*1 Dist., No. 49264. Second Div. Three. Sept. [Civ. 1977.]
SHEA-KAISER-LOCKHEED-HEALY,
Plaintiff, Cross-defendant and Respondent,
DEPARTMENT OF WATER AND POWER OF THE CITY OF ANGELES, Defendant, LOS Cross-complainant Appellant.
Counsel Farrell, Pines, Assistant C. Chief Edward City Burt City Attorney, Defendant, Hanson, for and J. David Attorney, City Deputy Attorney, and Appellant. Cross-complainant for N. Cohen and William David P. Yaffe &
Monteleone McCrory, Plaintiff, Cross-defendant and Respondent.
Opinion
COBEY, of Water J . Defendant and Department cross-complainant, from a and Power of Los (DWP), appeals judgment Angeles it and favor of joint against plaintiff Shea-Kaiser-Lockheed-Healy, The made and trial court. (SKLH), venture entered following $225,152 is in the and contains unchal amount judgment principal The awards of interest and costs. lenged judgment prejudgment DWP shall on its also takе cross-complaint.1 provides nothing $211,152 demanded award is made damage up of the contract between delivered excess of requirements $14,000 inch of three-fourth for the amount disproportionate *5 delivered. demanded and two affirm these we to for reasons hereafter stated Since propose awards, award we will not the alternate consider damage damage $128,700.2
Background and one-half This a three arises from fact that litigation during year sold value of contract between the the market a increased to such under the contract SKLH DWP degree exceeded substantially price. 1DWP in its final time brief on for thе first in the rehearing challenges provision 549, Mayers, (See This too v. 126 Cal. 551 P. comes late.
judgment. challenge Phelps [58 In the trial 1048].) court counsel for DWP twice conceded that evidence did not Furthermore, in favor of its DWP now seeks to change preponderate cross-complaint. less in the factual basis for its from a claim that it received than cross-complaint that for which it a claim inferior material. The factual basis for its instead of paid Bay Co., 157 be on Miller v. Cities Water cannot cross-complaint changed appeal. 256, 115].) Cal. 285-286 P. [107 of bad in its award rests faith on upon findings part 2This damage last six use months contract for during excеssive stockpiling of the contract. expiration following mentioned,
As the case is before us on In our already rehearing. vacated herein we held that the had to be opinion previously judgment reversed because the awards violated damage competitive bidding We now believe that since such requirements. requirements apply only to the which the a procedure by goods purchased by public McKinnon, 83, 34, set Miller v. (see 20 Cal.2d 87-88 P.2d entity [124 140 A.L.R. 570]) have no as such to the determination of application to be assessed a for breach of a damages against public entity purchase contract, are irrelevant awаrds they propriety damage before us. contract; These awards were made for breach of were not they made do not contract. pursuant They represent recovery price by SKLH from DWP but instead a of court-ordered from recovery damages DWP. are not they Accordingly precluded by competitive bidding (Cf. Los requirements. Byson Angeles, Cal.App.2d 472-473 P.2d Susanville, Lee C. 765]; Hess Co. v. [308 City of 594, 598 Constr., Bilardi 586]; Inc. v. Cal.App.2d Cal.Rptr. [1 Spencer, 771, 778-779 Cal.Rptr.
Facts On or about invited bids for September formally for concrete and other uses for its furnishing delivering aggregate Castiac in accordance with its 709. SKLH was power project specification the lowest bidder for this sales contract. On or about responsible 19, 1968, December SKLH and DWP entered into a written contract *6 under which SKLH to furnish and deliver to DWP an agreed during 1972, 1, three and one-half on approximately year period, ending July for the The contract aforementioned between the aggregate purposes. included detailed and addenda. These parties specifications specified (1) that: for the of to bids determine the lowest purpose comparing bidder, it would be assumed that of five kinds of specified quantities 495,000 tons would be DWP under the aggregate totalling contract; purchased by DWP (2) would under the contract purchase specified quanti- 386,000 ties of the same five kinds tons. totalling Additionally DWP to an of “additional granted option purchasing quantities of maximum aggregate up Department’s requirements and the contractual operation storage during period.” Finally, 1,700 contract set the maximum rates of at tons and delivery per day 6,800 week. 13, 1970, letter dated October SKLH DWP “a
By from requested schedule of estimated aggregate requirements completion.” 1970, letter 9, dated November with an of estimate replied by tons tons but (or overall), noted that contract 709 did specify “the ultimate of to be quantity aggregate purchased by Department.” SKLH a breakdоwn of the sizes of following May requested as deliveries were not the bid aggregate required following proportions in this The next month SKLH informed DWP would not that it respect. deliver ton After further aggregate beyond figure. exchange between SKLH notified DWP letter correspondence parties that, dated its had under advised July attorneys California Uniform Commercial (1), Code section subdivision thereto, a comment the contract between the an contained maximum tons which SKLH did not intend quantity to exceed. At the time of this letter SKLH’s deliveries had not reached 604,000 tons. DWP SKLH contract and rejected interpretation then stated that it would continue delivery protest aggregate with an reservation of all About this time SKLH explicit again rights. called to DWP’s attention that sand and three-fourth inch were aggregate demanded and delivered in being excess those proportions greatly bid.
