Chemical Bank v. Rinden Professional Association

126 N.H. 688, 498 A.2d 706 (1985)

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Nature of the Case

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Facts

Rinden (D) leased phone equipment from Intertel. Intertel assigned its rights in the lease to Chemical Bank (P) after D signed a document waiving any defenses assertable against Intertel. D made payments to P for nearly three years, until the phone system began to malfunction seriously in 1977. D notified Intertel of the problems and ceased payments. D eventually replaced the phone system with that of another company. The phones malfunctioned, and D ceased payments. P sued for breach. Intertel was made a third-party defendant by D, but Intertel went into bankruptcy in 1979. In October 1978, P filed a motion for summary judgment based on the waiver clause. It was denied. D contended that there was not a valid waiver because that would be unconscionable. A Master (Robert Carignan, Esq.) found that the June 11, 1974, document from Intertel to D contained a valid notice of assignment and waiver of defenses and that P is a holder in due course entitled to collect the balance of its payments from D. Judgment was entered for P. D appealed.