Slothower v. Gordon

Bowie, C. J., delivered the opinion of this Court: The appellants seek an abatement of the purchase money for certain property advertised and described as “that valuable cotton factory known as the Phoenix Factory, with 18T acres of land, more or less, attached thereto,” with this-further representation, viz., “the machinery is in good running order, and now in use,” and sold at public vendue by the appellee. They allege, that relying upon the truth and accuracy of the description, and representation of the lands and machinery, they were induced to become the purchasers for a large sum, when, in fact, upon survey, the lands are found to contain only one hundred and thirty-four acres, and the machinery was found exceedingly imperfect and in bad condition, requiring large outlays for repairs, for which they claim proper allowances and deductions. The appellants do not charge in their petition any fraud, actual or constructive, against the trustee, but rely upon the facts alleged for their claim to an allowance for the deficiency in the quantity of the land, and the defects in the-quality of the machinery. Their solicitor, however, in his brief and argument, assumed broader ground, and contended that this case was to be distinguished from those in which the parties were equally innocent, and the sale was fair, and the property sold by estimation, and not by measurement.

He insists the fraud in this-case consists in omissions and concealments, which involve a breach of legal or equitable duty, trust and confidence, justly reposed, which was injurious to the appellant ; that in reference to the machinery, there was gross misrepresentation, which the vendor was bound to make-good. ⁹ There is no relation of confidence and trust between the 'trustee and purchaser; on the contrary, the doctrine of ' caveat emptor ’ ’ applies to all sales by trustees acting under decrees of Courts of Equity. 7 Md. Rep., 342 , Fars. & Planters Bank vs. Travers & Martin. Trustees will not be permitted to make representations which are untrue, knowing them to be so, or which they have no reason to believe to be true, but if acting in good faith, they commit mistakes, such mistakes will not prejudice sales made by them, more than those made by other vendors. The general principles which regulate applications of this kind are familiar. " Equity, as a practical system, although it will not aid immorality, does not affect to enforce mere moral duties.

But its policy is to administer relief to the vigilant, and to put all parties upon the exercise of a searching diligence.’" 1 Story’s Eq. Jur., sec. 148. '' Where each party is equally innocent, and there is-no concealment of facts which the other has a right to know, and no surprise or imposition exists, the mistake or ignorance, whether mutual or unilateral, is treated as laying no foundation for equitable interference.” It is strictly ' ‘ damnum absque injuria. ’ ’ The misrepresentations complained of, are, that the lands contained “187 acres of land, more or less,” and “that the machinery was in good running order.” The terms used in describing the quantity of the land, have acquired a legal meaning in this State, which is supposed to be known to all purchasers. The construction of these terms is judicially determined by the cases cited by Judge Krebs, in his elaborate opinion in the case of Hall, et al., vs. Mayhew, 15 Md.