Fulton v. Tennessee Walking Horse Breeders' Ass'n of America

476 S.W.2d 644, 63 Tenn. App. 569, 1971 Tenn. App. LEXIS 266
CourtCourt of Appeals of Tennessee
DecidedJanuary 8, 1971
StatusPublished
Cited by14 cases

This text of 476 S.W.2d 644 (Fulton v. Tennessee Walking Horse Breeders' Ass'n of America) is published on Counsel Stack Legal Research, covering Court of Appeals of Tennessee primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Fulton v. Tennessee Walking Horse Breeders' Ass'n of America, 476 S.W.2d 644, 63 Tenn. App. 569, 1971 Tenn. App. LEXIS 266 (Tenn. Ct. App. 1971).

Opinions

PURYEAB, J.

The complainant, Tom Fulton, filed the original bill in this case against defendant, Tennessee Walking Horse Breeders’ Association of America, a general welfare corporation, seeking to recover damages for breach of a contract of employment.

In said bill the complainant alleged that on May 9, 1964, he was serving as executive secretary of the defendant pursuant to a contract of employment which would have expired in May, 1966; that on May 9, 1964, complainant and defendant entered into another contract by which complainant was employed by defendant for an additional period of ten years to begin at the end of his then present term of employment and extend until May, 1976; that complainant continued to serve as executive secretary of defendant until on or about December 15, 1966, at which time the defendant breached said contract of employment and discharged him from its employment, effective December 31, 1966.

The bill prays for process and a judgment or decree against the defendant in the amount of $120,000.00 for the breach of said contract of employment and for general relief.

[573]*573To this bill, the defendant first filed a demurrer, which demurrer was overruled by the Chancellor, and the defendant was given the right to rely upon said demurrer in its answer.

Thereafter, defendant filed its answer to said bill, relying therein upon its demurrer, and also pleading the following defenses:

That the defendant did not enter into a valid contract of employment with the complainant for a period of ten years from 1966 as alleged in the bill; lack of consideration for the alleged contract, vagueness and uncertainty of said alleged contract; reliance upon the statute for prevention of frauds and perjuries; invalidity of said contract because of ultra vires action of defendant’s Board of Directors and justification for termination of complainant’s employment.

The case was tried before the Chancellor upon oral testimony and documentary evidence, as a result of which trial the Chancellor rendered a decree on October 21, 1969, finding as a fact that defendant had breached a ten year contract of employment with the complainant, and further ordering and adjudicating the issues between the parties as follows ^

“. . . that the Complainant has suffered as damages resulting from the said breach, his continued loss of wages, and that the Complainant is at this time entitled to recover said damages from the Defendant through the date of the conclusion of the oral hearing in this cause, October 21,1969; and that in the absence of any evidence whatsoever pertaining to mitigation of [574]*574damages, the amount of the damages is measured by Complainant's salary rate under the contract,, i. e., at $12,000 per year; and that this Court should award same and has jurisdiction so to do, all without prejudice to the Complainant's right hereafter to file a subsequent suit or successive suits for such damages as he may hereafter suffer as a result of the aforesaid breach of contract, subject to such matters if any as Defendant may show in such subsequent suit or suits in mitigation of damages."
* * * * *
<£(2) That the Complainant is at this time entitled to recover damages from the Defendant from January 1, 1967, to the present time, calculated at $12,000 annually, and that the amount of the said damages is $33,667, which amount is now awarded.
(3) That the Complainant’s right to bring suit to recover additional damages arising from the breach of the said employment contract for periods subsequent to October 21, 1969, shall not be prejudiced by this present award." (Tech. Rec. pp. 37-38)

After the rendition of said decree on October 21, 1969, both parties filed petitions to rehear, upon consideration of which the Chancellor denied the defendant’s petition to rehear and sustained the complainant’s petition to rehear on January 1,. 1970, and then made the following adjudication of the issues between the parties:

“ (2) The Petition for Reconsideration filed on behalf of Complainant is granted, and the decree of the Court entered on October 21,1969, wherein Complainant was awarded judgment in the amount of $33,667 is set aside.
[575]*575(3) Complainant is entitled to recover damages from the Defendant for his loss of salary in the total amount of $113,000 for the period from January 1, 1967 through May 30, 1976,. with said amount reduced to present value as of February 1, 1967, that is, to the amount of $85,812.20, together with interest at six per cent per annum on the said amount of $85,812.20 from February 1,1967 until the payment of the said amount by Defendant to Complainant, and judgment is hereby so awarded for said amount and interest.
(4) This judgment shall be in full satisfaction of all of Complainant’s rights under the contract of employment, and Complainant shall not have any right to recover any additional damages in any subsequent suit. ’ ’ (Tech.Bec. p. 58)

From the foregoing decree the defendant has prayed and perfected its appeal to this Court and filed five assignments of error as follows:

I
“The Court below erred in holding that there was a valid employment contract between Appellant and Ap-pellee by reason that the purported ten year employment contract is against the public policy of the State of Tennessee and the provisions of The Tennessee Code Annotated, Section 47-1112.
n
The Court below erred in holding that there was a valid employment contract between Appellant and Ap-pellee beginning in May of 1966 for the reason that [576]*576such, a contract was ultra vires and beyond power of the Board of Directors of Appellant under the by-laws of Appellant corporation.
Ill
The Court below erred in holding that there was a valid employment contract between Appellant and Ap-pellee by reason that the resolution of the Board of Directors which purportedly forms the basis for said contract is not supported by a consideration, being totally devoid of any reference to the amount of compensation to be paid and, therefore, there is no Valid, enforceable contract.
IV
The Court below erred in holding that the Appellant after the Appellee breached the alleged employment contract, waived its right to terminate Appellee's employment because of said breach of the alleged employment contract.
V
The Court below erred in granting Appellee damages which were excessive and not supported by the evidence presented to the Court.”

The only witnesses who testified upon trial of the case were the complainant, Tom Fulton, Doctor William V. Garnier, a former member of the defendant's Board of Directors, and Mr. S. W. Beech, Jr., a former president of the defendant association, and who was a member of its Board of Directors at the time of trial.

[577]

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Fulton v. Tennessee Walking Horse Breeders' Ass'n of America
476 S.W.2d 644 (Court of Appeals of Tennessee, 1971)

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Bluebook (online)
476 S.W.2d 644, 63 Tenn. App. 569, 1971 Tenn. App. LEXIS 266, Counsel Stack Legal Research, https://law.counselstack.com/opinion/fulton-v-tennessee-walking-horse-breeders-assn-of-america-tennctapp-1971.