Lucy v. Zehmer

196 Va. 493, 84 S.E.2d 516, 1954 Va. LEXIS 244

Supreme Court of Virginia
ISSUE:

Whether a contract to sell land existed when the purchaser believed there was a contract but the seller claimed the written, signed contract was intended as a joke.

ANSWER:

Yes; there was a binding contract for the sale of land.

RULE:

LexisNexis Headnote 4: Formation of Contracts, Acceptance An agreement or mutual assent is of course essential to a valid contract but the law imputes to a person an intention corresponding to the reasonable meaning of his words and acts. If his words and acts, judged by a reasonable standard, manifest an intention to agree, it is immaterial what may be the real but unexpressed state of his mind.

FACTS:

Defendant seller wrote and signed a contract to sell his farm to plaintiff purchasers and persuaded his wife to sign by telling her the contract was a joke on the purchasers. When the purchasers attempted to finalize the sale, the sellers attempted to deny the contract on the ground that the husband was drunk when making the contract and that the contract was a joke on the purchasers. The purchasers sued for specific performance. The trial court found for the sellers.

RATIONALE:

On appeal, the court reversed and remanded. The sellers' true intent in agreeing to sell their farm was not determinative so long as their words and actions warranted a reasonable person's belief that a contract was intended. The purchasers reasonably believed that the sale contract was a serious business transaction. The evidence suggested the husband was not too drunk to know what he was doing.

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