"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. As is recognized in Restatement (Second) of Contracts, 208, Comment a, (1981): We agree such an analogy is helpful with this analysis. They request reformation of the contract or a finding the contract is invalid. 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. 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. Supreme Court of Michigan. CHONG LOR XIONG and MEE YANG, Defendants/Appellees. Eddie L. Carr, Christopher D. Wolek, Oliver L. Smith, Gibbs Armstrong Borochoff Mullican & Hart, P.C., Tulsa, OK, for Plaintiff/Appellant. 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. We just asked him to help us [sic] half of what the de-cake cost is, and he said no. However, the interpreter didnt understand the litter provision. Released for Publication by Order of the Court of Civil Appeals of Oklahoma, Division No. 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. 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. Under such circumstances, there is no assent to terms. The opposing motions for summary judgment in this case and those filed in companion Case No. Stoll planned to sell or trade the litter. The opposing motions for summary judgment in this case and those filed in companion Case No. An 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 person would accept on the other. FACTS 4 Xiong and Yang are husband and wife. Appeal From The District Court Of Delaware County, Oklahoma; Honorable Robert G. Haney, Trial Judge. 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. 4. 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. 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 . 1 Ronald Stoll appeals a judgment finding a clause in his contract with Chong Lor Xiong and Mee Yang (collectively, Buyers) unconscionable. We affirm the trial court's findings the contract paragraph supporting Stoll's claim is unconscionable and Buyers were entitled to judgment in their favor as a matter of law. Toker v. Westerman . Sign up for our free summaries and get the latest delivered directly to you. Farmers used litter to fertilize their crops. 107, 879, as an interpreter. 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. Try it free for 7 days! 7 After the first growing cycle, Buyers de-caked3 their chicken houses at a cost of $900. Ronald STOLL, Plaintiff/Appellant,v.CHONG LOR XIONG and Mee Yang, Defendants/Appellees. Ross By and Through Ross v. City of Shawnee, 1984 OK 43, 683 P.2d 535. The purchase price is described as "One Hundred Twenty Thousand Dollars ($130,000) [sic]. 1980), accord, 12A O.S. All inferences and conclusions to be drawn from the evidentiary materials must be viewed in a light most favorable to Plaintiff. 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. Stoll valued the litter at about two hundred sixteen thousand dollars. His suit against Buyers was filed the next day. Page 1 of 6 SYLLABUS SOUTHERN CALIFORNIA INSTITUTE OF LAW COURSE: CONTRACTS II CREDIT: 3 Units LOCATION: Ventura Campus DATES: Thursday, 6:30-9:30 PM (1/16/2020-4/23/2020); The Final Exam is on 5/7/2020. Cases and Materials on Contracts - Quimbee The opposing motions for summary judgment in this case and those filed in companion Case No. The Court went on to note: 17 "The question of uneonscionability is one of law for the Court to decide." 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. They claim this demonstrates how unreasonably favorable to one party the chicken litter provisions are and how those provisions are "the personification of the kind of inequality and oppression that courts have found is the hallmark of unconscionability.". The agreement also describes the property as a parcel which is "adjacent to the farm recently purchased by Shong Lee and Yer Xiong Lee," le., Xiong's sister and brother-in-law, who are the defendants in the companion case. Advanced A.I. Eddie L. Carr, Christopher D. Wolek, Oliver L. Smith, Gibbs Armstrong Borochoff Mullican Hart, P.C., Tulsa, OK, for Plaintiff/Appellant. 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. This site is protected by reCAPTCHA and the Google, Oklahoma Court of Civil Appeals Decisions. 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. In posuere eget ante id facilisis. 5 This prior agreement lists the purchase price as $120,000 and there is no provision for a road. "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." 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. 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. 107,879, and hearing was held on the motions in both cases on November 4, 2009. Was the chicken litter clause in the land purchase contract unconscionable? Stoll filed a breach-of-contract claim against the buyers. "The question of unconscionability is one of law for the Court to decide." ACCEPT. 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. The first paragraph on the next page is numbered 10, and paragraph numbering is consecutive through the third page, which contains the parties' signatures. 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. at 1020. 107879. 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. 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. Subscribers can access the reported version of this case. 241 P.3d 301 (2010) Strong v. Sheffield. (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. 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. 