Johnson v. BatesJohnson v. Bates
Cоmplainants seek the specific performance of an agreement to convey real estate owned by the defendants Alcis E. Bates and Helen Bates (husband аnd wife). Said owners executed an option agreement with one William Veatch
The terms of the option agreement provide that the option must be exercised “on or before thе expiration” of a certain lease made between defendants and the Standard Oil Company of New Jersey. That lease was dated January 11th, 1935, and was to run for one yеar, with the privilege on the part of the lessee to renew for four additional terms of one year each. In such case, if the lessee were to avail itself of thе renewals provided for by the express terms of the lease, the lease could not be said to have ceased to exist at the end of the first year; on the contrаry, the life of the lease would, in those circumstances, continue and extend for additional periods of one year each, at the election of the lesseе, until the privilege of renewal were exhausted or forfeited. The lease was renewed for four consecutive terms and accordingly had not “expired” when complainant herein sought to exercise the option to purchase. The defendants’ first point is therefore not sustained.
As to tender, Vice-Chancellor Foster said, in Meyer v. Reed,91 N.J. Eq. 237 (at p. 238): “If this [tender of purchase price] were a necessary prerequisite for a decree, it is sufficiently answered by the fact that defendant‘s own conduct, in refusing to answer complainant‘s request to meet him for the purpose of receiving the balance of the purchase-money and delivering his deed, prevented tender being made, and excused complainant from attempting to make tender; and, furthermore, tender is made by the pleadings, which
On January 2d 1936, William Veatch Moore died at Marlton, New Jersey, intestate. Apparently the only asset of his estate was the optiоn agreement herein; his widow, Esther K. Moore, and two children, Thomas K. Moore and Dorothy Jeanne Moore (the latter a minor), survived him. Mrs. Moore regarded her deceasеd husband‘s estate as insufficient in amount to require an application for letters of administration; accordingly, on March 5th, 1937, she assigned to complainant herein the option agreement which her husband held at the time of his death; the son, Thomas K. Moore, on the same day (March 5th, 1937) executed to complainant a release of any сlaim in and to said option; and Mrs. Moore, the widow, executed to complainant a bond to indemnify him against any possible claim of interest which the minor daughter might endeavor to assert upon coming of age. After complainant‘s title to the option was questioned at one of the hearings in this cause, the widow applied for letters of administration on the estate of the said William Veatch Moore, and on June 23d 1938, she was appointed administratrix; by assignment dated August 23d 1938, the administratrix transferred the option to complainant. The bill of complaint herein was supplemented to show the appointment of the
The last point, and the one most vigorously urged by defendants, is that they are unable tо perform by reason of the existence of the mortgage and judgment liens on the land. The mortgage was made in 1920, in the amount of $3,500, covering a tract of about eighty-four acres, whereas the land in question covered by the option agreement comprises only four acres of that tract. The mortgage debt has been reduced to $2,640.03. Two judgments rendered against the defendants have, during the progress of this suit, been purchased by complainant. Since complainant tenders himself ready and willing to accept а conveyance subject to those liens (paragraph 3 of the supplement to the bill of complaint) I do not understand how the defendants can, in good faith, longer urge the existence of the liens as obstacles to performance.
In Coltinuk v. Hockstein, 95 N.J. Eq. 513 (affirmed,97 N.J. Eq. 371) at the bottom of page 515, Vice-Chancellor Church says: “I cannot see how this defendant cаn plead inability [to convey] when complainants are willing to take title subject to encumbrances, the amount of which can be easily ascertained and deducted frоm the agreed upon purchase price.”
In Hughes v. Hadley, 96 N.J. Eq. 467, Vice-Chancellor Lewis refused specific performance with an abatement, to the complainant vendee, but for very obvious reasons. There, a trustee under a will contracted to sell two tracts of land for $115,000, of which amount $10,000 was to be paid in cash, and the balance ($105,000) in purchаse-money mortgages of $50,000 and $55,000, respectively, on tracts One and Two.
Vice-Chancellor Leaming, in Stein v. Francis, 91 N.J. Eq. 205 (at p. 206), said: “There is no doubt of the general power of this court to enforce specific performance of contracts to convey lаnd and to decree that the purchase-money be applied to pay outstanding liens which are by the contract to be satisfied to clear the title, or, if necеssary, require compensation to be made for any part of the land to which the vendor may be unable to make title, or to require indemnity from the vendor against outstanding liens or rights which cannot be satisfied.”
A decree will be advised in accordance herewith.