Gerwin v. Southeastern California Association Of Seventh Day Adventists

14 Cal. App. 3d 209 (1971)

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Nature of the Case

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Facts

D entered into an agreement with Grand Terrace for the purchase of the Azure Hills Country Club (Club) including its buildings, furniture, fixtures, and equipment. Under the terms of the agreement, Grand agreed to secure a purchaser for the bar fixtures and equipment, tables and chairs in the cocktail lounge, and a liquor license, the net proceeds of such sale to be deposited in escrow and credited to D towards the purchase price. P went to the Club and spoke to Harty and made several consecutive bids on the equipment. P won the bid with $4,126, and an option was prepared to purchase the items within 90 days. P noted that the items listed failed to include some items described in the bid, particularly certain cash registers. Mr. Groome, D's assistant secretary-treasurer, told P not to be concerned because the differences could be resolved later. P paid the balance and was given a receipt signed by one of D's ministers; the receipt stated that payment was for merchandise as per the submitted bid dated December 21, 1964. A dispute arose as to the items to be delivered. The parties were unable to settle their differences and D refused to deliver any of the items. P sued D for breach of contract. P sought specific performance and damages. P testified that the reasonable value of the equipment as of July 12, 1965, was $25,000; and that P, in addition, suffered consequential damages of $20,000. P’s testimony was entered and not rebutted by D. P had not obtained substitute equipment. The judgment decreed specific performance or, in lieu thereof, ordered payment of $25,000, and, in addition, awarded consequential damages of $20,000. D moved for a new trial. The court denied the motion but amended the judgment by reducing the award in lieu of specific performance from $25,000 to $15,000. D appealed contending in part that the $15,000 was excessive and consequential damages on the alleged loss of anticipated profits was improper under the circumstances.