Schrack v. Eisenhower

23 Pa. D. & C.4th 289, 1995 Pa. Dist. & Cnty. Dec. LEXIS 207
CourtPennsylvania Court of Common Pleas, Clinton County
DecidedMarch 24, 1995
Docketno. 1115-93 CV
StatusPublished

This text of 23 Pa. D. & C.4th 289 (Schrack v. Eisenhower) is published on Counsel Stack Legal Research, covering Pennsylvania Court of Common Pleas, Clinton County primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Schrack v. Eisenhower, 23 Pa. D. & C.4th 289, 1995 Pa. Dist. & Cnty. Dec. LEXIS 207 (Pa. Super. Ct. 1995).

Opinion

WILLIAMSON, J,

BACKGROUND

Plaintiff filed a complaint for specific performance of an agreement of sale dated August 7, 1993. The subject real estate was owned by Charles W. Lamey, a widower, who died on June 3, 1992. Decedent died testate and his will directed that all of his assets be sold and converted into cash to be given to his children in equal shares. The real estate1 in question was put up for sale at a public auction on August 7, 1993. The sale was advertised as approximately 14.9 acres of undeveloped land consisting of two parcels to be sold as one parcel; deed book no. 146, page 218 and deed book no. 215, page 499; tax parcel numbers 27 & 25.

One hundred and thirty people registered for the auction. Several bids were received, of which plaintiff’s bid of [291]*291$7,900 was the highest (defendant says the original bid was higher). The auctioneer then negotiated with plaintiff to increase the bid. During the negotiations, plaintiff spoke only to the auctioneer and never spoke to defendant or her attorney. Plaintiff increased his offer to $13,000. The auctioneer informed defendant of the increased offer which she accepted. The $13,000 bid was announced and knocked down as the highést bid when no other bids were received.

Plaintiff signed a preprinted agreement which had been completed by her attorney, Robert Lugg. The agreement indicated the two parcels would be sold as one,2 a 10 percent down payment was required, and $11,700 would be paid and the deed delivered on or before September 8, 1993. Plaintiff paid the $1,300 down payment at the time he signed the agreement of sale.

In early September 1993, plaintiff was advised that defendant was having second thoughts regarding the transaction. Plaintiff attempted to set a date, but defendant never communicated a date or time for closing. Therefore, plaintiff set a date and time and informed defendant. Defendant did not appear and has refused to accept the agreed upon purchase price or execute a deed.

Plaintiff commenced this equitable action seeking to enjoin defendant from encumbering or selling any part [292]*292of the land, seeking specific performance of the agreement of sale, and reimbursement of costs. Presently before the court is plaintiff’s motion for summary judgment.

In her brief in opposition to the motion for summary judgment, defendant contends, after the auction, she discovered that an area known to her as “The Woods” was included in the sales agreement. Defendant alleges that the decedent had always informed his children that “The Woods” was to be theirs and that plaintiff was aware of such conversations or, at least, of decedent’s intentions.

Subsequent to the signing of the sales agreement, the parties discovered that the parcels, which were originally thought to contain approximately 14.9 acres, actually totaled 21.618 acres. Tax parcel 25 contained 7.168 acres and tax parcel 27 contained 14.45 acres.3

Defendant argues that genuine issues of material fact exist as to the following issues: whether the parties were mutually mistaken concerning the acreage; whether plaintiff knew or had reason to know of defendant’s mistaken beliefs and intentions; whether there is evidence of unfairness sufficient to make it inequitable to compel performance; and whether the description was sufficient to prepare a deed.

Pa.R.C.P. 1035 provides that summary judgment shall be rendered if the pleadings, depositions, answers to interrogatories, and admissions on file, together with the affidavits, if any, show there is no genuine issue as to [293]*293any material fact and the moving party is entitled to judgment as a matter of law.4

It is well settled that the power of summary judgment should be cautiously exercised. The record must be examined in the light most favorable to defendant. Judgment should be granted only if the case is free from doubt and the moving party’s right to prevail is so clear that a trial would clearly be a fruitless exercise.

The intent of the parties to a contract is to be determined solely from the express language contained in the document. Steuart v. McChesney, 498 Pa. 45, 444 A.2d 659 (1982); Rusiski v. Pribonic, 511 Pa. 383, 515 A.2d 507 (1986). Further, any doubtful language is to be construed most strongly against the drafter, in this case, defendant’s attorney. Rusiski, supra at 390, 515 A.2d at 510.

With respect to requests for specific performance, the Superior Court has stated,

“A number of guidelines are well-established with regard to requests that a court order the specific performance of a contractual obligation. A decree of specific performance involves the exercise of the equity power and discretion of the court. ... The discretion of the chancellor must be exercised in a specific performance case in accordance with accepted judicial principles. ... A decree of specific performance of a contract is not a right, but is a matter of grace, and will not be granted unless the party seeking such relief is clearly entitled to it, and the chancellor believes justice requires such a decree. ... In [294]*294decreeing or refusing to require specific performance of a contract to convey real property, a great deal depends upon the wise exercise of judicial discretion, in light of all circumstances appearing in the transaction.... The court of equity should not order specific performance where it appears that hardship or injustice will result to either of the parties. ... Moreover, specific performance may only be granted where no adequate remedy at law exists.” Wagner v. Estate of Rummel, 391 Pa. Super. 555, 561, 571 A.2d 1055, 1058 (1990). (citations omitted)

The court is satisfied no adequate remedy at law exists because plaintiff, as the owner of adjoining property, has a unique interest in the subject premises. Based on the following discussion, the court is satisfied that no hardship or injustice will result.

INSUFFICIENT DESCRIPTION

Defendant has apparently abandoned her allegation that the description of the property in the agreement of sale was insufficient to identify the property intended to be conveyed. Since defendant’s attorney did, in fact, prepare a deed which defendant refused to sign, such argument is without merit.

UNCONSCIONABILITY

Relying upon the language of Wagner, supra, defendant argues that the granting of specific performance would cause her hardship or injustice because the provisions of the agreement of sale, specifically the total acreage and the purchase price, are unconscionable. As stated in Wagner, unconscionability has generally been recognized to include an absence of meaningful choice on the part [295]*295of one of the parties, together with contract terms which are unreasonably favorable to the other party. The determination of whether a contract is unconscionable is a question of law for the court. Koval v. Liberty Mutual Insurance Company, 366 Pa. Super. 415, 531 A.2d 487 (1987),

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Related

Wagner v. Estate of Rummel
571 A.2d 1055 (Supreme Court of Pennsylvania, 1990)
Koval v. Liberty Mutual Insurance
531 A.2d 487 (Supreme Court of Pennsylvania, 1987)
Rusiski v. Pribonic
515 A.2d 507 (Supreme Court of Pennsylvania, 1986)
Steuart v. McChesney
444 A.2d 659 (Supreme Court of Pennsylvania, 1982)

Cite This Page — Counsel Stack

Bluebook (online)
23 Pa. D. & C.4th 289, 1995 Pa. Dist. & Cnty. Dec. LEXIS 207, Counsel Stack Legal Research, https://law.counselstack.com/opinion/schrack-v-eisenhower-pactcomplclinto-1995.