This section is from the book "The Law Of Contracts", by William Herbert Page. Also available from Amazon: Commercial Contracts: A Practical Guide to Deals, Contracts, Agreements and Promises.
A substantial performance of the conditions for which provision is made in a contract according to the terms thereof, is necessary.1 A substantial performance of such conditions in accordance with the terms of the policy is sufficient, and literal performance is not necessary,2 at least at modern law. In this respect, conditions resemble covenanter,3 although the language by which provision is made for conditions is likely to be far more detailed than the language in which covenants are expressed; and accordingly there may be far less scope for the doctrine of substantial performance in conditions than in covenants.
6 Central Oil Co. v. Southern Refining Co., 154 Cal. 165, 97 Pac. 177.
7 Magnolia Metal Co. v. Gale, 189 Mass. 124, 75 N. E. 219; Lavery v. Mid-Continent Oil Development Co., - Okla. -, L. R. A. 1917D, 231, 162 Pac. 737.
8 Magnolia Metal Co. v. Gale, 189 Mass. 124, 75 N. E. 219.
9 Lavery v. Mid-Continent Oil Development Co. - Okla. -, L. R. A. 1917D, 231, 162 Pac. 737.
10 Lavery v. Mid-Continent Oil Development Co. - Okla. -, L. R. A. 1917D, 231, 162 Pac. 737.
1 Colorado. Robinson v. Pierce, 34 Colo. 500, 83 Pac. 624; Rollens v. Denver Club, 43 Colo. 345, 96 Pac. 188; National Mutual Fire Ins. Co. v. Duncan, 44 Colo. 472, 98 Pac. 634 [sub nomine, Duncan v. National Mutual Fire Ins Co., 20 L. R. A. (N.S.) 3401; Union Health and Accident Co. v. Anderson, - Colo. -, 180 Pac. 81.
Kansas. Jaques v. Order of United Commercial Travelers, 104 Kan. 612, 180 Pac. 200.
Massachusetts. Holt v. Silver, 169 Mass. 435, 48 N. E. 837.
Nebraska. Taylor v. Illinois Commercial Men's Association, 84 Neb. 799, 24 L. R. A. (N.S.) 1174, 122 N. W. 41.
Oregon. United Brokers' Co. v. Southern Pacific Co., 86 Or. 607, 169 Pac. 114.
Pennsylvania. Lebanon County v. Franklin Fire Ins. Co., 237 Pa. St. 3G0, 44 L. R. A. (N.S.) 148, 85 Atl. 419.
If a true statement of the value of a building is made a condition precedent to the validity of a policy of fire insurance, a substantial compliance with such condition is sufficient.4 A condition in a policy of fire insurance, which avoids the policy if mechanical work upon the premises in making alterations or repairs is done, is not broken by the presence of mechanics in making repairs which are necessary to preserve the property.5 A provision in a contract for the transportation of goods which requires notice of a claim for damages, is complied with if such notice is given as conforms substantially to the requirements of the contract.6 Under a contract by which A, who had sold bank stock to B, agreed to refund to B the proportionate share of the loss which B might sustain if the bank failed to recover money which had been misappropriated by an officer and which contained a provision that such loss should be regarded as having been forfeited if such amount should not have been recovered by the end of the year, was performed substantially if such amount was recovered after the year;7 and such purchaser could not maintain an action upon such contract against the seller if it was shown that such amount had been recovered after the expiration of such period.8 A condition against a change of occupation is broken only by a substantial and material change.9 Provisions requiring notice need to be complied with only substantially. Thus A and B made a contract with X, requiring A and B to give certain notice to X A subsequently sold his interest to X. A notice from B alone was held sufficient.10
2 Colorado. Robinson v. Pierce, 34 Colo. 500, 83 Pac. 624; National Mut. Fire Ins. Co., 44 Colo. 472, 98 Pac. 634 [sub nomine, Duncan v. National Mut. Fire Ins. Co., 20 L. R. A. (N.S.) 340]; Union Health & Accident Co. v. Anderson, - Colo. -, 180 Pac-. 81.
Georgia. Mariel v. Connecticut Fire Ins. Co., 95 Ga. 604, 51 Am. St. Rep. 102, 30 L. R. A. 835, 23 S. E. 463.
Kansas. Jaques v. Order of United Commercial Travelers, 104 Kan. 612, ISO Pac. 200.
Louisiana. Pouns v. Citizens' Fire Ins Co., 144 La. 497, 80 So. 672.
Maine. Skowhegan Water Co. v Skowhegan Village Corp., 102 Me. 323, 66 Atl. 714.
Nebraska. Taylor v. Illinois Commercial Men's Asso., 84 Neb. 799, 24 L. R. A. (N.S.) 1174, 122 N. W. 41.
Oregon. United Brokers' Co. v. Southern Pac. Co., 86 Or. 607, 169 Pac. 114.
Pennsylvania. Lebanon County v. Franklin F. Ins. Co., 237 Pa. St. 360, 44 L. R. A. (N.S.) 148, 85 Atl. 419.
West Virginia. Pauley v. Sun Insurance Office, 79 W. Va. 187, L. R. A. 1918E, 473, 90 S. E. 552.
"The decisions in other states undoubtedly disclose many different forms of expressions if not a variety of opinions, in relation to the proper rule to be applied in adjusting the righto of parties where services have been rendered or materials furnished in an honest endeavor to perform a contract, but are found to be at variance with the requirements of its express terms, and yet in some degree beneficial to the other party. By the strict rules of the common law in such a case, full performance was undoubtedly required as a condition precedent to the right of recovery, but in most jurisdictions the rigor of this common law rule has been relaxed, even in courts of law, especially in building contracts and other like agreements, where the defendant is practically forced to accept the result of the work and relief is granted to the plaintiff by applying the equitable doctrine of substantial performance." Skowhegan Water Co. v. Skowhegan Village Corp., 102 Me. 323. 66 Atl. 714.
3 See ch. LXXX1V.
4 National Mutual Fire Ins. Co. v. Duncan, 44 Colo. 472, 98 Pac 634 (obiter) [sub nomine, Duncan v. National Mutual Fire Ins. Co., 20 L. R. A. (N.S.) 340].
5 Lebanon County v. Franklin Fire Ins. Co., 237 Pa. St. 360, 44 L. R. A. (N.S.) 148, 85 Atl. 419.
At the same time, as in the case of covenants,11 substantial performance means a substantial performance of the terms of the contract, and not the substitution of something of equal value without the consent of the parties.12 If a contract is conditioned upon the completion of a certain railway to a certain point within a certain time, such condition is broken if such railway is not completed,13 even although another railway has been constructed which will be even more advantageous to the promisor than the railway for which he stipulated.14