About the 1972 DWP directed SKLH deliver beginning January at the maximum rates essentially contractual delivery to a new area on the east side of Castiac SKLH Creek. largely stockpile that it would do so under the replied aforementioned conditions of only reservation and that it cease on protest two rights might delivery later, weeks A notice. few SKLH asked DWP for estimates of the days various sizes of that DWP would require complete estimates, contract. DWP such furnished but that the repeated did not ultimate “the to be specify purchased by the end Toward SKLH advised Department.”3 January that it would “to deliver continue material as required by Depart- *7 1972,” 1, ment until but that these deliveries would be made under July end reservation the of the contract on protest rights. By period 1, 1972, 795,957 SKLH had delivered to tons of July to DWP’s demands therefor.' pursuant
3These estimates were revised 1972. upward May
Discussion $211,152 A 1. The ward Damage whether the
The issue between the is sales contract principal parties tons as between them contains an maximum trial so found and on this basis asserted SKLH. The court further the contract found that breached by demanding obtaining the in the tons in excess of this maximum tо SKLH damage $211,152. reached these conclusions The trial court amount the the median set out in the contract between to parties theory applying Commercial Code section 3 to California Uniform official comment 2306, subdivision (l).4 the
It seems clear that the California Uniform applicable provisions DWP, (3) Commercial Code the sales contract before us. govern a code in the sales transaction is the although public entity, subject see (29), (30); under review. subd. subds. (See (l)(a), (28), §§ 546, 553 455 F.2d also Northern Helex v. United States (1972) Company whether Ct.Cl. The decisive are questions, though, the to the contract between section subdivision (1), parties appliеs and, does, the median whether the trial was correct if it court using comment 3 in the subdivision.5 theory applying comment “If an or is included in the 4This reads: estimate output requirements no to it be tendered or agreement, quantity unreasonably disproportionate may demanded. minimum or maximum set the shows a clear limit on the Any agreement fashion, intended around In similar estimate is to be as a center elasticity. agreed regarded which intend variation to occur.” estimate,” We note that the comment refers to “the the subdivision uses while agreed instead the term “stated estimate.” We have found no for this difference in explanation terminology. the median between a in the Under difference stated estimate theory purchases sales contract and the minimum amount is likewise buyer obligated purchase, contract, stated in the In 'is treated as the limit of in a contract. elasticity requirements words, other the maximum is obtained difference quantity implied by adding Here, stated estimate. under trial court’s the minimum application theory, tons, 495,000 tons, the stated estimate is and the obligated purchase difference between these two (bidding) This means limit tons. that the figures elasticity of this contract so construed is deviation from the median. roughly percent All code references hereafter arе to the California Uniform Commercial Code unless otherwise indicated. were in than pre-code 5Estimates are treated subdivision they differently Comment, and Sell in Requirements The Extent days. Obligations Buy 99, 111.) (1968) Contracts 3 U.S.F.L.Rev. case, know, comment this subdivision and this of which we both using only prior *8 The subdivision in “A which the reads: term measures pertinent part . .. the the means such actual . . . quantity by requirements buyer faith, as occur that no requirements may good except quantity stated estimate . . . . . . be unreasonably disproportionate any may demanded.” Under (42), section subdivision means that “‘[t]erm’ of an which relates to a matter.” portion agreement particular The at issue is found in аddendum 1 to portion No. agreement the conditions of an the detailed and in unmod- special specifications, ified of those conditions. The is entitled and portion portion “Quantity” first contains statement that the bids to purpose comparing “[f]or bidder, the determine lowest will be assumed that the following will be the contrac- respective quantities purchased during tual There follows for the kinds period.” specific quantities five 495,000 tons, covered the contract. These total by although however, is total not stated. Then expressly agrees Department, “[t]he the contractual the purchase aggregate period during following the Five for various kinds of respective quantities":” specific quantities 386,000 tons, are then listed. These total but the total of again this minimum stated. obligated purchase expressly condition then on to conclude as “In follows: quantity goes thereto, consideration of the and in addition agreed purchase shall have the from time to time Department option purchasing, the contractual additional during period, quantities aggregate up maximum for Department’s requirements operation storage the contractual Said be shall exercised during period. option by issuance and to the Contractor of orders for thereof delivery any portion or his authorized Purchasing Agent duly representatives.”
