Here, a nearly reverse situation exists in that the consideration actually to be paid under the contract far exceeds that stated. Gu L, Xiong X, Zhang H, et al. View Case Cited Cases Citing Case Cited Cases 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. No. 17 "The question of unconscionability is one of law for the Court to decide." They request reformation of the contract or a finding the contract is invalid. 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. 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. 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. They request reformation of the contract or a finding the contract is invalid. 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. Defendants Chong Lor Xiong and Mee Yang were husband and wife. 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. 107,879, as an interpreter. Supreme Court of Michigan. He alleged Buyers. Would you have reached the . Seller shall have all rights to the litter for a period of 306 years for [sic] the date of closing. Explain the facts of the case and the result. He lived in a refugee camp in Thailand for three years. 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. 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. 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. He contends the contract was valid and enforceable. 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. Appeal From The District Court Of Delaware County, Oklahoma; Honorable Robert G. Haney, Trial Judge. No. - Stoll contracted to sell the Xiong's a 60-acre parcel of land in Oklahoma for $130,000 ($2,000 per acer plus $10,000 for a road). Prior to coming to the United States, Xiong, who is from Laos, became a refugee due to the Vietnam War. Here, a nearly reverse situation exists in that the consideration actually to be paid under the contract far exceeds that stated. Yang didnt understand that signing the contract meant Stoll received the right to the litter. 107,880. Yang is a Hmong immigrant from Laos.1 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. Toker v. Westerman . 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. Couple neglects to provide the chicken litter and neglects to play out the long term arrangement expressed in the agreement. Business Management Business Law BUL 2241 Answer & Explanation Solved by verified expert Answered by thomaskyalo80 Here, a nearly reverse situation exists in that the consideration actually to be paid under the contract far exceeds that stated. 3 On review of summary judgments, the appellate court may, substitute its analysis of the record for the trial court's analysis. STOLL v. XIONG2010 OK CIV APP 110Case Number: 107880Decided: 09/17/2010Mandate Issued: 10/14/2010DIVISION ITHE COURT OF CIVIL APPEALS OF THE STATE OF OKLAHOMA, DIVISION I. RONALD STOLL, Plaintiff/Appellant, He testified that one house de-caking of a house like those of Buyers yields about 20 tons of litter. The actual price Buyers will pay under the paragraph Stoll included in the land sale contract is so gross as to shock the conscience.". Compare with Westlaw Opinion No. 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.". That judgment is AFFIRMED. 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. FACTS 4 Xiong and Yang are husband and wife. Stoll v. Chong Lor Xiong. Did the court act appropriately in your opinion? APPEAL FROM THE DISTRICT COURT OF DELAWARE COUNTY, OKLAHOMA armed robbery w/5 gun, "gun" occurs to Released for Publication by Order of the Court of Civil Appeals of Oklahoma, Division No. 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. 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. Prior to coming to the United States, Xiong, who is from Laos, became a refugee due to the Vietnam War. But do courts enforce terribly unfair contracts? STOLL v. XIONG Important Paras The equitable concept of uneonscionability is meaningful only within the context of otherwise defined factors of onerous inequality, deception and oppression. 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. 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. 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. Under such circumstances, there is no assent to terms. Ross By and Through Ross v. City of Shawnee, 1984 OK 43, 683 P.2d 535. 4 Xiong and Yang are husband and wife. 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." All inferences and conclusions to be drawn from the evidentiary materials must be viewed in a light most favorable to Plaintiff. "The question of unconscionability is one of law for the Court to decide." 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. Globalrock Networks, Inc. v. MCI Commc'ns Servs., Inc., No. We agree. 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. VLEX uses login cookies to provide you with a better browsing experience. He lived in a refugee camp in Thailand for three years. Stoll v. Chong Lor Xiong , 241 P.3d 301 ( 2010 Explain unconscionable contracts and the legal principle behind it. 13 At hearing, the trial court commented: The trial court found the chicken litter clause was unconscionable, granted Buyers' motion for summary judgment, denied Stoll's motion for summary judgment, and entered judgment in favor of Buyers on Stoll's petition. 