Occurs where one or both of the parties to a contract have an erroneous belief about a material (important, fundamental) aspect of the contract - such as its subject matter, value, or some other aspect of the contract Mistakes may be either unilateral or mutual Click the card to flip Flashcards Learn Test Match Created by carbrooks64 7. Brown v. Nicholson, 1997 OK 32, 5, 935 P.2d 319, 321. The actual price Buyers will pay under the paragraph Stoll included in the land sale contract is so gross as to shock the conscience. No. He testified that one house de-caking of a house like those of Buyers yields about 20 tons of litter. 8. Stoll appealed to the Oklahoma Court of Civil Appeals. View Case Cited Cases Citing Case Cited Cases Was the chicken litter clause in the land purchase contract unconscionable? 5. He also testified he had independent knowledge, due to having put shavings into ten houses eight weeks prior to his deposition on April 9, 2009, that a chicken house estate located in the same size as Buyers' houses took one semi load of shavings at a cost of $1,600 per load. They request reformation of the contract or a finding the contract is invalid. His access to chicken litter was denied in that case in late 2008. Stoll v. Xiong Case Brief Summary | Law Case ExplainedDeciphering Scholarly Publishing Contracts: Books Negotiating Literary Translation Contracts UCC Codes: UCC 1-308 Without Prejudice Sign this way \u0026 don't contract! He lived in a refugee camp in Thailand for three years. ", Bidirectional search: in armed robbery Private DEMYSTIFYING PUBLISHING CONTRACTS 6 Key Clauses Found in Commercial Contracts Couple neglects to provide the chicken litter and neglects to play out the long term arrangement expressed in the agreement. 330 (1895) Structural Polymer Group, Ltd. v. Zoltek Corp. 543 F.3d 987 (2008) Sullivan v. O'Connor. Mauris finibus odio eu maximus interdum. Here, a nearly reverse situation exists in that the consideration actually to be paid under the contract far exceeds that stated. Defendants Chong Lor Xiong and Mee Yang were husband and wife. Western District of Oklahoma. Stoll claimed his work to level and clear the land justified the higher price.This contract also entitled Stoll to the chicken litter generated on the farm for the next thirty years. 1. An order granting summary relief, in whole or in part, disposes solely of law questions and hence is reviewable by a de novo standard. 9 Stoll's petition claims Buyers breached their contract with him by attempting to sell their chicken litter to someone else and asks for specific performance and a temporary injunction to prevent any sales to third-parties. The Court went on to note: 17 "The question of uneonscionability is one of law for the Court to decide." The parties here provided evidence relating to their transaction. 107,879, brought by Stoll against Xiong's sister, Yer Lee, and her husband, Shong Lee, to enforce provisions of a contract containing the same 30-year chicken litter provision, were argued at a single hearing. 318, 322 (N.D. Okla. 1980), accord, 12A O.S.2001 2-302, Oklahoma Code Comment ("Note that the determination of 'unconscionable' is one of law for the court."). Similar motions were filed in companion Case No. Afterwards, the bedding shavings are replenished for the next flock to a level set by Simmons contract. Released for Publication by Order of the Court of Civil Appeals of Oklahoma, Division No. After 2008, rising oil prices drove up the cost of commercial fertilizer, but before then he had not sold litter for more than $12 per ton. He contends the contract was valid and enforceable. According to his petition, Stoll discovered Yang and Xiong were selling the chicken litter to others and the chicken litter shed was empty on or about March 24, 2009. I don't know if he's supposed to get the chicken litter free or not. And to be real honest with you, I can't think of one. Effectively, Stoll either made himself a partner in their business for no consideration or he would receive almost double to way over double the purchase price for his land over thirty years. He contends the contract was valid and enforceable. An order granting summary relief, in whole or in part, disposes solely of law questions and hence is reviewable by a de novo standard. Nearby land had sold for $1,200 per acre. Stoll v. Chong Lor Xiong, 241 P.3d 301 (Okla. Civ. The Oklahoma Legislature, at 12A O.S. Search over 120 million documents from over 100 countries including primary and secondary collections of legislation, case law, regulations, practical law, news, forms and contracts, books, journals, and more. Make your practice more effective and efficient with Casetexts legal research suite. He contends the contract was valid and enforceable. 