Republic of France v. Maurice O'Meara Co.

Headnote

Contract — sale ■ — ■ Statute of Frauds — when letters insufficient to con- ■ stitute a contract.

Republic of France v. O’Meara Co., 206 App. Div. 739 , affirmed.

Appeal, by permission, from a judgment of the Appellate Division of the Supreme Court in the first judicial department, entered June 9, 1923, affirming a judgment in favor of defendant entered upon a dismissal of the complaint by the court at a Trial Term. The action was to recover upon an alleged contract of sale. The defense was the Statute of Frauds. Plaintiff claimed that the following two letters constituted a contract:

“ May 24, 1918.

i\yr -it/r n My dear Mr. Goulard:

“ I beg to confirm by the present letter our telephonic conversation and to inform you that the Office National de la Presse, in Paris, is ready to buy from your firm 3,000 tons of newsprint paper, at a price not exceeding $75.00 the ton of 2,000 English pounds, F. O. B. New York.

“ On these 3,000 tons, 2,125 tons should be delivered in rolls of 29% inches and 875 tons in rolls of 34% inches.

“ No paper should be shipped from the mills before August 15th, 1918.

“ If this is satisfactory and you agree on the above basis, I shall ask Mr. Frederick Allain, the legal adviser of the French High Commission, to draw a formal agreement which we could sign next week. This agreement will be similar to our previous agreement. It will be only be understood.

“ A. That the paper will be accepted by us, irrespective whether the Government prohibits the exportation of newsprint or not;

“ B. That any increase in the railroad transportation, ordered by the Government will be supported by the purchasers.

“ This as you will surely notice it, is in favor of the seller.

“ Believe me, dear Mr. Goulard,

“ Yours very truly,

“(Signed) STEPHANE LAUZANNE.”

“ New York, May 25th, 1918.

“ M. Stephans Lauzanne,

“ Vanderbilt Hotel,

“ Room 1517, New York:

“ My dear M. Lauzanne:

“ I have your esteemed favor of the 24th in regard to 3,000 tons of newsprint paper, and the proposition you put forth is acceptable to us, so will you kindly have

M. Frederic Allain draw up an agreement, as per your letter?

“ I will be down at the French Commission at 10:30 a. m., Wednesday to sign it.

“ Yours very sincerely,

“ THOMAS C. GOULARD.”

The trial court dismissed the complaint on the ground that the letters did not and were not intended to constitute a contract but were a mere memorandum of terms intended to be thereafter drafted and formally executed.