Alvord v. Spring Valley Gold Co.

Citations

• 106 Cal. 547
• 40 P. 27
• 1895 Cal. LEXIS 639

Syllabus

<p>Corporations—Conveyance from Foreign to Domestic Corporation— Assumption of Mortgage—Estoppel to Deny Validity.—Where a mortgage was made by a foreign corporation on mining property situated in California, and the property was subsequently conveyed to a California corporation which expressly assumed, undertook, and bound itself to pay the mortgage indebtedness, the domestic corporation is thereby estopped to deny the validity of the mortgage, and the effect of the recital is to charge the land with the lien as effectually as if the purchaser had executed a mortgage of the same purport.</p> <p>Id.—Construction of Deed — Specific Covenants not Controlled by General Language.—Where the deed recites the existence of a specific bonded indebtedness, and that it is subject to a specific mortgage given to secure that indebtedness, and contains an express covenant to pay all of the present indebtedness “above specified,” the specific language cannot be controlled by general language following by which the grantee undertakes to perform all the “ lawful obligations” of the grantor, and the effect of the specific covenants is not limited to lawful obligations.</p> <p>Secondary Evidence—Preliminary Proof.—Secondary evidence of the contents of a missing document not in possession of the adverse party, cannot be given when the proof shows that there is a person who might probably have it, of whom no inquiry has been made, but the preliminary proof should show that inquiry had been made, without result, of every person who, according to the evidence, would be likely to have the document, or to know of its whereabouts.</p>