delivered the opinion of the Court.
We must decide in this case whether or not the trial judge was correct in his denial of the appellant’s motion for judgment n.o.v. or, in the alternative, for a new trial. The facts are complicated and lengthy, involving, as they do, a computer leasing contract, so for the benefit of those with little perseverance we state at the outset that we affirm the lower court. The facts which the jury had to consider were as follows:
On April 13, 1967, the appellant (I.O.A.), a computer leasing company, entered into a contract with the appellee Merle Thomas Corporation (M.T.C.), a company in
The total monthly rental for the system was $6,448.00, of that sum $3,088.00 was payment for the central processing unit, and $3,360.00 for the eight auxiliary pieces of equipment. Rental payments were to commence on May 15, 1967, “subject to the date of delivery.” I.O.A. had purchased the 1401 central processing unit from a bank in Worcester, Massachusetts for $72,000.00 and undertook to make the delivery on May 15,1967.
There was a delay caused by a trucking strike, and the central processing unit was not delivered to M.T.C. until May 30, 1967. Notwithstanding the fact that the system in question was under an IBM maintenance contract, the physical condition of the central processing unit which was delivered left much to be desired, and was described by various witnesses as “filthy,” “dirty,” “greasy,” “grimy,” “a mess,” and “full of dents.” In spite of their reservations about the condition of the unit and its ability to perform, the individuals responsible at M.T.C. accepted delivery of it because they apparently had no other available source from which to get this particular computer system.
It is not clear from the contract who was responsible
On September 15, 1967, M.T.C. filed suit in the Circuit Court for Montgomery County. After preliminary
Appellant’s primary contention is that as a matter of law, M.T.C. could not, with impunity, cancel the contract without ever having had the computer installed to see whether or not it would work, and that any evidence as to the delivery or condition of the computer was not relevant. Appellant argues that there was an implied condition precedent which required M.T.C. to “plug in” or “hook up” the unit. In appellant’s view of the case, the issue is “whether or not the machine would perform,” and it compares the case at bar to an automobile lease, and hypothesizes a situation wherein the lessee receives a dirty and dented automobile and rescinds the rental contract without ever having tried to start the car. The analogy is appealing in its simplicity, but not quite accurate. Had the lessee of the automobile in the hypothetical situation received a car which was not only dirty and dented, but also without gasoline, wheels, doors, or windows, the analogy would have been more complete. In such a case it could hardly be said that, as a matter of law, he would have to turn the key in the ignition before he could consider the contract to be at an end.
Appellant’s argument not only assumes that M.T.C. was responsible for the installation of the system (which issue was hotly contested throughout the trial and the resolution of which was left for the determination of the jury), but also ignores the fact that there must first have been a delivery “under the terms of the contract,” as noted by Judge Miller in his instructions to the jury.
If there was a failure to deliver all items of equipment which were bargained for in the contract within a reasonable time, the jury might well have concluded that such a failure to deliver within a reasonable time was a material breach of the contract. Where the contract does not make time of the essence, we have frequently stated that a reasonable time under the circumstances of the case should prevail.
Kasten Co. v. Maple Ridge Co.,
In considering this appeal, it must be remembered that I.O.A. is contesting a denial of its motion for judgment n.o.v. or a new trial. Maryland Rules 563a 1 and 563a 3. This Court has consistently followed the rule that in reviewing a defendant’s [appellant’s] motion for directed verdict the evidence and all reasonable inferences to be taken from that evidence are reviewed in the light most
There was testimony from which the jury could have found that the delivery by I.O.A. consisted of delivery of the central processing unit only and that this segment, without the eight auxiliary pieces, was of little or no use to the appellee. The lease agreement itself indicates that the rental price for the central processing unit was only 47% of the total monthly rental for all the equipment; such a discrepancy between the rental for the delivered equipment and the total rental could have been considered as relevant to the question of whether or not there had been a material breach of contract. Cf. Evergreen Amusement Corp. v. Milstead, supra, pg. 622, wherein the Court, found the breach was not material, noting that the work in dispute amounted to only $1000 of a $13,000 contract.
There was also the testimony of I.O.A.’s president to the effect that, not only had I.O.A. been unable to deliver the eight auxiliary pieces, but that by the date of the cancellation of the contract (some six weeks after the originally contemplated delivery date) these pieces had not yet been purchased by I.O.A. so that delivery of them would not have been possible.
Appellant contends that M.T.C. had the responsibility under the contract to have the unit installed, but the contract was silent on this point. While it is true that Stuart Rubenstein, the president of I.O.A., testified that the general practice in the industry was for the lessee (M.T.C.) to have the unit installed, there was evidence that was somewhat inconsistent with that testimony, namely, that I.O.A. was going to pay for the installation. Additionally, there was introduced into evidence a letter dated May 3, 1970, from one Mr. Brooks of IBM to Stuart Ru
The questions of whether or not there was a delivery under the contract within a reasonable time, whether M.T.C. or I.O.A. was required to install the computer system, and whether or not, if there was a failure to deliver or install, that failure was substantial enough to allow M.T.C. to justify cancelling the contract, are peculiarly within the province of the jury. It would appear that the jury, after hearing and evaluating all the evidence, decided that the partial delivery of only one of nine pieces called for in the contract was not sufficient, and that the failure to deliver (and possibly to install) was enough of a breach of contract by I.O.A. to warrant termination by M.T.C. There certainly was sufficient evidence in the record from which the jury could have reasonably reached such conclusions. In our opinion it would have been error for Judge Miller to have disturbed the jury’s verdict on the question of I.O.A.’s liability.
The testimony on damages revealed that the dollar cost difference between the IBM computer which the appellee was forced to retain for a seven months period, as compared with the I.O.A. computer was $21,561.00, which was the amount of the verdict rendered by the jury. The
Judgment affirmed with costs.
Notes
. M.T.C. was replacing a 1401 computer system which they were then leasing from IBM with the 1401 system which they were getting at a reduced cost from I.O.A. It is not clear from the record exactly what was involved in putting the system into operation, but there was testimony that the installation would have to be done by IBM personnel, that it would take at least four hours to get the computer “connected,” and apparently longer than that to “get it to run.” Because of the wiring system in M.T.C.’s office it could only operate one 1401 computer system at a time, so that each time an installation was scheduled, M.T.C. allocated 8 hours for the installation and scheduled no customers on their 1401 system for that period.
. M.T.C.’s attorney testified that on June 27, 1967, he wrote I.O.A.’s president that M.T.C. considered “the contract breached and to come get his equipment.”