Ercanbrack v. Crandall-Walker Motor Company, Inc.

In 1973 Grant Ercanbrack (plaintiff) signed a contract with a salesman of Crandall-Walker Motor Company, Inc. (Crandall) (defendant) to purchase a pickup truck. The salesman told Ercanbrack that the truck would have to be ordered from a factory. Ercanbrack checked in with Crandall occasionally to ask about the status of his truck. In May 1974, Ercanbrack still had not received the truck. Ercanbrack contacted an officer of Crandall and was told that if Ercanbrack wanted to buy the truck, he would have to pay an increased price. After objecting, Ercanbrack was told that the contract he had signed to purchase the truck was not binding on Crandall, because it had never been signed by the sales manager or an officer of Crandall. The text of the contract stated that the contract was not valid unless signed by a sales manager or officer of the company. There was no evidence to suggest that a sales manager or officer of the company knew about the contract that the salesman signed. Ercanbrack believed that despite the wording of the contract, it was valid because it was signed by a salesman. Crandall sued for specific performance of the contract, and the trial court held that the contract was not valid. The trial court concluded that Ercanbrack was not justified in believing that Crandall’s failure to inform him that it did not accept the contract constituted an acceptance of the contract. Ercanbrack appealed, arguing that Crandall’s failure to tell him that the contract was not valid amounted to ratification of the contract.