107,879. Ross By and Through Ross v. City of Shawnee, 1984 OK 43, 683 P.2d 535. Eddie L. Carr, Christopher D. Wolek, Oliver L. Smith, Gibbs Armstrong Borochoff Mullican Hart, P.C., Tulsa, OK, for Plaintiff/Appellant. Yang testified: I don't know if he's supposed to get the chicken litter free or not. He testified that one house de-caking of a house like those of Buyers yields about 20 tons of litter. Mauris finibus odio eu maximus interdum. Xiong, who is from Laos, became a refugee due to the Vietnam War. 107, 879, as an interpreter. He testified he understands some spoken English but can only read a "couple" written words. Subscribers can access the reported version of this case. Released for Publication by Order of the Court of Civil Appeals of Oklahoma, Division No. Stoll v. Xiong. Loffland Brothers Company v. Overstreet, 1988 OK 60, 15, 758 P.2d 813, 817. 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. STOLL v. CHONG LOR XIONG | Cited Cases Home Browse Decisions P.3d 241 P.3d 241 P.3d 301 STOLL v. CHONG LOR XIONG Email | Print | Comments ( 0) No. He contends the contract was valid and enforceable. "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. 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." Xiong had three years of school in Laos and learned to read and write Laotian. https://www.quimbee.com/case-briefs-overview Have Questions about this Case? 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. 1. You can explore additional available newsletters here. 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. Page one ends with numbered paragraph 7 and the text appears to be in mid-sentence. She is a defendant in the companion case, in which she testified she did not think he would take the chicken litter "for free." Elements: Court of Civil Appeals of Oklahoma,Division No. Stoll appealed to the Oklahoma Court of Civil Appeals. 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. This site is protected by reCAPTCHA and the Google, Oklahoma Court of Civil Appeals Decisions. 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. He claims the trial court should have recognized "the validity of the contract at issue" and granted him judgment as a matter of law. Like in Fickel, the actual price is so gross as to shock the conscience. Opinion by Wm. 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. Stoll planned to sell or trade the litter. Don't Miss Important Points of Law with BARBRI Outlines (Login Required). The actual price Buyers will pay under the paragraph Stoll included in the land sale contract is so gross as to shock the conscience. 241 P.3d 301 (2010) Court of Civil Appeals of Oklahoma. 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. Super Glue Corp. v. Avis Rent A Car System, Inc. Get full access FREE With a 7-Day free trial membership Here's why 618,000 law students have relied on our key terms: A complete online legal dictionary of law terms and legal definitions; Eddie L. Carr, Christopher D. Wolek, Oliver L. Smith, GIBBS ARMSTRONG BOROCHOFF MULLICAN & HART, P.C., Tulsa, Oklahoma, for Plaintiff/Appellant, Prior to coming to the United States, Xiong, who is from Laos, became a refugee due to the Vietnam War. Perry v. Green, 1970 OK 70, 468 P.2d 483. Please check back later. 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. Afterwards, the bedding shavings are replenished for the next flock to a level set by Simmons contract. 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. 1 Ronald Stoll appeals a judgment finding a clause in his contract with Chong Lor Xiong and Mee Yang (collectively, Buyers) unconscionable. 3. CASE 9.6 Stoll v. Xiong 9. The parties here provided evidence relating to their transaction. Quimbee has over 16,300 case briefs (and counting) keyed to 223 casebooks https://www.quimbee.com/case-briefs-overview Stoll v. Xiong | 241 P.3d 301 (2010)From signing a lease to clicking a box when downloading an app, people regularly agree to contracts that may include undesirable or unfair terms. Unconscionability is directly related to fraud and deceit. 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. "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. Nantz v. Nantz, 1988 OK 9, 10, 749 P.2d 1137, 1140. Western District of Oklahoma Lastly, the court ruled that the consideration actually to be paid under the contract far exceeded that stated. Buyers shall place the litter from their poultry houses in the litter shed at the end of the growing cycle. 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. The opposing motions for summary judgment in this case and those filed in companion Case No. 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. 