It seems clear that subdivision to this condition applies quantity the contract between the It is that their portion parties. agreement which measures the called for “the agreement, namely, maximum Department’s requirements operation storage during the contractual to the extent same be ordered period” may under its option.
The trial court found that DWP the contract between breached furnish tons “by plaintiff demanding Routine, (1968) Inc. v. Savannah Steel S.E.2d Company Ga.App. 659. 660-661].
688 the to amount said being unreasonably disproportionate aggregate, This the contraсt.” contained in finding stated estimate of requirements estimate of the in a that is based finding bidding upon preceding part the subdivision. within the tons is a “stated estimate” meaning It be DWP must conceded this use of the estimate. bidding challenges for which the estimate that this use is different from the stated purpose nevertheless, is, an estimate stated was in the contract. But it placed bond was one which the bidders’ the contract and computed. upon Furthermore, the of award of it the for the notice basis statement for DWP’s maximum the contract issued that requirements are estimated at and the contractual storage during period operation $940,500. the contract This is obtained by multiplying monetary figure $1.90 (without ton for a ton of 10 cents discount payment within 30 tons. estimate days) by bidding DWP, estimate, this Obviously promulgated by prepared bidding reliable indicator of should have been a substantially fact, the contract. In it expected purchase air, DWP’s a from but one was not developed by plucked figure concrete from estimates the amount they thought representatives This for the DWP would need to the structures build project. required DWP.6 a matter within the was peculiarly knowledge This us to the whether it was fof the brings question improper trial court to use median of official comment 3 in determining theory an maximum even an commеnt official Admittedly, quantity. statute, but as as the comment is a reasonable part long of the with its be statute consistent followed. application may purpose, Weistart, Contracts: Variations Quantity Requirements Output 607-608; Moreno, U.C.C., 1973 Duke L.J. cf. Arellano Under In our view comment Cal.Rptr. meets standard. so low. for to be The reasons its being appear 6This estimate proved quite bidding slab, certain as the therefrom of certain structures such tailbay have been omission of sheer walls as in the walls and the provision in structural such design tailbay
changes house, of concrete decisions DWP to use substantial for the and later quantities power the walls of thе house and such as the backfill around power for other purposes For reason DWP decided to the contract buried of the some penstocks. put portions its was bids before completed out for purchase long design project mixes) were choice as concrete and the of the structures designs even the (including actually completed known were constructed. SKLH have they generally appears was situation. that this *10 in this case resulted in less than It is true that its elasticity application of the contract otherwise the circumstances underlying making might indicate, stems in substantial from DWP’s decision to but this result part minimum at 80 of its purchase percent obligated quantity roughly place estimate.7 This was done to its undoubtedly encourage bidding bidding and thus DWP has been hoist own for the contract its by petard. 2306,
DWP contends that we should not this effect to section give subdivision (1), because such effect was avoided the contract of the by contention, All that it advances in of this is the parties. support though, mentioned stated of estimate. previously expressly purpose bidding We 2306, do not believe that the of (1), section subdivision application a contract and, event, be avoided so in may indirectly any very 1102, subdivision relied on DWP (§ (3)) subd. further that by provides reasonableness, others, obligation not be disclaimed among “may agreement.”8 section unreasonably disproportionate exception 2306, subdivision (1), but a of the clearly specific application obligation 2311, of reasonableness the code. (See subd. § running e.g., throughout (D.)
