J. B. Ehrsam & Sons Manufacturing Co. v. Jackman

Citations

• 73 Kan. 435
• 85 P. 559

Syllabus

<p>SYLLABUS BY THE COURT.</p> <p>1. Contracts — Sale of Machinery — Guaranty—Conditional Test. It is competent for parties to a contract for the sale of mill machinery and its installation in a mill to provide that a guaranteed capacity shall toe demonstrated by an actual operation of the mill under certain conditions before payment-of the price. Such a provision is not collateral, and the prescribed test must be made or waived before an action for the price can be maintained.</p> <p>2. - Agreement Construed — Condition Precedent to Payment. A contract for the sale of mill machinery and its installation in a mill which provides that when the machinery is operated so as to meet the requirements of a milling guaranty under which it is sold the purchaser will accept and pay for it, which guarantees that the mill will perform according to the milling guaranty when operated by the seller, and which requires the purchaser to furnish wheat, labor and power to operate the mill at its full capacity when the seller is ready to operate it, contemplates a mill-run demonstration of the guaranteed capacity of the mill as a condition precedent to the payment of the price.</p> <p>3. -Rules of Interpretation. In arriving at the meaning of a contract the court should give effect to each word if possible, should take into consideration all its parts in ascertaining the meaning of each particular part, should construe written and printed portions together when they do not contradict each other, and should give weight to the practical construction placed upon the instrument by the parties themselves before litigation arose.</p> <p>4. -Default of Purchaser. If the purchaser of mill machinery under a contract of the character described should, upon request of the seller, furnish wheat for a test run, but the wheat should be inferior in quality to that stipulated for and the mill should fail to develop its guaranteed capacity, the purchaser cannot take advantage of his own default and clai