Eastern Rolling Mill Co. v. Michlovitz

145 A. 378 (1929)

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Nature of the Case

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Facts

Eastern (D) agreed to supply Michlovitz (P) with crop end scrap and bundle steel scrap for five years commencing in 1927 until September 30, 1932. The two contracts, one for each type of scrap superseded previous agreements between the parties. The contract called for D to sell its entire accumulation of the two kinds of scrap during the period of five years at the prices to be fixed at the beginning of each quarter for the next succeeding three months. The full details of the execution of the contract are listed on page 353 of Re 5th edition. No controversy of any kind arose until the death of Jones who had been president and general manager of D, from its inception, and who had negotiated the deal between companies. The new president made an effort to induce Ps to agree to a rescission of the contracts. D did not like the duration and the prices but was willing to enter into a one-year transaction on the same terms of the original contract. Since June 1928, P has alleged that D had refused to comply with the contracts. P has demanded performance, and there is no issue regarding P’s ability of performing its end of the deal. P then sued for specific performance. After, a trial, the chancellor decreed the relief prayed for. D appealed.