Hose Pro Connectors, Inc. v. Parker Hannifin Corp.

889 S.W.2d 555, 1994 Tex. App. LEXIS 2619, 1994 WL 588572
CourtCourt of Appeals of Texas
DecidedOctober 27, 1994
DocketNo. C14-93-00915-CV
StatusPublished
Cited by8 cases

This text of 889 S.W.2d 555 (Hose Pro Connectors, Inc. v. Parker Hannifin Corp.) is published on Counsel Stack Legal Research, covering Court of Appeals of Texas primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Hose Pro Connectors, Inc. v. Parker Hannifin Corp., 889 S.W.2d 555, 1994 Tex. App. LEXIS 2619, 1994 WL 588572 (Tex. Ct. App. 1994).

Opinion

OPINION

ROBERTSON, Justice.

This is a suit on a sworn account. Appel-lee, Parker Hannifin Corporation (Parker Hannifin), filed suit against appellant, Hose Pro Connectors, Inc. (Hose Pro), to recover $33,150.51 owed on the account. The case was tried to the court which found Hose Pro liable for $25,000.00. The court also found appellants, Mr. and Mrs. John Rutherford (the Rutherfords), and Dan Stokes, joint and severally liable as guarantors of Hose Pro. Raising six points of error, only Hose Pro and the Rutherfords appeal from the court’s judgment. We affirm.

Parker Hannifin supplies hydraulic fittings and hoses for a number of industrial applications. As a full-line distributor, Hose Pro had an account with Parker Hannifin through which it bought Parker Hannifin products at a discount for sale in the open market. In 1986, Hose Pro experienced problems due to a lack of sales. By October 1986, Parker Hannifin cancelled Hose Pro as a distributor and demanded payment of the $65,572.82 balance due on the account. Just prior to the cancellation, Parker Hannifin offered Hose Pro an opportunity to return inventory to offset the outstanding balance. Parker Hannifin’s Assistant Corporate Credit Manager, William Dei, discussed the procedure for such a return with Hose Pro’s President and General Manager, Dan Stokes.

On October 28, 1986, Parker Hannifin received a typed letter from “Danny Stokes,” asking one of Parker Hannifin’s product divisions to review the “list of Parker fittings” and “to advise of the value and items allowed to be returned.” The date on the letter was handwritten and the letter unsigned. Stokes testified that he left Hose Pro in September 1986 and denied any knowledge of the letter. The list was forwarded to various Parker Hannifin product divisions so that they could determine the items acceptable for return. Each division then issued an Authorization For Return (AFR), identifying the items acceptable for return, unit price, quantity, and extension amount, i.e., quantity multiplied by unit price. The AFRs also stated the restocking or handling charge.

In January 1987, after conducting its own inventory of almost 17,000 items, Hose Pro sent two shipments of returns, containing tube fittings, hose products and parflex. An AFR and packing list accompanied each shipment. The appropriate product divisions in[557]*557spected the returns and prepared an inspection report. The divisions found discrepancies in Hose Pro’s packing lists. Some items were listed as shipped, but were not received. In addition, many items were received in damaged, dirty, or obsolete condition. Some returned items were not even Parker Hanni-fin products, but were items purchased by Hose Pro from competitors. Shortly after the inventory was returned, Hose Pro went out of business.

In April and September of 1987, Parker Hannifin sent credit memoranda to Hose Pro notifying it of the amounts credited to its account. In addition to listing the quantity of items accepted, unit price, and extension amount, the memoranda identified the items rejected and the reasons for their rejection. The memoranda were sent to Hose Pro’s last known corporate address, which according to majority shareholder, John Rutherford, was correct. However, both Rutherford and Stokes denied receiving the memoranda or any other communication after the shipment of the returns. After computing the net credits from the three product divisions, Parker Hannifin determined that the balance on the account was $33,150.51. Parker Hannifin attempted unsuccessfully to contact Rutherford about the rejected items in its possession. Parker Hannifin eventually scrapped the rejected items some nine months after they were received.

On January 29¡ 1988, Parker Hannifin filed suit to collect the $33,150.51 balance due on the account. As proof of the debt, Parker Hannifin attached the account invoices, credit memoranda, and affidavit of William Dei to them Original Petition. Appellants answered with a verified denial. On May 14, 1993, after a one-day trial, the court found in favor of Parker Hannifin. On June 1, 1993, the court entered judgment, awarding Parker Hannifin $25,000.00 together with pre-judgment interest and $8,333.00 in attorney’s fees. The court also awarded Parker Hanni-fin costs and post-judgment interest. After their motion for new trial was overruled, appellants perfected this appeal. Findings of fact and conclusions of law were requested, but were not filed with this court.

In points of error one, two, and four, appellants complain that the trial court erred in finding that “the merchandise was unsaleable and not accepted” and in finding that appellants were indebted to Parker Hannifin because there was “no notice of non-conformity, rejection, or other disposition of the goods.” In conjunction with points one, two and four, appellants complain in their third point of error that the court applied the wrong law to the facts.

Citing various sections of Uniform Commercial Code (UCC), appellants argue that Parker Hannifin is barred from recovery because it failed to give notice of its rejection of some of the returned items.1 Appellants’ argument is without merit. The UCC has no application to the facts of this case. Parker Hannifin did not foreclose on collateral that was the subject of a security interest nor was it seeking rescission of a contract for the sale of defective goods. See, e.g., Tanenbaum v. Economic Lab. Inc., 628 S.W.2d 769, 771-72 (Tex.1982); see also, e.g., Bowen v. Young, 507 S.W.2d 600, 603 (Tex.App.—El Paso 1974, no writ). Rather, Parker Hannifin was merely seeking collection of a debt. With Parker Hannifin’s permission, appellants attempted to satisfy that debt by returning previously purchased inventory.2

The notice issue is relevant to this lawsuit only insofar as it relates to whether appellants were entitled to a credit for the rejected items that were scrapped by Parker Han-nifin. In that vein, appellants cannot complain because the trial court determined that appellants were entitled to a credit for the rejected items. Appellants sued for $33,-150.51, but the trial court awarded only $25,-000.00. According to William Dei, the value [558]*558of the rejected items in a saleable condition would have been $8,620.90. Thus, the court awarded appellants an additional credit for the rejected items and appellants cannot complain about a lack of notice. We hold that the trial court properly applied the law to the facts. We overrule appellants’ points oí error one through four.

In their fifth and sixth points of error, appellants attack the legal and factual sufficiency of the evidence.

The standard of review for the legal and factual sufficiency of the evidence is well-established. When both legal and factual sufficiency points are raised, we must first review the legal sufficiency to determine if there is any evidence of probative value to support the trial court’s findings. Glover v. Tex. Gen. Indem. Co., 619 S.W.2d 400, 401 (Tex.1981); In re King’s Estate, 160 Tex. 662, 244 S.W.2d 660, 661 (1951).

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889 S.W.2d 555, 1994 Tex. App. LEXIS 2619, 1994 WL 588572, Counsel Stack Legal Research, https://law.counselstack.com/opinion/hose-pro-connectors-inc-v-parker-hannifin-corp-texapp-1994.