4. 12 The paragraph at the center of this dispute reads: The number is hand-written in this agreement and typed in the paragraph in the companion case, but both contain the same text. Opinion by WM. Hetherington, Judge. Xiong had three years of school in Laos and learned to read and write Laotian. Stoll v. Chong Lor Xiong - 2010 OK CIV APP 110, 241 P.3d 301 Rule: The equitable concept of unconscionability is meaningful only within the context of otherwise defined factors of onerous inequality, deception, and oppression. The basic test of unconscionability of a contract is whether under the circumstances existing at the time of making of the contract, and in light of the general commercial background and commercial need of a particular case, clauses are so one-sided as to oppress or unfairly surprise one of the parties. 2nd Circuit. He was unsure what damages he would sustain from not having the litter but had told people he would "have litter for sale, now it's not available." 1999) Howe v. Palmer 956 N.E.2d 249 (2011) United States Life Insurance Company v. Wilson 18 A.3d 110 (2011) Wucherpfennig v. Dooley 351 N.W.2d 443 (1984) Lamps Plus, Inc. v. Varela Applying these figures, the annual value of the litter from de-caking alone (i.e.,which does not include additional volumes of litter from a complete clean out) appears to range from roughly $7,200 to $15,000. 1 Ronald Stoll appeals a judgment finding a clause in his contract with Chong Lor Xiong and Mee Yang (collectively, Buyers) unconscionable. Xiong had three years of school in Laos and learned to read and write Laotian. She testified Stoll told her "that we had to understand that we had signed over the litter to him." As is recognized in Restatement (Second) of Contracts, 208, Comment a, (1981): Uniform Commercial Code 2-302 is literally inapplicable to contracts not involving the sale of goods, but it has proven very influential in non-sales cases. She testified Stoll told her "that we had to understand that we had signed over the litter to him." The trial court found the chicken litter clause in the land purchase contract unconscionable as a matter of law and entered judgment in Buyers' favor. 1980), accord, 12A O.S. We agree such an analogy is helpful with this analysis. According to his petition, Stoll discovered Yang and Xiong were selling the chicken litter to others and the chicken litter shed was empty on or about March 24, 2009.4 His suit against Buyers was filed the next day. 35- Apply (in your own words) the three required elements of unconscionability to the facts of the case Stoll v. Xiong. Ross By and Through Ross v. City of Shawnee, 1984 OK 43, 683 P.2d 535. Bendszus M, Nieswandt B, Stoll G. (2007) Targeting platelets in acute experimental stroke: impact of glycoprotein Ib, VI, and IIb/IIIa blockade on infarct size, functional . Stoll v. Xiong. That judgment is AFFIRMED. However, the interpreter didnt understand the litter provision. 4 His suit against Buyers was filed the next day. 16 In Barnes v. Helfenbein, 1976 OK 33, 548 P.2d 1014, the Court, analyzing the equitable concept of unconscionability in the context of a loan with the Uniform Consumer Credit Code, 14A O.S.1971 1-101, et seq., found that "[a]n unconscionable contract is one which no person in his senses, not under delusion would make, on the one hand, and which no fair and honest man would accept on the other." He also claims he is entitled to immediate possession and if the litter has been taken in execution of a judgment against him, is exempt from being so taken. We just asked him to help us [sic] half of what the de-cake cost is, and he said no. Farmers used litter to fertilize their crops. Brown v. Nicholson, 1997 OK 32, 5, 935 P.2d 319, 321. because the facts are presented in documentary form. The opposing motions for summary judgment in this case and those filed in companion Case No. Stoll v. Chong Lor Xiong, 2010 OK CIV APP 110, 16. pronounced. 1 Ronald Stoll appeals a judgment finding a clause in his contract with Chong Lor Xiong and Mee Yang (collectively, Buyers) unconscionable. 1. make, on the one hand, and which no fair and honest man would accept on the other." Page one ends with numbered paragraph 7 and the text appears to be in mid-sentence. Xiong had three years of school in Laos and learned to read and write Laotian . 