Bert Allen Toyota, Inc. v. Grasz

909 So. 2d 763, 2005 Miss. App. LEXIS 576, 2005 WL 2009386
CourtCourt of Appeals of Mississippi
DecidedAugust 23, 2005
Docket2004-CA-01622-COA
StatusPublished
Cited by14 cases

This text of 909 So. 2d 763 (Bert Allen Toyota, Inc. v. Grasz) is published on Counsel Stack Legal Research, covering Court of Appeals of Mississippi primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Bert Allen Toyota, Inc. v. Grasz, 909 So. 2d 763, 2005 Miss. App. LEXIS 576, 2005 WL 2009386 (Mich. Ct. App. 2005).

Opinion

909 So.2d 763 (2005)

BERT ALLEN TOYOTA, INC., Appellant
v.
Horst F.G. GRASZ, Appellee.

No. 2004-CA-01622-COA.

Court of Appeals of Mississippi.

August 23, 2005.

*765 Jonathan Kirk Clark, Tim C. Holleman, attorneys for appellant.

Dale Robinson, attorney for appellee.

EN BANC.

CHANDLER, J., for the Court.

¶ 1. Horst Grasz reached an agreement with Bert Allen Toyota to buy a 2003 Toyota Tacoma for $16,971, less a $1,000 rebate, plus taxes and fees. The sales manager entered these numbers into a computer, which displayed a final price of $15,017.50. If the computer had made the computations correctly, the price would have been $17,017.50. Grasz attempted to write a check for $15,017.50 immediately, but the sales manager requested only a $500 deposit because the truck would have to be specially manufactured. The sales manager manually wrote on the sales agreement, "$14,517.50 due @ delivery."

*766 ¶ 2. The truck arrived at the dealership approximately four weeks after the parties agreed to the price. At that time, the sales manager discovered the computational error, and he insisted that Grasz pay an additional $2,000 over and above the agreed-upon price in order to take delivery of the truck. Grasz refused to pay the higher price and filed a complaint in the Harrison County Chancery Court. The chancellor entered judgment in favor of Grasz, finding that the sales agreement to purchase the truck for $15,017.50 was a contract that was clear and unambiguous on all terms, including price. The chancellor granted Grasz's request for specific performance, ordering Bert Allen Toyota to supply an unused 2003 Tacoma for the price of $15,017.50. Bert Allen Toyota appeals, raising the following issues:

I. WHETHER THERE WAS A MEETING OF THE MINDS BETWEEN THE PARTIES
II. WHETHER THERE WAS A UNILATERAL MISTAKE, OR ALTERNATIVELY, A MUTUAL MISTAKE, WHICH WARRANTED REFORMATION OR RECISSION OF THE CONTRACT
III. WHETHER THE CHANCELLOR'S FINDING THAT THE CONTRACT WAS "CLEAR AND UNAMBIGUOUS" WAS MANIFESTLY WRONG
IV. WHETHER THE COURT ERRONEOUSLY ORDERED SPECIFIC PERFORMANCE

We affirm in part and reverse and remand in part.

FACTS

¶ 3. During the spring of 2003, Horst Grasz wanted to purchase a 2003 Toyota Tacoma pickup truck. He visited Bert Allen Toyota on several occasions in an effort to negotiate a purchase. Throughout the negotiations process, Grasz made it clear that he intended to pay cash for the truck and was unwilling to spend more than $15,000 for his purchase. Everyone at Bert Allen Toyota knew that Grasz was a tough negotiator.

¶ 4. Kevin Gabbert is a sales manager for Bert Allen Toyota and had been working in that capacity for eight years. As the sales manager, it is Gabbert's responsibility to approve all sales, including checking the math on the paperwork submitted to him for approval. On April 2, 2003, Gabbert offered to sell Grasz a 2003 Tacoma for $16,951,[1] less a rebate of $1000, plus tax and title. He entered the numbers into a computer, which generated a four-page document which listed all the specifications for the truck as requested by Grasz, as well as the price of the vehicle. The purchase information sheet reads:

  Cash price                  $16,951.00
  Cash Down/ Rebate[2]     $ 1,000.00
  Total fee options           $   209.00
  Total Tax Amount            $   857.50
  Payment                     $15,017.50

A mathematical error occurred because the computer miscalculated the numbers. If the computer had correctly added the numbers, the final price would have been $17,017.50. Both Gabbert and Grasz testified that they never manually calculated the numbers on the computer generated contract.

