Shea v. Marton

Prescott, J., delivered the opinion of the Court. A decree of the Circuit Court for Prince George’s County held, inter alia: that a contract dated December 14, 1954, between the appellant and certain of the appellees “is and was null and void” on and after May 14, 1955; that the cross-bill filed by the appellant against the appellees be dismissed; and that the appellees, Louise L. Marton and Helene L. Granbery pay one-half of the costs below and the appellant the other one-half. From this decree, the appellant has appealed. On December 14, 1954, the appellant and the appellees, Louise L. Marton and Helene L. Granbery, entered into a written contract concerning certain property owned by these appellees.

This contract stated in substance that in consideration of mutual promises the parties agree as follows: that the purchase price of the property is $100,000; that the buyer agrees to deposit $5,000 in escrow, which in the event of ⁵⁴² favorable rezoning would constitute part payment of the purchase price; and that the buyer shall take immediate steps to prepare and file the application for rezoning. This brings us to paragraph five of the contract, and, as it and paragraphs 7 and 18 control the decision of this suit, they will be set forth together and partly verbatim. Paragraph five, in part, states: “5. That a maximum of five months from the date of execution of this purchase agreement shall be permitted the Buyer for determination in respect of such rezoning, and in the event the application for rezoning is denied, the Buyer shall be allowed two months additional within which to apply for rehearing and appeal to the Board of Zoning Appeals.” Paragraph 7, in full and paragraph 18, in part, read: “7.

That in the event the zoning authorities, after appeal to the Board of Zoning Appeals, shall deny the aforesaid application, then the aforesaid escrow agents are authorized to return said $5,000 deposit to the Buyer, no further liability of any character whatsoever shall attach to either Sellers or Buyer, and the terms and conditions of this agreement shall cease and determine.” “18. That if final and favorable zoning as aforesaid is obtained, then within four months from the date thereof the Sellers and Buyer are required and hereby agree to make full settlement in accordance with the terms hereof.” The contract, by its other terms, provided how the balance of the purchase money was to be paid in the event of favorable rezoning and the manner of settlement, etc. Shortly after the signing of the contract, an application for the rezoning of the property was filed with the Maryland-National Capital Park and Planning Commission (Commission). From that time until about December, 1955, the application remained with the Commission without action being taken thereon. During all of this time, the application received only perfunctory attention from the appellant, whose ⁵⁴³ duty it was to obtain the rezoning within five months after December 14, 1954, if the terms of the contract were to be finally consummated.

On two occasions after May 14, 1955, (five months after the signing of the contract) the appellant requested the owners of the property to extend the time for obtaining the rezoning named in the contract, which they refused to do. Also after May 14, 1955, there were several telephone conversations and conferences between the appellant and Walcroft, the real estate broker who had brought the owners and the appellant together, and the owners and a Mr. Dee, a relative of, and advisor to, the owners. Sometime in September, 1955, Mr. Pope, a real estate broker representing Albert V. Williams, one of the appellees, called Mr. Walcroft relative to the purchase of the property involved herein. Mr. Walcroft introduced Mr. Pope to Mr. Shea and negotiations were had between them which, if consummated, would have called for a purchase price of $140,000.

Williams thereafter entered into negotiations with the owners of the property, Marton and Granbery, and, on October 18, 1955, signed a contract with them for the purchase of the property for $120,000. On May 24, 1956, the owners of the property filed a suit against Mr. Williams and Mr. Shea. This suit prayed for specific performance of the contract with Williams, and a decree declaring the owners’ contract with Shea null and void. Shea filed a cross-bill asking for specific performance of his contract with the owners, and money damages against Williams for the