18 According to Stoll's deposition testimony in the companion case, which testimony is provided to support his motion for summary judgment in this case, it was his idea to include the chicken litter paragraph in the land purchase contract. Xiong had three years of school in Laos and learned to read and write Laotian. He also claims he is entitled to immediate possession and if the litter has been taken in execution of a judgment against him, is exempt from being so taken. Like in Fickel, the actual price is so gross as to shock the conscience. He lived in a refugee camp in Thailand for three years. Thus, the court agreed with the defendants that no fair and honest person would propose, and no rational person would enter into, a contract containing a clause imposing a premium for land and which, without any consideration to them, imposed additional costs in the hundreds of thousands over a thirty-year period that both were unrelated to the land itself and exceeded the value of the land. That judgment is AFFIRMED. No. STOLL v. XIONG 2010 OK CIV APP 110 Case Number: 107880 Decided: 09/17/2010 Mandate Issued: 10/14/2010 DIVISION I THE COURT OF CIVIL APPEALS OF THE STATE OF OKLAHOMA, DIVISION I RONALD STOLL, Plaintiff/Appellant, v. CHONG LOR XIONG and MEE YANG, Defendants/Appellees. However, at her own deposition, Ms. Lee was herself assisted by an interpreter. A few years before this contract, other property in the area sold for one thousand two hundred dollars an acre. This prior agreement lists the purchase price as $120,000 and there is no provision for a road. Stoll included the litter provision in the draft and final contracts. Eddie L. Carr, Christopher D. Wolek, Oliver L. Smith, Gibbs Armstrong Borochoff Mullican & Hart, P.C., Tulsa, OK, for Plaintiff/Appellant. Fichei v. Webb, 1930 OK 432, 293 P. 206; Morton v. Roberts, 1923 OK 126, 213 P. 297. Buyers responded, arguing their illiteracy forced them to rely upon representations made to them and the interpreter available to them, Xiong's sister, explained the land purchase price but did not herself understand the meaning of the chicken litter paragraph.8. "Ordinarily the mere inadequacy of consideration is not sufficient ground, in itself, to justify a court in canceling a deed, yet where the inadequacy of the consideration was so gross as to shock the conscience, and the grantor was feeble-minded and unable to understand the nature of his contract, a strong presumption of fraud arises, and unless it is successfully rebutted, a court of equity will set aside the deed so obtained." 1 Ronald Stoll appeals a judgment finding a clause in his contract with Chong Lor Xiong and Mee Yang (collectively, Buyers) unconscionable. But in any country, no one will buy you a free lunch or provide you a - or give you a free cigarette pack of three dollars. 269501. 19 An analogy exists regarding the cancellation of deeds. They request reformation of the contract or a finding the contract is invalid. This purchase price represents $2,000 per acre and $10,000 for the cost of an access road to be constructed to the property by Seller. The agreement also describes the property as a parcel which is adjacent to the farm recently purchased by Shong Lee and Yer Xiong Lee, i.e., Xiong's sister and brother-in-law, who are the defendants in the companion case. Ross By and Through Ross v. City of Shawnee, 1984 OK 43, 683 P.2d 535. The actual price Buyers will pay under the paragraph Stoll included in the land sale contract is so gross as to shock the conscience.". Defendants answered that the sales contract has merged into their deed filed in 2005 without incorporation of the provision on chicken litter such that the provision cannot run with the land. Plaintiffs petition claimed that defendants breached their contract with him by attempting to sell their chicken litter to someone else and asked for specific performance and a temporary injunction to prevent any sales to third-parties. Stoll v. Chong Lor Xiong. He testified he understands some spoken English but can only read a "couple" written words. Subscribers are able to see the list of results connected to your document through the topics and citations Vincent found. "Although a trial court in making a decision on whether summary judgment is appropriate considers factual matters, the ultimate decision turns on purely legal determinations, i.e. Released for Publication by Order of the Court of Civil Appeals of Oklahoma, Division No. 5 According to Stoll, on November 8, 2004, Buyers signed a "preliminary" version of the contract which he did not execute, the contract terms at issue are the same as those in the executed January 1, 2005 contract, and they had time to have the disputed terms explained to them during the interim. 