Howard Construction Co. v. Jeff-Cole Quarries, Inc. Case Brief Summary | Law Case Explained

Howard Construction Co. v. Jeff-Cole Quarries, Inc. | 669 S.W.2d 221 (1983)

Under the statute of frauds, some agreements must be in writing to be enforceable. But what if the parties orally agree to a suggested list of written terms? Is that list considered a written agreement? The Missouri Court of Appeals dug into this question in Howard Construction Company versus Jeff Cole Quarries Incorporated.

Howard Construction needed rock to build a highway project. Jeff Cole Quarries offered to sell the rock to Howard and sent over a signed sales proposal.

Howard’s agent then met with Jeff Cole’s agent to negotiate better prices. During these negotiations, Howard’s agent handwrote different numbers on the original proposal document. No one from Jeff Cole signed the altered proposal. After the meeting, Howard sent Jeff Cole a purchase order listing the handwritten numbers from the negotiations.

Five months later, Howard and Jeff Cole entered into a formal, written contract for one type of rock. But the parties never signed a formal contract for the other rock types in Howard’s purchase order, and Jeff Cole didn’t fill the purchase order for those rocks.

Howard sued Jeff Cole, claiming Jeff Cole had agreed to sell these other rocks to Howard at the prices listed in the purchase order. Howard claimed that, during negotiations, both parties had orally agreed to the handwritten changes to the proposal document and that the purchase order had further confirmed that agreement in writing.

Jeff Cole moved for summary judgment. Jeff Cole argued that because Howard’s alleged agreement was for more than five hundred dollars of rock, the statute of frauds required that the agreement be in writing to be enforceable. Thus, even if the parties had reached an oral agreement, it would be unenforceable. Further, although the altered proposal sheet and the purchase order were written documents, they weren’t enforceable agreements because there wasn’t anything in writing indicating Jeff Cole had ever agreed to those particular terms.

The trial court granted Jeff Cole’s motion and dismissed the lawsuit. Howard appealed to the Missouri Court of Appeals.

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