Law, Canham versus Barry, Court of Common Pleas, 29 January 1855, George Canham, Eobert Thomas Barry, agreement, agreement alteration, written agreement, non-compliance, parol evidence rule, misrepresentation
The plaintiff (Canham) and the defendant (Barry) signed on the 13th of June 1854 an agreement or an instrument in writing. In that agreement, the defendant (as a lessee) agreed to sell to the plaintiff all his unexpired term and leasehold interest in the farm, at West Thurrock, in the county of Essex, together with all the growing crops and all the horses and implements of husbandry, for the stipulated price. One part of the price was paid immediately, and for the rest, it was stipulated to be paid in two installments by two bills of acceptance, signed by the plaintiff and JMG Main (who is the future occupier of the farm to whose purpose the agreement was signed). It is also stipulated that the possession of the farm and the crops will be given to the plaintiff immediately to the delivery of the bills of acceptance. The defendant had a lease covenant with the lessor, in which it was stipulated that the special license or consent in writing of the lessor, his heirs or assigns is necessary for giving, granting, or otherwise transferring the indenture of the lease to another person or persons. The defendant asked the agent of the lessor for such consent before signing the above-mentioned agreement, and he was assured that his application would be accepted if the future tenant would be a trustworthy tenant.
[...] The plaintiff demurred this plea because, according to him, the agreement was not made by any fraud or mala fides on the plaintiff's part and stated that the defendant couldn't alter, qualify or control the agreement which was set out in writing by parol matter or by the matter which is not part of the written agreement. Also, he stated that non-compliance with supposed oral terms and conditions was not material. Legal questions: 1. Can an agreement made in writing be altered by an oral term or condition? [...]
[...] Concerning the misrepresentation matter, in one opinion the fraud if any was only collateral and did not vitiate an agreement, it was only a misrepresentation to a collateral matter. Also, to this opinion, the parol evidence could not change the written agreement, and both pleas are bad. According to another opinion the defendant entered into the agreement upon the full faith and assurance that Main was a responsible person and the character of Main was known by the plaintiff and Main and it induced the defendant, so the whole foundation of the agreement fails. [...]
[...] Court of Common Pleas January 1855, Canham Barry - Can an agreement made in writing be altered by an oral term or condition? Canham Barry 29 January 1855 Relevant facts: The plaintiff (Canham) and the defendant (Barry) signed on the 13th of June 1854 an agreement or an instrument in writing. In that agreement, the defendant (as a lessee) agreed to sell to the plaintiff all his unexpired term and leasehold interest in the farm, at West Thurrock, in the county of Essex, together with all the growing crops and all the horses and implements of husbandry, for the stipulated price. [...]
[...] To this opinion, the conditions about Main's satisfactory references were in effect part of the terms and may on the seventh plea be assumed if necessary that the condition was also in writing. And finally, according to the third opinion, the seventh plea is a bad plea, and a written agreement is the only agreement between the parties, made with a condition or understanding orally, but not with a condition in and forming part of it. To that opinion the defendant entered into the contract acting upon the faith of the representation made by the plaintiff and that the sixth plea is a good plea. [...]
[...] Therefore, when the plaintiff declares upon the agreement in writing the defendant cannot rely on oral matters, concerning the qualification of the contract or the conditions of the contract which are not included in writing. But, if the defendant was induced to enter into the contract by a false representation of the plaintiff concerning the character of a third person future occupier of the farm), and if the plaintiff knew real facts and if the facts are material to the subject matter of the contract; thus such plea is held as a good plea. [...]
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