¶ 5. The cash price of $16,951, the rebate of $1,000, and the amount of $15,017.50 marked "amount financed" were highlighted in yellow and given to Grasz for review. The offer to sell the truck was quoted as "$16,951.00 less a rebate of $1,000.00 plus *767 tax and title." The document listed the agreement as "Deal Number 15031" and "Contract Date 04/02/03." In four separate places, the document listed the selling price as $15.017.50. This amount was listed in the areas marked "payment," "total financed," "total of payments," and "unpaid balance." Gabbert circled the price as $15,017.50 and hand wrote the word "everything" directly below the sum of $15,017.50.

¶ 6. Grasz attempted to write a check for the amount of $15,017.50 immediately. Gabbert explained that the truck had to be ordered and built to Grasz's contract specifications. Gabbert instead requested a $500 deposit, which Grasz paid with a credit card. Gabbert wrote at the bottom of the agreement, "14,517.50 due @ delivery." The computer generated documents were given to Grasz. Gabbert testified that he believed he had performed something miraculous for negotiating a deal with Grasz. Everyone at Bert Allen Toyota celebrated for having closed the deal.

¶ 7. Approximately four or five weeks later, the truck arrived from Toyota Motor Corporation to Bert Allen Toyota. Gabbert prepared the final paperwork, at which time he claimed to have discovered an error in the original purchase price. Gabbert testified that this was the first time he had seen the error and the first time he had checked the math of the computer, even though he had knowledge that the computer had miscalculated the sales price on two separate occasions. Gabbert notified Grasz of the mistake and told him that the actual purchase price was $17,017.50. Grasz was advised that if he did not accept, the dealership would sell the vehicle to someone else. Grasz refused and demanded the original due on delivery price of $14,517.50.

¶ 8. The next day, a Saturday, Grasz presented a check in the amount of $14,517.50 to the dealership and demanded the truck. A representative of the dealership took the check but refused to deliver the truck. On Monday, Grasz returned to the dealership and demanded the truck. Gabbert demanded an additional $2,000. Grasz refused, and Gabbert returned Grasz's check. Allen Toyota credited Grasz's credit card with his $500 deposit. Bert Allen Toyota eventually sold the truck to someone else.

¶ 9. Grasz filed a lawsuit in the Harrison County Chancery Court seeking specific performance. The chancellor found that the parties had entered into a clear and unambiguous contract. Furthermore, the chancellor found that the parties treated the written agreement as a contract and behaved in accordance with having reached a contract; that there was a meeting of the minds as to all essential elements of the contract, including a definite selling price; and that there was an unqualified offer by Allen Toyota and an unqualified acceptance by Grasz. The chancellor found that the mathematical error did not "create an unconscionable advantage in favor of Grasz resulting in an intolerable injustice thereby allowing for recission of the contract." The court granted Grasz's request for specific performance and ordered Bert Allen Toyota to supply an unused 2003 Toyota Tacoma.

ANALYSIS

¶ 10. Findings of fact made by a chancellor will not be disturbed unless the lower court abused its discretion, was clearly erroneous, or applied an erroneous legal standard. Bowers Window and Door Co., Inc. v. Dearman, 549 So.2d 1309, 1313 (Miss.1989). This Court does not reverse the findings of the chancery court where there is substantial evidence supporting those findings. Cooper v. Crabb, 587 So.2d 236, 239 (Miss.1991).

Free access — add to your briefcase to read the full text and ask questions with AI

Related

Ray M. Ward and Mary K. Ward v. Marilyn Denise Cranford
Court of Appeals of Mississippi, 2021
Alaina Hill Rogers v. Casey and Co. LLC;
Court of Appeals of Mississippi, 2019
HL&C - Laura Villa LLC v. Randy R. Shoemake
Court of Appeals of Mississippi, 2019
Odell Dorman, Jr. v. Trustmark National Bank
Court of Appeals of Mississippi, 2019
Marc L. Fairchild v. John Bilbo
166 So. 3d 601 (Court of Appeals of Mississippi, 2015)
Lane-Lott v. White
126 So. 3d 1016 (Court of Appeals of Mississippi, 2013)
Covington v. Griffin
19 So. 3d 805 (Court of Appeals of Mississippi, 2009)
Marshall v. Lindsly
9 So. 3d 1174 (Court of Appeals of Mississippi, 2009)
In Re Estate of Summerlin
989 So. 2d 466 (Court of Appeals of Mississippi, 2008)
Bert Allen Toyota, Inc. v. Grasz
947 So. 2d 358 (Court of Appeals of Mississippi, 2007)

Cite This Page — Counsel Stack

Bluebook (online)
909 So. 2d 763, 2005 Miss. App. LEXIS 576, 2005 WL 2009386, Counsel Stack Legal Research, https://law.counselstack.com/opinion/bert-allen-toyota-inc-v-grasz-missctapp-2005.