147 Minn. 205 | Minn. | 1920
Action to recover damages for breach of an alleged contract of sale. At the conclusion of the evidence the court directed a verdict in defendant’s favor, and plaintiff appeals from an order denying its motion for a new trial.
Plaintiff is a dealer in Hour and feed in Minneapolis. Defendant operates certain flour mills in western Minnesota and maintains an office in Minneapolis. The complaint alleged that on December 20, 1918, a contract of sale was made, under which plaintiff purchased and defendant sold five carloads of flour and feed at a stipulated price, and that defendant had breached the contract to plaintiff’s damage in the sum of $2,500. The defense was that the alleged contract of sale was invalid by reason of the statute of frauds. It appeared that no part of the purchase price was paid and that none of the flour or feed was delivered. To take the case out of the operation' of the statute, plaintiff relied on letters and memoranda, which it asserts complied with the' requirements of section 4, c. 465, p. 768, Laws 1917, respecting a
“Minneapolis, Minn.
Dec. 30th, 1918.
D. M. Baldwin Flour Mills Co.,
613 Metropolitan Life Bldg., City.
Gentlemen:
We are pleased to confirm purchase of you today of your Mr. Carlson of five split cars — each to contain 100 barrels of flour at $10.60 per barrel basis 98s, 10 tons of bran, and 10 tons shorts basis government prices — all F. O. B. Minneapolis for January shipment.
Kindly confirm and oblige, *
Yours very truly,
ITpton Mill & Elevator Co.
By G. A. Carlson.
Beceived Dec. 31, 1918.
Dwight M. Baldwin.”
Defendant’s reply was also introduced in evidence. It reads:
“Minneapolis, Dee. 21, 1918.
Dpton Mill & Elevator Co.,
Minneapolis, Minn.
Gentlemen:
Upon my return from Graceville, Mirin., this morning I find your letter of Dec. 30th, requesting confirmation of an order of flour and feed, about which you talked with Mr. Carlson by telephone yesterday.
Please be advised we cannot confirm sale to you as requested. We were not in position to furnish or offer these goods as specified and Mr. Carlson was not authorized to make any such sale.
Yours truly,
Dwight M. Baldwin.”
1. Plaintiff contends that the two letters constitute a sufficient memorandum of the sale contract to take it out of the operation of the statute. The first letter contains a statement of all the essential terms of a contract of sale and, if defendant had given the confirmation which
3. The final proposition advanced by plaintiff is this: Defendant had blank order forms to be filled out in duplicate, one to be sent to purchasers of flour or feed when a sale was made. There were two of these forms in use. One was called a deferred delivery sale slip and the other a confirmation of sale slip. At the bottom of the latter these words were printed:
“Baldwin Flour Mills
“By-.”
Defendant testified that these blanks were filled out each day by an order clerk in his office to cover the transactions of the day’s business; that when he went to his office on December 21 he found that a set of each of these forms had been filled out to cover the transaction with plaintiff; that the confirmation slip was not signed by any one and that he destroyed all the slips when he wrote plaintiff declining to confirm the alleged sale. Plaintiff contends that these slips when filled out constituted a sufficient memorandum to satisfy the statute, and that the form with “Baldwin Flour Mills” printed on it was sufficiently signed to charge defendant, although he did not actually write his name on the slip. Beliance is placed upon a line of cases holding that a printed signature upon a sale memorandum may answer the requirements of the
The order appealed from is affirmed.