8 Xiong testified that in February of 2009 he had traded the chicken litter from the first complete clean out of their six houses for shavings. Under such circumstances, there is no assent to terms. Here, a nearly reverse situation exists in that the consideration actually to be paid under the contract far exceeds that stated. Here, a nearly reverse situation exists in that the consideration actually to be paid under the contract far exceeds that stated. Xiong testified at deposition that they raised five flocks per year in their six houses. 1 Her deposition testimony was taken using Yer Lee, a defendant in companion Case No. He alleged Buyers had a prior version of their agreement5 which contained the same paragraph in dispute but did not attempt to have it translated or explained to them and they should not benefit by failing to take such steps or from their failure to read the agreement. (2) When it is claimed or appears to the court that the contract or any clause thereof may be unconscionable the parties shall be afforded a reasonable opportunity to present evidence as to its commercial setting, purpose and effect to aid the court in making the determination. He alleged Buyers had a prior version of their agreement which contained the same paragraph in dispute but did not attempt to have it translated or explained to them and they should not benefit by failing to take such steps or from their failure to read the agreement. Nantz v. Nantz, 1988 OK 9, 10, 749 P.2d 1137, 1140. . He testified he understands some spoken English but can only read a "couple" written words. Defendant testified that plaintiff told her that they had to understand that they had signed over the litter to him. After arriving in the United States, he attended an adult school for two years in St. Paul, Minnesota, where he learned to speak English and learned the alphabet. Stoll v. Xiong Mr and Mrs. Xiong are foreigners with restricted English capacities. 3 On review of summary judgments, 27 Citing Cases From Casetext: Smarter Legal Research Loffland Bros. Co. v. Overstreet Download PDF Check Treatment Red flags, copy-with-cite, case summaries, annotated statutes and more. After arriving in the United States, he attended an adult school for two years in St. Paul, Minnesota, where he learned to speak English and learned the alphabet. 1. Under Stoll's interpretation of paragraph 10, Buyers' separate business would generate an asset for thirty years for which they receive no consideration and would serve as additional payment to him over and above the stated price for the land. 2. Globalrock Networks, Inc. v. MCI Communications Services, Inc. Prior to coming to the United States, Xiong, who is from Laos, became a refugee due to the Vietnam War. Stoll v. Chong Lor Xiong , 241 P.3d 301 ( 2010 Explain unconscionable contracts and the legal principle behind it. The three-page Agreement to Sell Real Estate appears to be missing a page. His suit against Buyers was filed the next day. 107,879. Fickel v. Webb, 1930 OK 432, 293 P. 206; Morton v. Roberts, 1923 OK 126, 213 P. 297. He contends the contract was valid and enforceable. 2 When addressing a claim that summary adjudication was inappropriate, we must examine the pleadings, depositions, affidavits and other evidentiary materials submitted by the parties and affirm if there is no genuine issue as to any material fact and the movant is entitled to judgment as a matter of law. https://www.quimbee.com/case-briefs-overview Have Questions about this Case? Stoll v. Chong Lor Xiong, 241 P.3d 301, 305 (2010) (citations omitted). Seller shall have all rights to the litter for a period of 306 years for [sic] the date of closing. Seller shall have all rights to the litter for a period of 306 years for [sic] the date of closing. Brown v. Nicholson, 1997 OK 32, 5, 935 P.2d 319, 321. Prior to coming to the United States, Xiong, who is from Laos, became a refugee due to the Vietnam War. He testified that one house de-caking of a house like those of Buyers yields about 20 tons of litter. September 17, 2010. 10th Circuit. Seller shall empty the litter shed completely between growing cycles so that the shed will be available for use by Buyers when needed. whether one party is entitled to judgment as a matter of law because there are no material disputed factual questions." Like in Fickel, the actual price is so gross as to shock the conscience. armed robbery w/5 gun, "gun" occurs to All inferences and conclusions to be drawn from the evidentiary materials must be viewed in a light most favorable to Plaintiff. 