105 Misc. 130 | N.Y. Sup. Ct. | 1918
The plaintiff, a manufacturer of packing cases, has sued the defendant for the price of cases furnished to the defendant during the first half of 1917. The defendant admits receiving the cases claimed for but counterclaims for damages it is alleged to have suffered by reason of the failure of the plaintiff to continue to furnish it with eases as needed during the remainder of the year. For several years
On January 3, 1917, the plaintiff sent the following communication to the defendant:
Gentlemen.—We beg to offer for your kind approval, the 1917 prices of cases, same quality and service as we have furnished you for the past three years.
‘ ‘ Regulars ............................... 42 c.
“ Fresh waters........................... 34% c.
“ We trust the above prices will be satisfactory and we may be favored with a continuance of past pleasant business relations.
“ Respectfully,
“ Geo. H. Reeves, Inc.
“Accepted by Fulton Market Refrigerating Co.
“ S. M. Beeten,
“ Treasurer.
“Accepted by Geo. H. Reeves, Inc.
“ H. S. Babbage.”
The business of previous years had been based on proposals similar in all respects to this. Prior to the dispatching of the January 3,1917, proposal, plaintiff’s manager had inquired as to the estimated needs of defendant for 1917 and was told that its requirements would exceed somewhat those of 1916 which had been about 20,000 cases. Plaintiff continued sup
The plaintiff contends that the proposal of January third with its acceptance constitutes merely an accepted offer and not a binding contract; that the offer became binding only in so far as it was supplemented by specific orders actually executed and beyond that there was no mutuality. It is claimed that the defendant was not bound thereby to purchase any definite quantity of cases and that therefore it cannot be held liable to furnish any definite quantity. Standing alone the proposal of January third is hardly sufficient to establish a contract binding on the plaintiff throughout the whole of 1917, but considered in the light of the parties’ previous relations and the various surrounding circumstances as established by competent extrinsic evidence adduced upon the trial the controversy falls in line with those cases where there was an accepted offer to furnish such goods as shall be needed by the established business of the
An accepted offer to sell goods at specified prices during a limited time in such amounts or quantities as the acceptor may want or desire in his business or without any statement of the amount or quantity is held to be without consideration and void, because the acceptor is not bound to want, desire or take any of the articles contemplated. American Cotton Oil Co. v. Kirk, 68 Fed. Repr. 791; Crane v. Crane & Co., 105 id. 869.
Under such contracts accepted orders constitute sales at prices named, each order or sale constituting a separate contract. The case at bar seems to fall within the first mentioned rule, however, because there was a general understanding as to the quantity wanted or to be furnished and the business of previous years was based on the established fact that plaintiff had furnished all the cases that defendant’s established business had required, and defendant had purchased
Pursuant to the stipulation of the parties, therefore, a verdict or judgment is directed in favor of the plaintiff for $251.53, the difference between defendant’s counterclaim and the amount conceded to be due the plaintiff at the time of the breach.
Judgment accordingly.