DWP also advances the that neither intended this argument party result —the maximum tons. This implied possibly so,9 could be but even the of the code have gap-filler provisions words, substantive effects. In other the contract before us was made to this subdivision of the code and its faith subject requirements good and reasonable were added elasticity thereby obligations Sloane, under their contract. 336 parties Flagg Cal.App. Minor, P.2d 874]; Bell v. P.2d This Cal,App.2d [26 result also with the accords of the aforementioned section policy reasonableness, subdivision that the (3), faith and obligations good others, not be disclaimed among may by agreement parties. tons is 7Eighty percent 495.000 tons. We do not know the minimum why used was tons.
figure 8The subdivision further that “the determine provides may by agreement standards which the of such be if measured such performance obligations standards are not unreasonable.” No such standards in the manifestly appear before us. at the time the contract was bid neither 9Apparently party anticipated very substantial increase in the market value of the life of the contract. aggregate during area
DWP’s final contention is that SKLH waived this breach to deliver on demand after the maximum by continuing noted, however, tons had reached. been As such previously was made under with an reserva delivery expressly explicit protest tion It did therefore reserved any rights rights. prejudice SKLH, sue for this including right breach. damages (§ 1207.)10 *11 breach, DWP’s for this we of the issue of disposed liability
Having $211,152 itself. Here now turn award damage propriety asserts that demand for a first its unreasonably dispropor- its for tionate to estimate constitutes an excuse only nonperfor- bidding mance SKLH be a for a in and сannot basis award favor by damage SKLH. cites novel no this We are authority proposition. unaware of and we it.11 any reject remains whether the record this question supports damage connection,
award. In this the trial court found that fair market “[t]he value of said excess tons of at and the time of its aggregate place $2.90 ton, to defendant $1.80 was but was delivery per plaintiff paid only ton for said excess defendant.” This difference between per tonnage by the fair market value as found the trial court and discounted by $211,152.70. $1.80 contract a ton amounts to price (See fn. 12.), case,12 In its intended decision in this trial court that it at $2.90 said arrivеd its fair market value finding ton but also bid by only considering price aggregate sales and and others for time other and circum- prices by adjusted 10Section 1207 reads: “A who with reservation or party explicit rights performs promises or in a performance assents manner demanded or offered performance by the other does not words as party thereby prejudice rights reserved. Such Svithout ‘under like prejudice,’ or the are protest’ sufficient.” (§ 2703) comment 4 11Official to the section on seller remedies in reads: “It general should be noted also that this Act its remedies to be administered requires liberally or which it declares is provides obligatiоn enforceable action unless any right by 1-106).” (§ different is effect Section 1-106 prescribed specifically appears as California Code section 1106. 12This document herein as submitted be examined on matter” designated “ruling may (See us to the trial v. by Co., clarify Union Co. Hollister Estate findings Sugar court. 273]; 3 Cal.2d 750-751 P.2d Frustuck Fairfax, [47 Cal.Rptr. stances. DWP has but of this challenged the,accuracy finding,13 difference between market seems us to value be a measure of the SKLH detriment suffered reason of this breach proper Code, DWP of the contract. Civ. 3353.) §§ $14,000 2. The Award concerned,
So far as $14,000 award rests liability damage upon the same basis as the essentially award' lеgal larger damage just discussed. In the contract the stated estimate for three-fourths (bidding) inch tons. The total amount of such delivered under SKLH to DWP was tons. This protest by exceeded the 20 limit tons. Stated delivery percent elasticity otherwise, DWP’s demand for three-fourths inch was unrea- to its estimate this amount. As sonably disproportionate bidding decision, *12 14,000 in the trial $ court’s intended explained damage award is based the additional costs incurred in upon plant operational this excess inch three-fourths producing proportion aggregate.
Disposition The is affirmed. judgment
Ford, J.,P. concurred.
