Wheeler v. New Brunswick & Canada Railroad

Citations

• 115 U.S. 29
• 5 S. Ct. 1061
• 29 L. Ed. 341
• 1885 U.S. LEXIS 1810

Syllabus

<p>A, by letter dated January 81, acknowledged to B, Vice-President of C, a Corporation, that he had bought of him as representative of C, one thousand tons of old rails for delivery before August 1, and also two to six hundred tons for delivery between August 1 and October 1. B, by letter of same date, signed in the corporate name, B, Vice-President, accepted the order, and agreed to deliver the rails. On the 17th February B wrote A, enclosing a corporate ratification of the sale which stated the ton as “ per ton of 2,000 pounds.” A replied February 28 that he understood at the time of the sale, and still understood the sale to be “ absolute, final, unconditional,” needing no ratification, and that the number of pounds in each ton undpr the contract “ was not 2,000 but- 2,240.” C made no answer before June 14, when it notified A that it had 1,000 tons old rails ready for delivery, and that without waiving its rights under the contract, to avoid dispute it made the tender, “at gross weight of 2,240 lbs. to the ton.” A replied that he did “ not recognize the existence of any such contract of sale,” and declined to designate a place for delivery. The court below found that B had authority to make the contract, and that each party at the time of its making understood the word “ ton ” to mean a ton of 2,240 pounds. On these facts, Held, (1) That there was a legal contract between the parties ; (2) That C was not estopped from setting it up against A ; (3) That the contract was.- not repudiated and terminated by C in such manner as to discharge A from further obligation ; (4) That Á was bound to accept from C, between August 1 and October 1, any amount of rails between the ■ limits of two hundred tons and six hundred tons.</p>