Rockingham County v. Luten Bridge Co.

Facts

As the affidavits and offers of proof in the record showed, on January 7, 1924, the board of commissioners of Rockingham County, North Carolina, voted to award Luten Bridge Co. a contract to build a bridge. Three of the five commissioners favored it and two opposed it, and much feeling was stirred up. On February 11, 1924, Commissioner Pruitt, who had voted for the contract, sent his resignation to the clerk of the superior court, who accepted it at once. Later that day Pruitt tried to withdraw it, but the clerk paid no attention and the next day appointed Hampton to succeed him. Pruitt and the other two commissioners who had favored the contract, Pratt and McCollum, attended no further meetings. Hampton, Martin, and Barber ran the county's business at 25 board meetings. At a called meeting on February 21 the board resolved that the contract was not valid, told the company to proceed no further, and rescinded its earlier action toward the hard-surfaced road the bridge was to link. A March resolution warned that any work would be at the company's own risk and that the county would contest payment; a September resolution said the board would pay no bills from the company. When the first resolution passed, very little work had been done: labor and material on the ground were estimated at around $1,900. The company kept building anyway. Its complaint alleged that for work done up until November 3, 1924, the county owed $18,301.07.

Issues

1. Was the answer filed by Pruitt, Pratt, and McCollum the answer of the county?
2. Were the board's resolutions and the notices sent under them action of the county, admissible on the question of damages?
3. If the notices were action of the county, could the company, after receiving them, keep building and recover the contract price, or is it limited to damages for breach as of that date?

Holding

The answer of Pruitt, Pratt, and McCollum was not the county's answer and should have been stricken, and the county's excluded evidence, if true, showed that the resolutions and notices were action of the county. Once the county gave notice, while the contract was still executory, that it did not want the bridge built and would not pay for it, the company could not keep building and recover the contract price; it may recover only damages measured as of the repudiation.