conveying to said company the legal title to the property hereinbefore described. And that the value fixed upon said property by said arbitrators shall be final between the parties hereto, and that neither party hereto shall appeal to or resort to any court from the decision of said arbitrators. And that said award be made in writing under the hands of said arbitrators, or a majority of them, and ready to be delivered to said parties in difference, or such of them as shall desire the same, on or before the first day of June, 1892.....And it is hereby stipulated and agreed that this submission to arbitration shall be entered as an order of the superior court in and for the county of San Bernardino, state of California.” The agreement is signed: “ The Arrowhead Reservoir Co., by Adolph Wood, Vice-President and General Manager. F. L. Talmadge.”

It is further alleged that the four so-called arbitrators, chosen by the parties, chose a fifth, and that on May 12, 1892, all of said five men met to consider the matter submitted to them, and both plaintiff and defendant appeared before them, and produced and submitted evidence as to the value of the premises, and were fully heard; that thereafter, on May 13, 1892, a majority of them fixed the value of the said premises at eighteen thousand dollars, and made their decision in writing, a copy of which is set out; that the decision was, on the day of its date, delivered to the plaintiff and defendant, and thereafter, on June 8, 1892, the plaintiff offered and tendered to the defendant a duly executed grant deed, conveying to defendant the legal title to said property, upon payment to him of the sum of eighteen thousand dollars, and again, a week later, made the same offer ■and tender, and demanded of defendant the said sum, but defendant then refused, and still refuses, to receive the said deed, or any deed, of the said premises, or to pay to plaintiff the said sum; and that plaintiff is still ready and willing to deliver said deed, and to transfer