20 Buyers argue no fair and honest person would propose and no rational person would enter into a contract containing a clause imposing a premium for land and which, without any consideration to them, imposes additional costs in the hundreds of thousands over a thirty-year period that both are unrelated to the land itself and exceed the value of the land. He also claims he is entitled to immediate possession and if the litter has been taken in execution of a judgment against him, is exempt from being so taken. 2001 2-302[ 12A-2-302], has addressed uneonscionability in the context of the sale of goods under the Uniform Commercial Code. Stoll valued the litter at about two hundred sixteen thousand dollars. 2 When addressing a claim that summary adjudication was inappropriate, we must examine the pleadings, depositions, affidavits and other evidentiary materials submitted by the parties and affirm if there is no genuine issue as to any material fact and the movant is entitled to judgment as a matter of law. 3 On review of summary judgments, the appellate court may substitute its analysis of the record for the trial court's analysis because the facts are presented in documentary form. If you click on 'Accept' or continue browsing this site we consider that you accept our cookie policy. For thirty years, the estimated value of the de-caked chicken litter using Stoll's $12 value would be $216,000, or roughly an additional $3,325.12 more per acre just from de-caked chicken litter sales than the $2,000 per acre purchase price stated on the first page of the contract. All inferences and conclusions to be drawn from the evidentiary materials must be viewed in a light most favorable to Plaintiff. They argued Stoll's own inability to articulate a reason any party would agree to give their chicken litter away when they also had to bear all the costs of generating it. Please check back later. The parties here provided evidence relating to their transaction. Stoll testified he believed his land was worth $2,000 per acre rather than the $1,200 per acre price of nearby land in 2004 due to the work he had done to clear and level it. The trial court found the chicken litter clause was unconscionable as a matter of law. 1. He also testified he had independent knowledge, due to having put shavings into ten houses eight weeks prior to his deposition on April 9, 2009, that a chicken house the same size as Buyers' houses took one semi load of shavings at a cost of $1,600 per load. The trial court found the litter provision unconscionable and granted summary judgment in the buyers favor. 10 Buyers answered and stated affirmative defenses and counter claims, including that the sales contract has merged into their deed filed February 18, 2005 without incorporation of the provision on chicken litter such that the provision can not run with the land; impossibility of performance due to Stoll's violations of concentrate feeding operations statutory provisions; unconscionability of the contract; fraud due to Stoll's failure to provide cost information despite their limited language skills; trespass; and damages for harm to a shed caused by Stoll's heavy equipment. The agreement also describes the property as a parcel which is "adjacent to the farm recently purchased by Shong Lee and Yer Xiong Lee," i.e., Xiong's sister and brother-in-law, who are the defendants in the companion case. If this transaction closes as anticipated, Buyers shall be obligated to construct a poultry litter shed on the property with a concrete floor measuring at least 43 feet by 80 feet. DIGITAL LAW Electronic Contracts and Licenses 2. 4 Factual descriptions are somewhat confusing in some of parts of Stoll's motion due to a reliance upon his deposition taken in Stoll v. Lee, companion Case No. Plaintiff appealed. The actual price Buyers will pay under the paragraph Stoll included in the land sale contract is so gross as to shock the conscience. This site is protected by reCAPTCHA and the Google, Oklahoma Court of Civil Appeals Decisions. As is recognized in Restatement (Second) of Contracts, 208, Comment a, (1981): We agree such an analogy is helpful with this analysis. letters. Stoll moved for summary judgment in his favor, claiming there was no dispute Buyers signed the Agreement to Sell Real Estate on January 1, 2005, and under that agreement he was entitled to the chicken litter for 30 years. She received no education in Laos and her subsequent education consists of a six month "adult school" program after her arrival in 1985 in the United States at age 19. 