22 Mich. 377 | Mich. | 1871
This was a bill praying that a deed from complainant to defendant, and a bond of even date from the latter to the former, providing for a reconveyance on certain terms, .should be declared a mortgage and that complainant should be allowed to redeem. -The bill was sworn to, and required
A glance at the numerous adjudications in controversies of this kind will suffice to show that each ease must be decided in view of the peculiar circumstances which belong to it and mark its character, and that the only safe criterion is the intention of the parties, to be ascertained by considering their situation and the surrounding facts, as well as the written memorials of the transaction. The courts do not presume to change the contracts which the parties have made, but endeavor to give them that effect to which they are entitled by the principles administered in equity. While these principles will not permit a transaction which in substance is a mortgage, to have the effect of a sale, there is no principle or maxim of policy which forbids the making of a conditional sale, or which will allow the court to interpose and convert one into a mortgage. A contrary position would invest the court of chancery, in the language of Chief Justice Marshall, in a considerable degree with the guardianship of adults as well as of infants. — Conway’s Executors v. Alexander, 7 Crunch, 218.
It is unquestionably true, that in cases where upon all the circumstances the mind is uncertain whether a security or a sale was intended, the court, when compelled to decide between them, will be somewhat guided by prudential con
But if upon the whole case it satisfactorily appears that a conditional sale was intended, the transaction must retain the stamp which the parties have themselves given to it.
Since, therefore, the intention of the parties is the vital question, it is essential to attend to their situation, the price fixed in connection with the value of the property, the conduct of the parties before and after, and all the surrounding facts so far as they are adapted to develop and explain the nature and object of the arrangement. Without adverting more particularly to the doctrine which relates to this class of cases, we may proceed to notice the circumstances peculiar to the subject of this suit; and first of all, as likely to present the matter in a clearer light, it seems advisable to bring into view certain preliminary facts which are conceded and are necessary for explanation, and then to recur at once to the differing statements of the parties in their depositions, where they assume to detail the verbal arrangement which the deed and bond were meant, for the most part, to carry out. For it is in this part of these two depositions that we find the only material discrepancies in the evidence; and unless the complainant’s version, where it varies from defendant’s, finds satisfactory corroboration in other features of the' record, it cannot be accepted as suffi
In the fall of the year 1860, the complainant was the owner of several contiguous parcels of land, and among them a parcel of forty-four and a quarter acres, described as being the northwest fractional quarter of the southwest fractional quarter of section six, and forty acres described as the northeast quarter of the southeast quarter of section one, all in township seven north, of range seven west, in Ionia county. At this time the defendant held two mortgages given by complainant, one on the first parcel and the other on a separate parcel, which, we do not find described in the record. These mortgages were carrying interest at the rate of ten per cent, and the principal sum and interest upon both were due and unpaid, and amounted to about five hundred dollars. The precise sum is not set forth. The complainant had about seven acres of winter wheat growing on the premises described. The defendant was not pressing for payment of these mortgages, and expressed himself to complainant as willing to allow the debts to run if the interest should be paid. A short time before the fifth of December, 1860, when the deed and bond were given, complainant applied to defendant for a loan of two hundred dollars, and proposed to secure that sum with the amount due on these mortgages, by a new mortgage on the two parcels of land first mentioned. The defendant refused to make a loan, but offered to buy these premises and pay nine hundred dollars for them. The complainant then proposed to sell for one thousand dollars, but, without rejecting the defendant’s offer, obtained the privilege of considering upon it for two or three days, and
The complainant, however, admitted on his cross-examination that he was to have the use of the property for one year, and also that something was said in that connection to the effect that the amount which would come off of the land in that time would be as much as one hundred and fifty dollars, and he also stated that he understood that the 'deed he was to give would be a mortgage, though he did. not know how the defendant understood it. The version given by the defendant is, that he was to buy the land and. give nine hundred dollars for it; that this sum was to be paid by giving up the two mortgages and paying so much money, in addition as would make a present cash payment of seven hundred aud fifty dollars; that the remaining one hundred
The business being thus concluded, the complainant remained in possession during the year specified in the bond,
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We have seen that defendant insists that it was part of. the arrangement that complainant should have the use of the property for the first year, and that this was considered as equivalent to one hundred and fifty dollars; that complainant admits that the right to use the land for such time was part of the bargain, and that something was said to the effect that the products would be worth one hundred and fifty dollars. On referring to the bill we observe that complainant there states, upon oath, that in each year after the 'first the rents and profits have been three hundred dollars, and we discover nothing in the record to show why they were not worth as much the first as the second year. In view of these statements and admissions, and the other facts in the case, we think that it fairly appears that the right to occupy for the year, which was secured to complainant, was valued at one hundred and fifty dollars, and was worth that sum.
We may therefore consider that when complainant received seven hundred and fifty dollars for his deed, on the terms mentioned, he received and defendant gave a fair purchase price.
'It appears on a careful reading of the record that defendant steadily declined to make a loan, and that complainant dropped the idea of getting one when he accepted the first proposition, and no proof is discovered that he afterwards intimated in words that the negotiations involved one. The old demands were canceled, and defendant received no covenant or undertaking by which he could compel complainant to pay any thing. ’ The bond drawn by complainant, when separately considered, imports an agreement to sell, and does not imply the existence of any debt owing by complainant to defendant, and we discover no evidence that the parties when their bargain was finished supposed their relation to be that of debtor and creditor. The conduct of complainant was for several years accordant with the notion that a conditional sale had been made, and was radically inconsistent with the idea that he. was a mere mortgagor. The surrender of the property upon