Stanton v. Zercher

Citations

• 101 Wash. 383
• 172 P. 559
• 1918 Wash. LEXIS 854

Syllabus

<p>Fraud—Sales—Reliance on Representations. It is actionable deceit to induce tbe sale of a business by false representations as to tbe reputation and earnings of the business, and by exhibiting padded and falsified books and records misrepresenting and concealing tbe true condition and status of tbe business, since tbe purchasers may rely on such representations.</p> <p>Same—Deceit in Sale — Good Will and Income — Measure of Damages. In an action by way of counterclaim for damages for false representation in tbe sale of an insurance business and its good will, in which tbe evidence showed the falsity of tbe representations regarding tbe value of tbe good will as well as regarding tbe amount of the net earnings, the measure of damages was tbe difference between tbe net value of tbe business to tbe buyer, and the net value as it was represented, including the good will, properly defined as the faith of tbe public and tbe probability of tbe continuance of patronage, not as tbe business itself, but as part of tbe assets and personal property; and it is not error to include an instruction as to the good will, notwithstanding testimony that the consideration for the sale was based upon figures as to the commissions which the books showed would be earned.</p> <p>Same. In such a case, the defrauded buyer is entitled to the highest measure of damages allowable under the law and facts, not exceeding the total unpaid consideration, including the good will, which was a calculable item under the facts, although not estimated in any given sum by any witness.</p> <p>Trial—Instructions—Considered as a Whole. Error cannot be predicated upon an instruction which might appear to be misleading, standing alone, where the jury were very fully and properly instructed as to all the issues in other instructions.</p> <p>Fraud—Deceit in Sale •—■ Action eor Damages — Instructions. Upon an issue as to deceit in misrepresenting the net income of an insurance business sold to the defendant, in w