It is further ordered, adjudged and decreed that the said plaintiffs recover their taxable costs to be taxed by the clerk of this court against the said defendants Walter F. Johnson and Esther R. Johnson.

It is further ordered, adjudged and decreed that upon the payment of the said sums as herein provided that the said land contract from Frank L. Clark and Hannah Clark, his wife, to Abner T. Klees and Mabel Klees, his wife, which contract was assigned to the said Walter F. Johnson, shall be decreed to be a valuable contract for the sale of the entire eighty (80) feet and the said defendant, Walter F. Johnson, shall be entitled to a conveyance of the said eighty (80) feet according to the terms of said contract and paying the amounts herein decreed to be paid.

Kleber P. Rockwell,

Circuit Judge. Countersigned:

Floyd B. Babcock, County Clerk.

(i) Authorities Cited by Defendants Johnson, Brief for Defendant.-1. The defendants Johnson contend that plaintiffs have an adequate remedy at law.

Where a contract has passed into the hands of a bona fide purchaser for value, it cannot be reformed or corrected by a court of equity; Dort v. Barbour, 32 Mich. 267; Toll v. Davenport, 74 Mich. 386; Culbertson v. Whitbeck Co., 92 Mich. 469; Robertson v. Smith, 191 Mich. 660; 34 Cyc. 956-957.

2. He who comes into equity must come with clean hands.

The court found that plaintiff was aware of the mistake in the contract

In 33 Cyc. 948, the rule is settled as follows:

"Against the party seeking reformation, broadly speaking, it is a good defense to set up and prove that the mistake charged was due to the complaining parties' own negligence. Troops v. Snyder, 70 Ind. 554; Wood v. Patterson, 4 Md. Ch. 335; Taylor v. Fleet, 4 Barb. 95.

"The mistakes which equity will correct are not those which might have been avoided by common and ordinary care, which are the results of negligence." Young v. McGown, 68 Me. 61; Graham v. Berryman, 19 N. J. Eq. 35.

3. Cannot vary written contract by parol evidence.

It was sought in this case to show by parol evidence that the contract should have read 40 feet instead of 80 feet.

Where mutual mistake is proven, parol evidence is admissible, but here the mistake proven is one between the scrivener, and the plaintiff Johnson was not a party to the mistake. The mistake lacked the element of mutuality. Therefore, the rule and not the exception applies here.

It is needless to cite cases in support of this rule.

4. Plaintiffs estopped from securing relief from defendant Johnson.

Plaintiff stood by and permitted the contract to be assigned by Johnson to Rogerson, knowing of the mistake, without saying a word for three months.

All the elements of estoppel are present herein, (a) the knowledge: (b), the silence, while the rights of innocent parties are being affected; (c) the plain duty to speak; (d) the failure to do so. Pearson v. Hardin, 95 Mich. 360; Mich. Paneling Co. v. Pearsell, 38 Mich. 475.

5. Laches.

Plaintiffs became aware of the mistake in the land contract at the time they sold to Klees in October, 1916, and made no objection to the assignment by Klees to Johnson in November, 1917, and took no legal steps to rectify this error until August, 1918.

In Grymes v. Sanders, 93 U. S. 55, the court said :

"The subsequent conduct of the appellees shows that the mistake had no effect upon their minds for a considerable period after its discovery, and then it seems to have been rather a pretext than a cause.

"Mistake, to be available, in equity, must not have arisen from negligence, where the means of knowledge were easily accessible. The party complaining must have exercised at least the degree of diligence 'which may be fairly expected from a reasonable person.' " Kerr on Fraud and Mistake, 407; Watts v. Spokane Ry. Co., 171 Pac. 901.

(j) Authorities Cited by Plaintiff-Brief for Plaintiff.-All parties know that only 40 feet were to be conveyed and the following applies:

"To justify the reformation of a written contract upon the ground of mistake in drafting it, the alleged mistake must be proven by clear and satisfactory evidence and must be mutual, common to both parties to the contract." Kinyon v. Cunningham, 146 Mich. 430; Dralke v. Boylon, 160 Mich. 522; Dillie v. Longwell, 163 Mich. 439.

The right of an individual to have an instrument reformed when a mistake has been clearly shown, cannot be questioned in this state. Dweight v. Thler, 49 Mich. 614; Probett v. Walters, 70 Mich. 437; West v. Mohoney, 86 Mich. 121.

LABRANCHE v. PERRON, 209 Mich. 239-

(a) Brief Statement of Fact.

(b) Bill of Complaint.

(c) Exhibit "A" of Plaintiff.

(d) Amendments to Bill of Complaint.

(e) Answer and Cross-Bill.

(f) Answer of Plaintiff to Cross-Bill.

(g) Decree.

(h) Authorities Cited by Defendant. Brief for Defendant, (i) Authorities Cited by Plaintiff. Brief for Plaintiff.

LABRANCHE v. PERRON, 209 Mich. 239-

(a) Brief Statement of Fact.-A bill of complaint was filed to reform a land contract executed to secure to the vendees an undivided one-hall: interest for money advanced to plaintiff to make the purchase, the vendees having subsequently sold to defendants the entire property. From a decree correcting the instrument to make it express the actual agreement, the defendant appealed, which decree was affirmed.

(b) Bill of Complaint -

STATE OF MICHIGAN In the Circuit Court for the County of Menominee

In Chancery

Louis LaBranche,

Plaintiff, v. Menazip Perron,

Defendant.

To the Circuit Court for the County of Menominee

In Chancery Louis LaBranche, plaintiff herein, brings this, his bill of complaint, against Menazip Perron, defendant herein, and thereupon respectfully shows unto this court:

1. That on, to-wit, the 25th day of November, A. D. 1913, one John Gasman was the owner in fee simple of the following described lands situated and being in the County of Menominee and State of Michigan, namely: