Pelmar USA, L.L.C. v. Mach. Exchange Corp.
2012 Ohio 3787
Ohio Ct. App.2012Background
- Pelmar Engineering, Ltd. (Israel) and Pelmar USA, LLC engaged in buying/selling rubber-processing equipment; MEC stored lines on Pelmar's request.
- Two mixer lines (K-7 and F-270) were shipped; the K-7 line was quickly sold, but the F-270 motor was missing upon preparation for sale.
- In summer 2005, Pelmar sold 11 presses to MEC for $110,000; MEC paid portions and later made a payment to IES to release the presses.
- Fry, acting for SME, coordinated storage and payments; Pelmar allegedly owed fees for moving/storage paid by MEC to IES.
- Trial court found for MEC on all Pelmar claims; Pelmar appealed raising multiple assignments of error.
- Appellate court affirmed, holding no manifest weight error on the missing F-270 motor and affirming authority issues regarding payments.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Was the F-270 motor delivered to MEC? | Pelmar contends the motor was transferred and in MEC's possession. | MEC and MEC witnesses testified no motor was delivered to MEC. | No reversible error; evidence supports motor not delivered to MEC. |
| Did Fry have apparent authority to bind Pelmar on MEC's storage-fee payment to IES? | Fry acted with apparent authority given Pelmar–SME relationship. | Pelmar argues Fry lacked authority; evidence shows authority to act for Pelmar. | Pelmar held Fry out as having authority; MEC's payment to IES was properly credited. |
| Did Pelmar ratify Fry's actions regarding MEC’s payment to IES? | If not apparent authority, ratification occurs by Pelmar's conduct. | Given authority findings, ratification moot; no need to decide. | Moot; due to holding that Fry had apparent authority. |
Key Cases Cited
- Master Consolidated Corp. v. BancOhio Natl. Bank, 61 Ohio St.3d 570 ((1991)) (apparent authority test for agency)
- Gen. Cartage & Storage Co. v. Cox, 74 Ohio St. 284 ((1906)) (principal estoppel where agent acts with authority)
- David v. Lose, 7 Ohio St.2d 97 ((1966)) (prima facie bailment/conversion elements)
- State v. Thompkins, 78 Ohio St.3d 380 ((1997)) (manifest weight standard guidance)
- Karches v. Cincinnati, 38 Ohio St.3d 12 ((1988)) (presumption in favor of trial findings)