44 Conn. 262 | Conn. | 1877
The contract signed by the defendant, by which he promised, on or before May 1st, 1869, to deliver to Boyce or bearer a phaeton of a certain description and value, is clearly of no validity except as supported by a consideration. It states none upon its face, and the plaintiff, when he bought it of Boyce, must be presumed to have known that he was taking a document that was of no binding force in itself. The actual consideration was the note of Dyke & Babcock and its payment when due, the note falling due on the 6th of April, 1869, and the time of the delivery of the phaeton having been fixed some tln-ee weeks later, so that, as Boyce stated to the defendant at the time, if the note was not paid he would not have to deliver the phaeton.
The plaintiff, who holds the defendant’s contract by purchase from Boyce, claims that proof can not be gone into of what this consideration in fact was, because it would be adding to or varying a written contract by parol evidence. But the plaintiff stands no better in suing upon this contract than Boyce himself would have done, unless it be on the ground of an estoppel, which we will consider hereafter. The instrument had nothing negotiable about it. It was a promise, it is true, to Boyce or bearer; but it was not for the payment of money. Such an instrument is open to every inquiry and to every defense, in the hands of an assignee, that it would have been open to in the hands of the assignor. If Boyce were suing upon it he would have to prove a consideration. It would be a part of his case, not the want of it a part of the defence. And in showing that there was a valid consideration he would have to show what it was, and all the facts with regard to it. It would not be for him to object to parol evidence of the consideration ; he himself would be the one who would have to offer the evidence. Such evidence does not in any proper
But the plaintiff at this point conies in with his claim of an estoppel, and says that the defendant, by reason of his declaration to one Bartlett, that the phaeton would be ready for any one who brought the order, is estopped from claiming that he was not to deliver it till the Dyke & Babcock note was paid. It appears that Boyce offered the paper to Bartlett in the defendant’s presence, and that Bartlett then enquired of the latter whether it was genuine, and whether the phaeton would be delivered. The defendant’s answer evidently was intended as a recognition of his signature and of the obligation of the contract upon him. He does not now deny the genuineness of the paper, nor his obligation ’ to perform the contract according to its terms. Perhaps also, if Bartlett had purchased the contract in good faith and upon the strength of the defendant’s declaration, he would have a right to say that the defendant misled him into a belief that the consideration was paid, and the obligation to deliver the phaeton an absolute one. As he did not in fact make the purchase we need not decide this point. But if he could have sustained a claim to an estoppel we do not think that it necessarily follows that the plaintiff can do so. Bigelow, in his
There may of course be cases where a declaration, though in reply to an enquiry from one of a company, may have been intended for all present—a public declaration to be acted upon by any one present who should choose. In such a case any one of the company acting upon it would be an original party to the representation. Of such a character is a representation, whether in writing or made orally, that is. intended for
But the plaintiff claims that even if this be his position, yet he is entitled to the benefit of the estoppel, and we are referred to two or three decisions that seem to favor this view. One of these is the case of Quirk v. Thomas, 6 Mich., 78. In this case land was conveyed to a grantee to defraud creditors, and it was held that the deed, appearing on the public records, was a declaration to the world that the grantee was the true owner, and that though intended only to defraud creditors, any bon& fide purchaser could set up an estoppel against any denial of the grantee’s title.' It is difficult to see how this decision bears upon the question. Such a deed would be a declaration to all the world, and any purchaser accepting it and acting upon it would be a party to it. Indeed the whole system of registering deeds of land would become of no value if a purchaser could not rely upon the records as he finds them. The case of Mitchell v. Reed, 9 Cal., 204, which is also cited by the plaintiff’s counsel, lays down the doctrine claimed by the plaintiff in direct language, but does not commend itself to our judgment. It is there held that when a declaration, not confidential, is made to A, and comes to the knowledge of others, who act upon it, those who so áct upon it can set up an estoppel against the party making the representation. The case was this. A person keeping a saloon
The case of Horn v. Cole, 51 N. Hamp., 287, is another of those relied upon by the plaintiff’s counsel, and is in its general character much like the California case just referred to, and cites that case in support of its position. In this case A, to prevent his goods from being attached, represented that they belonged to B, and a party to whom the representation was made attached them upon a claim which he held against B, and it was held that A was estopped from denying that the goods belonged to B. The case does not involve any consideration of the question of the effect of a communication of A’s statement to a third party, or of its being overheard by a bystander, as the party acting upon the representation was
But we are not able to concur in the results at which the court arrived in the three cases we have been considering. It seems to us to be an unsafe doctrine to adopt, that a person who gets at second hand a declaration not intended for the public and not intended for him, may act upon it as safely as the person to whom the declaration was addressed and for whom alone it was intended. Where the declaration was intended only for the person to whom it was addressed the party making it has assumed no obligation to any other person. A bystander who casually overhears a conversation has no right to appropriate to himself, without further enquiry, what was intended for another. If he desires to act in the matter he can make direct enquiry for himself. It would be dangerous to adopt any other rule. The conversation overheard may have been really a fragment of a negotiation extending through several conversations, and may be materially qualified by what had been said before or might be said afterwards. Indeed in any case the person making the declaration may upon further reflection have modified his statement the next day, or retracted it altogether; and where a person finds that he has inadvertently or inconsiderately committed himself upon some point and wishes to withdraw or correct his statement, he has done his whole duty when he
In Mayenberg v. Haynes, 50 N. York, 675, the Court of Appeals of that state, affirming the decision of the Supreme Court, held that a declaration made to A and by him communicated to and acted upon by B, would not constitute an estoppel in B’s favor, where it was no part of the original intention that it should thus be communicated to him and influence his action. There is no substantial difference between that case and that of a bystander who overhears a declaration not intended for him.
We think there is manifest error in the judgment of the Court of Common Pleas, and it is reversed.
In this opinion the other judges concurred.