Wilson v. Clough

WILSON, J. From a judgment in favor of plaintiff in an action for breach of contract and to recover loss of profits, defendant Martin S. Ryan appeals.

As grounds for reversal appellant contends the evidence is insufficient to support the findings and that the court erred in not upholding the defense of the statute of frauds.

The trial court found that defendants Lorton Clough, Martin S. Ryan and Clifford Detty were copartners doing business under the firm name of Wilson Motors; that on June 28, 1947, defendant Ryan entered into an agreement in writing with plaintiff whereby, among other things, it was agreed “seller [Jack Wilson] to receive three new model Hudson cars one each for three consecutive months beginning when new models delivered”; that it was orally agreed between plaintiff and defendants that the three new model Hudson cars were to be delivered to plaintiff at the wholesale cost thereof to defendants; that by reason of defendant Ryan’s failure to deliver the automobiles to plaintiff as agreed, plaintiff had suffered damage in the loss of profits from the resale [767]in the amount of $1,500; that the copartnership of Wilson, Ryan and Clough was dissolved by the three copartners by an agreement in writing executed on June 28, 1947; that defendant Ryan was the attorney for and had represented plaintiff Jack Wilson over a period of many years up to and including June 28, 1947; that plaintiff relied upon and had confidence in Ryan and did with such reliance and confidence accept the agreement executed by Ryan on June 28, 1947; that at that same time and place plaintiff delivered to Ryan an executed bill of sale of all his right, title and interest in and to the copartnership and partnership assets of Wilson, Ryan and Clough, and as a part of the same transaction and as additional consideration for the execution of the bill of sale to Ryan, plaintiff accepted the agreement of Ryan dated June 28, 1947; that Ryan represented to plaintiff the agreement was a valid agreement and Ryan is estopped to urge the statute of frauds with reference to the contract; that plaintiff sold his one-fourth interest in and to the partnership of Wilson, Clough and Ryan to the latter and all partnership indebtedness, if any, theretofore existing between Wilson and Ryan as partners was fully and finally settled and adjusted and an account was stated between Ryan and plaintiff as of June 28,1947.

Appellant Ryan contends that the finding that he purchased the 25 per cent interest of plaintiff in the Hudson dealership and agreed to deliver three new model Hudson cars to plaintiff as a part of the purchase price is not supported by the evidence. It is appellant’s contention that plaintiff sold his one-fourth interest to Clifford Detty and that Detty agreed to deliver the three new cars at the retail price; that appellant merely acted on behalf of Detty in consummating the transaction.