Story Case

The Style-No-Better Haberdasher Store, owned by Lawrence Dunlap was for sale. George Ulman desired to purchase it but he and Dunlap could meet on no definite terms. However, as each of them was anxious to consummate the transaction, they made the following writing:

"November 5, 1914. In consideration of the promise of George Ulman to pay at a future date, I promise to sell him some of my stock of neckware, etc., and to deliver the same at a future date.

(Signed) Lawrence Dunlap George Ulman".

But they were later unable to agree as to the amount to be paid, the amount of stock to be delivered, and the time of payment and the time of delivery. Ulman claimed that Dunlap was unreasonable, because he no longer wanted to sell and not because of any valid objection to the terms. This Dunlap admitted.

Should the suit which Ulman brought against Dunlap for breach of the contract of sale be decided in favor of Ulman?

Ruling Court Case. Marble Vs. Standard Oil Company, Volume 169 Massachusetts Reports, Page 559

Marble* brought suit upon contract against the Standard Oil Company for failure to sell him oil, and for failure to make him exclusive agent in his territory. The evidence did not show any specific contract, only an arrangement by which the Standard Oil Company agreed to protect Marble in his trade; that is, to deal with him on favorable terms, so that he could compete successfully with other parties selling in the same territory. There was no evidence that the arrangement was to continue for any particular time, or that Marble was bound to buy any oil.

Justice Knowlton gave the opinion of the Court: "The agreement was too indefinite and too general to contain a consideration and be enforcible as a contract." Judgment was given for the Standard Oil Company.

Ruling Law. Story Case Answer

A promise may be too vague and uncertain to sustain a consideration and be enforcible as a contract. The parties must make their own agreement and not expect the Court to construct one for them. If an agreement is so uncertain and ambiguous that a Court cannot determine what the parties intended, it will say there is no obligation and therefore no contract. For this reason there, is no contract in the Story Case.