9 Stoll's petition claims Buyers breached their contract with him by attempting to sell their chicken litter to someone else and asks for specific performance and a temporary injunction to prevent any sales to third-parties. When they bought a chicken farm next door to Xiong's sister and her husband, seller Ronald Stoll (plaintiff) gave them a preliminary contract to review that specified a price of $2,000 per acre. 9 Stoll's petition claims Buyers breached their contract with him by attempting to sell their chicken litter to someone else and asks for specific performance and a temporary injunction to prevent any sales to third-parties. App. The court affirmed the district courts judgment. Midfirst Bank v. Safeguard Props., LLC, Case No. Nearby land had sold for $1,200 per acre. 17 "The question of unconscionability is one of law for the Court to decide." Stoll testified in a deposition taken in the companion case that the litter had value to him because "I was trading it for a litter truck and a tractor." Ronald STOLL, Plaintiff/Appellant, v. CHONG LOR XIONG and Mee Yang, Defendants/Appellees. Her deposition testimony was taken using Yer Lee, a defendant in companion Case No. Under Stoll's interpretation of paragraph 10, Buyers' separate business would generate an asset for thirty years for which they receive no consideration and would serve as additional payment to him over and above the stated price for the land. Under Stoll's interpretation of paragraph 10 (which was his "idea"), the land sale contract is onerous to one side of the contracting parties while solely benefitting the other, and the parties to be surcharged with the extra expense were, due to language and education, unable to understand the nature of the contract. Lastly, the court ruled that the consideration actually to be paid under the contract far exceeded that stated. 10 Buyers answered and stated affirmative defenses and counter claims, including that the sales contract has merged into their deed filed February 18, 2005 without incorporation of the provision on chicken litter such that the provision can not run with the land; impossibility of performance due to Stoll's violations of concentrate feeding operations statutory provisions; unconscionability of the contract; fraud due to Stoll's failure to provide cost information despite their limited language skills; trespass; and damages for harm to a shed caused by Stoll's heavy equipment. Buyers responded, arguing their illiteracy forced them to rely upon representations made to them and the interpreter available to them, Xiong's sister, explained the land purchase price but did not herself understand the meaning of the chicken litter paragraph.8. Brown v. Nicholson, 1997 OK 32, 5, 935 P.2d 319, 321. Chong Lor Xiong and Mee Yang are husband and wife. Unconscionability is directly related to fraud and deceit. 10 Buyers answered and stated affirmative defenses and counter claims, including that the sales contract has merged into their deed filed February 18, 2005 without incorporation of the provision on chicken litter such that the provision can not run with the land; impossibility of performance due to Stoll's violations of concentrate feeding operations statutory provisions; unconscionability of the contract; fraud due to Stoll's failure to provide cost information despite their limited language skills; trespass; and damages for harm to a shed caused by Stoll's heavy equipment. You already receive all suggested Justia Opinion Summary Newsletters. 33-The case Turner Broadcasting v. McDavid is one of my favorite cases in the textbook. However, Stoll added a provision in the contract requesting that the buyers deliver the litter of chickens from chicken houses on the property for the next . 11 Buyers moved for summary judgment, arguing there is no dispute about material facts, the contract is unconscionable as a matter of law, and that as a consequence of this unconscionability, all of Stoll's claims should be denied and judgment be entered in their favor. Expert Answer 1st step All steps Answer only Step 1/2 Unconscionable contracts are those that are so o. to the other party.Id. She testified Stoll told her that we had to understand that we had signed over the litter to him. She did not then understand when or what paperwork that we had signed with him giving him the rights to the litters.. 14 Stoll argues the trial court erred in finding the chicken litter clause was unconscionable as a matter of law, "by considering the fairness of the contract," and by considering "anything other than fraud, duress, undue influence, mistake, or illegality of the contract." Uneonscionability is directly related to fraud and deceit. He alleged Buyers had a prior version of their agreement5 which contained the same paragraph in dispute but did not attempt to have it translated or explained to them and they should not benefit by failing to take such steps or from their failure to read the agreement.