ALLPORT, J. —I dissent.1
Defendant of Water and Power of the Los Department City a a Los Angeles, department Angeles, muniсipal entered into a written (DWP), addendum) contract (and corporation with 709) com- (contract a venture Shea-Kaiser-Lockheed-Healy, joint Inc., of four Shea Kaiser Industries corporations posed Company, —J.F. Lockheed and Construction Corporation, Company Shipbuilding 19, 1968, S.A. which December (SKLH) Healy Company —on and SKLH to sell described certain agreed purchase agreed inch, inch, inch, three-fourths one and one-half three (sand, to a 13DWP calls attention restriction the sale of involved to upon the aggregate public To effect to would entities this restriction in generally. give computing permit damages Cоde, 3517.) of its own do DWP to take Civ. We will not this. advantage wrong. § 1This opinion consists of substantial dissenting original opinion portion J. and court filed 1977. prepared by Coring, May Power the Castiac material) uses for “for concrete and other
natural with the ordered beginning during period Project Department 1972” (contractual date of award period) ending July $1.90 discount for at a ton with a “0.10 ton payment per within 30 days.”2 DWP and SKLH of 1971 a arose between summer dispute
During DWP could order under which over Shank, SKLH, he had wrote DWP that 709. Mr. stating representing insofar as and he was the contract talked to a lawyer repudiating stated tons be ordered. Shank that in excess of might quantitiеs delivered if extra in excess of tons would be quantities 1971. delivered tons were SKLH by August compensation paid. contract and that it was a breach of such repudiation replied for new bids. new DWP did advertise call for bids on a contract. would DWP could held conferences and before several accept any continue bids, it a letter to DWP which new SKLH wrote agreed without tons “under in excess of deliveries protest” SKLH’s claim if DWP consider in faith waiver of would good rights, letter that costs. DWP because of extra extra replied compensation data was for extra when would consider claims supporting compensation submitted. *13 1971 it
DWP fell behind in work and its schedule December that it would not be able to became project by apparent complete 1972. It decided to the amount of which July stockpile aggregate in would to after 1972. SKLH require complete project July put DWP evidence an memo from the files of which interdepartmental if DWP that the reason for this decision was because did explained the contractual to order contract aggregate during period prior 1, 1972, 1, 1972, under a new and after July purchased July aggregate it would to in contract be probably required pay price substantially $1.90 ton “current estimated for concrete excеss because the prices per $4.50. are Under existing aggregate aggregate $2.60 ton. The $1.90 ton for a per gross savings Department per stockpile permits Department existing aggregate on the site.” project aggregate discount, ton I DWP of the 0.10 per 2Since to have taken appears always advantage $1.80 at
will hereafter treat the a contract to ton. per contract as supply aggregate Thereafter, 1972 DWP under con- in ordered commencing January the maximum tract 709 and stockpiled daily quantity primarily under contract 709 which totaled allowed aggregate approximately 190,000 DWP tons. Of this ordered a аllegedly disproportionate- of three-fourths inch which trial court ly high percentage aggregate 30,647 found to be tons of three-fourths inch more than aggregate authorized the contract.
SKLH DWP for breach of filed an action against seeking damages contract. The first cause of action that under the contract SKLH alleged 604,000 was deliver tons of DWP whereas required only aggregate, demanded and received tons of which caused aggregate damage $267,911. to SKLH in the a second sum In cause of action SKLH that DWP ordered a of sand and alleged disproportionate quantity inch which caused additional the sum three-quarter аggregate damage $149,292. On the first and second causes of action the court found that DWP demanded that SKLH deliver tons of whereas the aggregate, contract, as court, SKLH to deliver interpreted by only required 604,000 tons of with the result that SKLH “produced delivered under over tons of material protest [DWP] above that the contract.” The court found said required tons of ton, $2.90 had a fair market value sum which per ton, $1.80 to SKLH in sum of paid only damages causing $211,152. The court further found that “an unreason- demanded of % inch nominal size ably disproportionate quantity demanded,” relation to the other sizes which caused to SKLH in damage 14,000. $ the additional sum of was rendered in of SKLH favor Judgment $225,152 in the total sum of with interest at from prejudgment percent 2, 1973. February *14 error, several claims of I one claim of
Although presents regard error of as DWP contends that a chartered dispositive appeal. city delivered, not liable in contract or contract for materials quasi because such a can under bid contracts city purchase only competitive and therefore it can be liable for delivered written only goods “Time and Price” bid contract at a to exceed competitive contract price.