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. Compare with Westlaw Opinion No. Their poor English leads them to oversee a provision in the contract stating that they are to also deliver to Stoll (seller) for 30 years the litter from chicken houses that the Buyers had on the property so that Stoll can sell the litter. The Oklahoma Legislature, at 12A O.S.2001 2-302,9 has addressed unconscionability in the context of the sale of goods under the Uniform Commercial Code. 1976 OK 33, 23, 548 P.2d at 1020. Set out the facts of the Stoll v. Xiong case. Subscribers are able to see a list of all the cited cases and legislation of a document. Ronald STOLL, Plaintiff/Appellant, v. CHONG LOR XIONG and Mee Yang, Defendants/Appellees. He claims the trial court should have recognized "the validity of the contract at issue" and granted him judgment as a matter of law. Seller shall have all rights to the litter for a period of 306 years for [sic] the date of closing. 1976 OK 33, 23, 548 P.2d at 1020. He testified he understands some spoken English but can only read a couple written words. technology developed exclusively by vLex editorially enriches legal information to make it accessible, with instant translation into 14 languages for enhanced discoverability and comparative research. 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 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. In opposition to defendant's motion on this issue, plaintiff alleges, "GR has shown the settlement was unconscio.. Midfirst Bank v. Safeguard Props., LLC, Case No. 8. Chong Lor Xiong and Mee Yang are husband and wife. 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. 107880. Stoll v. Xiong 241 P.3d 301 (2010) Figgie International, Inc. v. Destileria Serralles, Inc. 190 F.3d 252 (4th Cir. Buyers shall place the litter from their poultry houses in the litter shed at the end of the growing cycle. Loffland Brothers Company v. Overstreet, 1988 OK 60, 15, 758 P.2d 813, 817. 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. Western District of Oklahoma Defendant testified that plaintiff told her that they had to understand that they had signed over the litter to him. Page one ends with numbered paragraph 7 and the text appears to be in mid-sentence. 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. (60) acre parcel of real estate located in Delaware County, Oklahoma approximately .5 miles East of the current Black Oak Farm, and adjacent to land recently purchased by Shong Lee and Yer Xiong Lee. The purchase price is described as One Hundred Twenty Thousand Dollars ($130,000) [sic]. An 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. The Xiongs asserted that the agreement was inappropriate. 15 In their motion for summary judgment, Buyers argued the contract was unconscionable and there is no "colorable argument that the contract was bargained for between informed parties." The purchase price is described as "One Hundred Twenty Thousand Dollars ($130,000) [sic]. Yang testified at deposition that according to Stoll's representations, the litter could be worth $25 per ton. Gu L, Xiong X, Zhang H, et al. An alternative to lists of cases, the Precedent Map makes it easier to establish which ones may be of most relevance to your research and prioritise further reading. 6 On January 1, 2005, Buyers contracted 2 to purchase from Stoll as Seller a sixty. Xiong had three years of school in Laos and learned to read and write Laotian. He claims the trial court should have recognized "the validity of the contract at issue" and granted him judgment as a matter of law. to the other party.Id. 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. We affirm the trial court's findings the contract paragraph supporting Stoll's claim is unconscionable and Buyers were entitled to judgment in their favor as a matter of law. That judgment is AFFIRMED. 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. 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. UNITED STATES v. XIONG (2001) | FindLaw Stoll included the litter provision in the draft and final contracts. Did the court act appropriately in your opinion? We just asked him to help us [sic] half of what the de-cake cost is, and he said no. It was the plaintiffs idea to include the chicken litter paragraph in the land purchase contract. whether one party is entitled to judgment as a matter of law because there are no material disputed factual questions." He alleged Buyers. Would you have reached the . 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. ", Bidirectional search: in armed robbery He testified he understands some spoken English but can only read a couple written words. Neither Xiong nor Yang could read more than a couple of words. Ross By and Through Ross v. City of Shawnee, 1984 OK 43, 683 P.2d 535. Released for Publication by Order of the Court of Civil Appeals of Oklahoma, Division No. breached a term in the contact and requested the term's enforcement.252 The contract, drafted by Stoll, included a term . 134961. Like in Fickel, the actual price is so gross as to shock the conscience. Court of appeals finds Stoll's 30 year clause unconscionable. Here, a nearly reverse situation exists in that the consideration actually to be paid under the contract far exceeds that stated. Stoll v. Xiong Ross By and Through Ross v. City of Shawnee, 1984 OK 43, 683 P.2d 535. Prior to coming to the United States, Xiong, who is from Laos, became a refugee due to the Vietnam War. Elements: 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. 107,880. Subscribers are able to see the list of results connected to your document through the topics and citations Vincent found. 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. Opinion by WM. She did not then understand "when or what paperwork that we had signed with him giving him the rights to the litters.". 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. 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