Wagner v. McClay
306 Ill. 560 · Illinois Supreme Court · 1923
Facts
Wagner & Nevin (plaintiffs in error) obtained an option contract from William and Lizzie McClay (defendants in error) to purchase coal underlying 80 acres in Perry County, Illinois. The contract, under seal and with $1 consideration, initially set the price at $4000, but was later changed to $2400 by indelible pencil. Plaintiffs in error mailed a letter accepting the option and offering to pay the $2400, which the McClays admitted receiving. Subsequently, William McClay and his son visited the plaintiffs' place of business, stating they did not wish to accept the amended contract as $2400 was insufficient. A key dispute was whether Lizzie McClay consented to the price change, with her and her family testifying she was not present and did not agree to sell for $2400.
Procedural history
Plaintiffs in error filed a bill for specific performance in the circuit court of Perry County. After a hearing on the bill, plea, and answer, the circuit court found against the plaintiffs in error and dismissed the bill for want of equity. Plaintiffs in error then sued out a writ of error to this court.
Issue
1. Was the option contract, with the changed price, valid and enforceable against both William and Lizzie McClay, considering the dispute over Lizzie's consent to the price change and the timing of acceptance versus revocation? 2. Was the property description in the contract sufficiently definite for specific performance?
Holding
The court held the option contract was binding on William McClay because the acceptance was mailed before his attempted revocation. However, the contract was not enforceable against Lizzie McClay due to insufficient clear and positive evidence that she consented to the price change, particularly concerning her homestead and dower rights. The property description was deemed sufficiently definite.
Rule
An option contract supported by consideration or under seal is irrevocable before its expiration. A sealed executory contract cannot be altered by parol agreement. Acceptance of an offer is binding when a letter of acceptance is properly mailed, especially when circumstances imply mail as a means of communication, while revocation is effective only upon receipt. A decree for specific performance requires clear, definite, and certain evidence, particularly when affecting homestead and dower rights. A contract can be binding on one party even if not binding on another.
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