85 Ala. 256 | Ala. | 1887
The proposal of defendant to sell com-, plainant the land in controversy, was in writing, and is plain and certain in its terms. It may be regarded as a continuing offer to sell, not being revoked, until the expiration of the time allowed complainant in which to accept and comply with the conditions of sale. If accepted by him, in accordance with the provisions of the proposal, it became a completed contract of sale, mutually obligatory; specific performance of which would be decreed, if it possesses all the essential elements and incidents, as a matter of course.-— Linn v. McLean, 80 Ala. 360. But the right to specific execution is not absolute, and a decree therefor does not necessarily follow, though the contract may be plain and certain in its terms, and may be obligatory on both parties. Its enforcement rests on the sound discretion of the court, a judicial discretion, to be exercised according to the established principles of equity. An agreement may be valid at law, and there may not be sufficient grounds for its cancellation in equity; and yet, upon a fair and just consideration of the attendant and collateral circumstances, and sometimes of subsequent events, the court will abstain from its enforcement. An essential element is, that the contract must be fair, just and reasonable in all its provisions, and its specific performance must be exempt from hardship or injustice to either of the parties. The court will refuse to enforce the
In the view we take of this case, we do not deem it necessary to consider and decide, whether complainant accepted the proposal, and tendered the purchase-money within the time limited, or whether defendant refused to accept it and make the deed; as to which matters there is much conflict in the evidence. ¥e prefer to rest our decision on the application of the foregoing principles to the case made by the evidence, as to which there is no serious disputation. The complainant lived in the vicinity of the land, which is situate in Jefferson county, and the defendant resided in Franklin county, about one hundred miles distant. In this respect, the complainant had great advantage of situation, and of opportunity of knowing the circumstances which materially affected the value of the land. The first information which complainant received of the amount of the defendant’s interest, , and the price at which he was willing to sell, was through a letter written by the latter in November, 1886, requesting complainant to sell his interest, and offering to pay for his services all he could get over five hundred dollars. This communication and authority to sell implied confidence. Without replying to the letter, or attempting to ascertain whether the land could be sold, and at what price, the complainant, the morning after the reception of the letter the evening previous, went to see the defendant in person at his home in ,Franklin county, and procured from him the agreement to sell complainant his interest in the land for five hundred dollars, to be paid by December 15, 1886; and if not
Reversed and remanded.