Pearce v. Safety & Health Associates, Inc.

510 So. 2d 1345, 1987 La. App. LEXIS 9769
CourtLouisiana Court of Appeal
DecidedJune 26, 1987
DocketNo. 86-744
StatusPublished
Cited by2 cases

This text of 510 So. 2d 1345 (Pearce v. Safety & Health Associates, Inc.) is published on Counsel Stack Legal Research, covering Louisiana Court of Appeal primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Pearce v. Safety & Health Associates, Inc., 510 So. 2d 1345, 1987 La. App. LEXIS 9769 (La. Ct. App. 1987).

Opinion

FORET, Judge.

This is a suit on open account. Plaintiff, Orlie Pearce d/b/a The Profit System Group, sued Safety & Health Associates, Inc. (hereafter Associates), defendant, based on plaintiff’s allegations that defendant, through its president, Charles Corne, hired the plaintiff in November of 1983 to perform certain independent appraisal work on specific inventory and equipment owned by defendant. The trial court rendered judgment in favor of defendant, dismissing plaintiff’s suit at his costs. From that judgment, plaintiff has appealed.

FACTS

In 1983, negotiations commenced to sell certain assets of Associates. Dick Stiver-son, the Chairman of the Board of Associates, and Winston Fontenot were prospective buyers of the equipment. The lending institution involved required an appraisal prior to financing the purchase.

Consequently, in November of 1983, Or-lie Pearce was asked, by Charles Corne, to submit a resume' regarding his credentials as an appraiser to Associates. On November 4, 1983, Corne, Fontenot, and Stiverson met with Orlie Pearce at the offices of Associates. The facts are undisputed that the figure of $200 per day was quoted as the appraiser’s fee. Pearce spent approximately eighteen days performing the appraisal and inventory at various locations throughout Louisiana, Texas, Mississippi, and New Mexico. Margaret Tremie, an employee of Associates, typed the appraisal and inventory turned in by Pearce and submitted to Corne. Pearce thereafter submitted an invoice in the amount of $3,600.00 to Associates. Associates accepted the invoice and, not until sometime later, did it refuse to pay Pearce for his services.

Corne denies telling plaintiff, Stiverson, or Fontenot that Associates or its parent [1347]*1347company, Delaware North, would pay plaintiff’s fees. In fact, Corne testified he remembered telling plaintiff that Stiverson and Fontenot would be the responsible parties. Contradictorily, Stiverson, Fontenot, and Pearce claim that the implication was that Corne, through Associates, would be responsible for the appraiser’s fee. However, Corne testified that it was his understanding that prior to loan approval, the purchasers, Fontenot and Stiverson, would need the equipment appraised.

Delaware North requested that Corne be as cooperative as possible in the promotion of the sale. Stiverson suggested that plaintiff was agreeable to do the work at $200 per day and asked Corne to check with Fontenot regarding the hiring of the plaintiff. Corne testified that he discussed this matter with Fontenot and Fontenot approved. After consulting with Fontenot, Corne went back into Stiverson’s office and told the plaintiff something to the effect, “Orlie, you’ve got the job.” Corne claims that he at no time intended that Associates pay for the appraisal needed by Stiverson and Fontenot for the bank loan. Although Corne testified that plaintiff was instructed to report to Stiverson, the record reflects that plaintiff submitted his appraisal report to Corne through Associates’ secretary, Margaret Tremie.

Upon completing the appraisal, Corne was presented an invoice by plaintiff in late November or early December. Plaintiff demanded payment on the invoice, but at that time the sale of the business to Stiver-son and Fontenot had fallen through and both men refused to pay.

Pearce testified that he was called into Stiverson’s office and, in the presence of Stiverson, Corne made him an offer. He claims that an agreement was reached that he was to receive $200 per day for appraisal services, plus expenses; however, this agreement was never confirmed in writing. Plaintiff admitted that he had heard rumors that Associates was being sold and knew that Stiverson and a person unknown to him named Winston Fontenot were the prospective buyers. He admits that he did not know that Corne was acting on behalf of Stiverson and Fontenot and just assumed that he was dealing with Corne as President of Associates. Furthermore, plaintiff admitted he had no knowledge of the bank’s requirement that Stiverson and Fontenot obtain an appraisal prior to loan approval. In fact, he admits he was never told why the appraisal was being conducted.

The trial court found that Stiverson was aware that Delaware North (the parent company of Associates) was selling the assets of Associates, and Stiverson associated himself with Fontenot for the purpose of purchasing those assets. Stiverson was Chairman of the Board of Associates at the time. During this time, Fontenot was provided office space in the building to facilitate the purchase negotiations. Fontenot and Stiverson were aware that their purchases were contingent on obtaining financing. Apparently the lender suggested the name of an appraiser to use for this purpose. The court found that the appraisal of the inventory was indispensable in the obtainment of financing. The trial court found Corne to be in charge of the assets to be appraised and therefore, that Come was equally concerned with the identity of the person conducting the inventory appraisal.

The trial court found that Stiverson was acquainted with plaintiff and that he suggested to Corne that plaintiff was qualified to perform the appraisal. The court found that Corne was made aware of plaintiff's availability and fee through Stiverson while in Stiverson’s office. Furthermore, the court found that Stiverson requested that Corne approach Fontenot’s office and determine whether or not Fontenot agreed with the hiring of Pearce.

After finding that each participant in the negotiation signified assent to have Pearce do the work, the trial court found that there was no actual evidence to show that any participant agreed to be responsible for plaintiff’s fee. Consequently, the trial [1348]*1348court found that plaintiff failed to prove, by a preponderance of the evidence, that a contract existed between him and the defendant.

We reverse the judgment of the trial court for the reasons that follow. Although a trial judge is in the best position to determine the credibility of the witnesses, and his findings must be accorded great weight and not disturbed on appeal, we find it apparent, as a result of our examination of the record, that the trial court committed manifest error. Carter v. Belle Chasse State School, 451 So.2d 63 (La.App. 4 Cir.1984), writ denied, 458 So.2d 120 (La.1984).

At trial, the only issue was whether Associates was responsible for Pearce’s services. The reasonableness of the charge for the services performed was not in dispute, nor was there any issue as to whether Pearce properly submitted an invoice for payment to Associates. The record contains direct testimony by Orlie Pearce and Dick Stiverson that Charles Corne, President of Associates, agreed to pay Pearce his fees for services rendered. Additionally, Associates, through its duly authorized representatives’ actions, silence, or inaction, clearly manifested its assent to be responsible for Pearce’s services which were performed at the request of Associates. Furthermore, these services were rendered under such circumstances as to create an implied obligation to pay therefor.

It is undisputed that Corne requested that Pearce submit a resume' regarding his credentials as an appraiser to Associates. At that time Corne was the President of Associates. Corne informed Pearce that he wanted Pearce to perform an appraisal of Associates’ equipment at various facilities.

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Related

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Bluebook (online)
510 So. 2d 1345, 1987 La. App. LEXIS 9769, Counsel Stack Legal Research, https://law.counselstack.com/opinion/pearce-v-safety-health-associates-inc-lactapp-1987.