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. at 1020. Brown v. Nicholson, 1997 OK 32, 5, 935 P.2d 319, 321. Under such circumstances, there is no assent to terms. COA No. Fickel v. Webb, 1930 OK 432, 293 P. 206; Morton v. Roberts, 1923 OK 126, 213 P. 297. 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. The court concluded that, effectively, plaintiff either made himself a partner in the defendants business for no consideration or he would receive almost double to much more than double the purchase price for his land over thirty years. Xiong had three years of school in Laos and learned to read and write Laotian. 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. Seller shall empty the litter shed completely between growing cycles so that the shed will be available for use by Buyers when needed. He claims the trial court should have recognized "the validity of the contract at issue" and granted him judgment as a matter of law. 1976 OK 33, 23, 548 P.2d at 1020. That judgment is AFFIRMED. Phillips Machinery Company v. LeBond, Inc., 494 F. Supp. 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. 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. Did the court act appropriately in your opinion? Prior to coming to the United States, defendant Xiong, who was from Laos, became a refugee due to the Vietnam War. Facts. 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. Under the contract, the buyers paid Stoll two thousand dollars per acre and an additional ten thousand dollars for construction of an access road. 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. Court of Civil Appeals of Oklahoma, Division No. 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. Compare with Westlaw Opinion No. I don't know if he's supposed to get the chicken litter free or not. 107,879. 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. 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. The de-caking process involves removal of some of the upper layer of bedding used by a flock. As is recognized in Restatement (Second) of Contracts, 208, Comment a, (1981): We agree such an analogy is helpful with this analysis. 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. Farmers used litter to fertilize their crops. Stoll v. Xiong 241 P.3d 301 (2010) Figgie International, Inc. v. Destileria Serralles, Inc. 190 F.3d 252 (4th Cir. Stoll v. Xiong Mr and Mrs. Xiong are foreigners with restricted English capacities. Released for Publication by Order of the Court of Civil Appeals of Oklahoma,Division No. Unconscionability is directly related to fraud and deceit. In posuere eget ante id facilisis. The buyers of a chicken farm ended up in court over one such foul contract in Stoll versus Xiong.Chong Lor Xiong spoke some English. 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."). However, at her own deposition, Ms. Lee was herself assisted by an interpreter. Perry v. Green, 1970 OK 70, 468 P.2d 483. He testified he understands some spoken English but can only read a "couple" written words. 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 All inferences and conclusions to be drawn from the evidentiary materials must be viewed in a light most favorable to Plaintiff. Private DEMYSTIFYING PUBLISHING CONTRACTS 6 Key Clauses Found in Commercial Contracts After arriving in the United States, he attended an adult school for two years where he learned to speak English and learned the alphabet. Afterwards, the bedding shavings are replenished for the next flock to a level set by Simmons' contract. She did not then understand "when or what paperwork that we had signed with him giving him the rights to the litters.". 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. She did not then understand "when or what paperwork that we had signed with him giving him the rights to the litters.". 2 The three-page Agreement to Sell Real Estate appears to be missing a page. The court held that the clause at issue provided that the plaintiff seller was entitled to all the chicken litter from the defendants poultry houses on the subject property for 30 years and that the defendants were to construct a poultry litter shed on the property to store the litter. (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. This prior agreement lists the purchase price as $120,000 and there is no provision for a road. 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. breached a term in the contact and requested the term's enforcement.252 The contract, drafted by Stoll, included a term . All inferences and conclusions to be drawn from the evidentiary materials must be viewed in a light most favorable to Plaintiff. And I have tried to think of an example that I think was more unconscionable than the situation than (sic) I find to have been here as far as that clause. ", (bike or scooter) w/3 (injury or 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. He contends the contract was valid and enforceable. 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.
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