694
Discussion a chartered which is of Los DWP is a Angeles, City department of California. of the State the effect of a law The charter has (City city. 771 267 Bd. (1968) F. v. Workmen’s Cal.App.2d [73 etc. S. Comp. App. of 215 P. 199 Cal. McGuire (1926) Kubach Co. v. C. J. 429]; [248 Cal.Rptr. v. (Bruce enactment of a the full force and effect It has 676].) legislative v. P.2d Tilden 419]; 6 633 Board (1935) Civil Service Cal.App.2d [45 law and is 381]), 407 P.2d supreme 14 “the (1936) Blood [58 Cal.App.2d chartered cities.” of such with of the State government respect 665].) 440 P.2d 84 (1948) v. (Adams [190 Cal.App.2d Wolff of limitation as an instrument but acts not as a charter grant power affairs. over exercise of (City and restriction on the municipal power 598]; 755 v. 181 City (1960) Cal.Rptr. [5 Boyd Cal.App.2d Marysville 210].) 718 245 v. Grubb (1966) Cal.Rptr. Santa Monica [54 that 385 of Los Section of the Charter of every Angeles requires City an thereof or involving expenditure city depаrtment $500 than shall be in executed more designated persons. writing to certain Section 386 of the charter (b) (subject provides “The not here which are (a) City applicable) exceptions subparagraph be, thé Los shall not is not bound involving by any Angeles unless the dollars ($20,000.00) more than thousand twenty expenditure of board, have to contract shall or authorized complied officer, employee first this section.” established with the bidding procedure competitive (Italics added.) bidder to submit a 386 Subdivision of section (d) every requires cent of the less than ten certified check “for amount not an Various other like amount. bond in sum of the bid” or surety for such 386 detailed of section establish procedures subparagraphs bidding. competitive with charter failure to
The law is well established that comply renders such purchases making purchases relating provisions' or cannot arise is thus limited void. Where liability by estoppel power 149 (1919)45 A. T. Co. v. Los ratification. F. (Gamewell Cal.App. Angeles 150 P. 293]; 171 Cal. Fountain P. Reams v. (1915) 163]; [152 Cooley [187 v. P. Nash. 637]; (1905) Sacramento City Cal.App. [82 P. The mode (1926) Los entering Angeles Cal.App. is the measure of the as charter into contracts city’s prescribed by
695 with a not made in to contract and conformity city power Sons, v. Inc. (T. the mode is void and unenforceable. & Kelly prescribеd are 6 539 P.2d Bidders (1935) 223].) Los charged Angeles Cal.App.2d [45 v. with notice of the charter Dodini Oakland (Palo and provisions. City 739, 79 744 P.2d (1947) Cal.App.2d [180 its which or which
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14];
v.
As interpreting already Uniform with the of California 709 in accordance provisions that under section subdivision concluded (1), Commercial Code *16 696 604,000
contract 709 DWP did the to order more than tons not have right 224,460 $1.80 % of at ton or than tons of inch a more aggregate DWP a of more that ordered total of tons aggregate aggregate; was of there were than authorized contract which total 709. tons more of % inch contract In than was authorized aggregate trial in the court was error. respect I see no from the the conclusion that either excess (1) escape aggregate wаs $1.80 under 709 contract at the contract ton supplied per which had been arrived in at with by competitive bidding compliance charter; the or the excess under (2) was city supplied aggregate contract in which a let event was not supplied as charter section 386. An award of competitive bidding required by city based the court’s calculation reasonable value money upon on or excess of a or an on the theory quasi for breach of contract is in direct contravention of theory damages 386 section of the Charter Los which City provides Angeles shall not be bound contract which is not executed in city by any accordance with charter also in and provisions competitive bidding Constitution, XI, direct contravention of California article section which DWP from an extra to allowance a contractor prohibits granting after a contract has been entered into in whole or performed part.
There is one further and unavoidable If DWP did not consideration. have under contract 709 to demand right delivery excess of tons the trial court (as then DWP did not found), have to for what it demanded without contractual power pay If authority. true, this were be would to $1.80 sue to recover the required ton which it for the tons of which it did not paid have for, or the such right since purchase power pay purchase for excess would be an payment tonnage illegal expenditure public and an ultra vires act. failure of money collect such Upon unauthorized could institute such an contractually payment, taxpayer action on behalf DWP. v. McKinnon 83 (Miller Cal.2d (1942) [124 34, 140 P.2d A.L.R. Martin v. 570]; (1972) Corning Such a result would not be in the interest Cal.Rptr. clearly ofSKLH.
IWhat am concerned with not a of contract question interpretation but a to contract. Did the have officials question power municipal *17 than was authorized to demand of more delivery power is law clear where a one contrаct 709? The municipality is the measure mode power contracting parties, contracting Beach, Ind. Co. v. to contract. City Long (Dynamic supra, contract, If is based on cause action 294.) plaintiff’s 709, then for the or other than price specified express implied, 386, charter (b) under section subdivision the contract void city no thereunder. SKLH had rights consequently of action and second causes I as to first would reverse judgment in favor of the with to enter instructions judgment complaint Los Water Power of the Angeles. Department A was denied October rule 27(e), rehearing petition Rules of Court. for a California Appellant’s petition hearing by J„ Manuel, was December 1977. was of Court denied Supreme that the should be granted. opinion petition