{ "id": 258551, "name": "EARL L. VUAGNIAUX et al., Plaintiffs-Appellants, v. RALPH KORTE et al., d/b/a The Edwardsville Partnership, et al., Defendants-Appellees", "name_abbreviation": "Vuagniaux v. Korte", "decision_date": "1995-06-30", "docket_number": "No. 5\u201492\u20140860", "first_page": "305", "last_page": "313", "citations": [ { "type": "official", "cite": "273 Ill. App. 3d 305" } ], "court": { "name_abbreviation": "Ill. App. Ct.", "id": 8837, "name": "Illinois Appellate Court" }, "jurisdiction": { "id": 29, "name_long": "Illinois", "name": "Ill." }, "cites_to": [ { "cite": "389 N.E.2d 1248", "category": "reporters:state_regional", "reporter": "N.E.2d", "pin_cites": [ { "page": "1255-56" } ], "opinion_index": 0 }, { "cite": "72 Ill. App. 3d 66", "category": "reporters:state", "reporter": "Ill. App. 3d", "case_ids": [ 5584267 ], "pin_cites": [ { "page": "74" } ], "opinion_index": 0, "case_paths": [ "/ill-app-3d/72/0066-01" ] }, { "cite": "558 N.E.2d 596", "category": "reporters:state_regional", "reporter": "N.E.2d", "year": 1979, "pin_cites": [ { "page": "601" } ], "opinion_index": 0 }, { "cite": "200 Ill. App. 3d 1000", "category": "reporters:state", "reporter": "Ill. App. 3d", "case_ids": [ 2462383 ], "year": 1979, "pin_cites": [ { "page": "1009" } ], "opinion_index": 0, "case_paths": [ "/ill-app-3d/200/1000-01" ] }, { "cite": "83 N.E.2d 346", "category": "reporters:state_regional", "reporter": "N.E.2d", "year": 1990, "pin_cites": [ { "page": "351" } ], "opinion_index": 0 }, { "cite": "402 Ill. 33", "category": "reporters:state", "reporter": "Ill.", "case_ids": [ 2615577 ], "year": 1990, "pin_cites": [ { "page": "44" } ], "opinion_index": 0, "case_paths": [ "/ill/402/0033-01" ] }, { "cite": "573 N.E.2d 1367", "category": "reporters:state_regional", "reporter": "N.E.2d", "opinion_index": 0 }, { "cite": "214 Ill. App. 3d 888", "category": "reporters:state", "reporter": "Ill. App. 3d", "case_ids": [ 5297619 ], "opinion_index": 0, "case_paths": [ "/ill-app-3d/214/0888-01" ] }, { "cite": "642 N.E.2d 138", "category": "reporters:state_regional", "reporter": "N.E.2d", "year": 1991, "opinion_index": 0 }, { "cite": "267 Ill. 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App. 3d", "case_ids": [ 5252741 ], "pin_cites": [ { "page": "349" } ], "opinion_index": 0, "case_paths": [ "/ill-app-3d/224/0342-01" ] }, { "cite": "406 N.E.2d 150", "category": "reporters:state_regional", "reporter": "N.E.2d", "weight": 2, "pin_cites": [ { "page": "153" } ], "opinion_index": 0 }, { "cite": "85 Ill. App. 3d 1", "category": "reporters:state", "reporter": "Ill. App. 3d", "case_ids": [ 3190989 ], "weight": 2, "pin_cites": [ { "page": "5" } ], "opinion_index": 0, "case_paths": [ "/ill-app-3d/85/0001-01" ] }, { "cite": "490 N.E.2d 680", "category": "reporters:state_regional", "reporter": "N.E.2d", "pin_cites": [ { "page": "682" } ], "opinion_index": 0 }, { "cite": "111 Ill. 2d 444", "category": "reporters:state", "reporter": "Ill. 2d", "case_ids": [ 3166656 ], "pin_cites": [ { "page": "448" } ], "opinion_index": 0, "case_paths": [ "/ill-2d/111/0444-01" ] }, { "cite": "517 N.E.2d 688", "category": "reporters:state_regional", "reporter": "N.E.2d", "pin_cites": [ { "page": "691" } ], "opinion_index": 0 }, { "cite": "164 Ill. App. 3d 68", "category": "reporters:state", "reporter": "Ill. App. 3d", "case_ids": [ 3583436 ], "pin_cites": [ { "page": "72" } ], "opinion_index": 0, "case_paths": [ "/ill-app-3d/164/0068-01" ] }, { "cite": "292 N.E.2d 375", "category": "reporters:state_regional", "reporter": "N.E.2d", "pin_cites": [ { "page": "379" } ], "opinion_index": 0 }, { "cite": "53 Ill. 2d 508", "category": "reporters:state", "reporter": "Ill. 2d", "case_ids": [ 2926598 ], "pin_cites": [ { "page": "513" } ], "opinion_index": 0, "case_paths": [ "/ill-2d/53/0508-01" ] }, { "cite": "552 N.E.2d 703", "category": "reporters:state_regional", "reporter": "N.E.2d", "pin_cites": [ { "page": "707-08" } ], "opinion_index": 0 }, { "cite": "133 Ill. 2d 516", "category": "reporters:state", "reporter": "Ill. 2d", "case_ids": [ 3260534 ], "pin_cites": [ { "page": "526" } ], "opinion_index": 0, "case_paths": [ "/ill-2d/133/0516-01" ] }, { "cite": "630 N.E.2d 443", "category": "reporters:state_regional", "reporter": "N.E.2d", "opinion_index": 0 }, { "cite": "256 Ill. App. 3d 792", "category": "reporters:state", "reporter": "Ill. App. 3d", "case_ids": [ 5383390 ], "opinion_index": 0, "case_paths": [ "/ill-app-3d/256/0792-01" ] }, { "cite": "642 N.E.2d 1335", "category": "reporters:state_regional", "reporter": "N.E.2d", "opinion_index": 0 }, { "cite": "267 Ill. App. 3d 662", "category": "reporters:state", "reporter": "Ill. App. 3d", "case_ids": [ 333158 ], "opinion_index": 0, "case_paths": [ "/ill-app-3d/267/0662-01" ] }, { "cite": "383 N.E.2d 207", "category": "reporters:state_regional", "reporter": "N.E.2d", "opinion_index": 0 }, { "cite": "73 Ill. 2d 259", "category": "reporters:state", "reporter": "Ill. 2d", "case_ids": [ 5440535 ], "opinion_index": 0, "case_paths": [ "/ill-2d/73/0259-01" ] }, { "cite": "625 N.E.2d 83", "category": "reporters:state_regional", "reporter": "N.E.2d", "weight": 2, "year": 1978, "pin_cites": [ { "page": "87" }, { "page": "87", "parenthetical": "where condition precedent, obtaining FDIC approval, did not occur, summary judgment for defendants proper" } ], "opinion_index": 0 }, { "cite": "252 Ill. App. 3d 164", "category": "reporters:state", "reporter": "Ill. App. 3d", "case_ids": [ 2966315 ], "weight": 2, "year": 1978, "pin_cites": [ { "page": "168" }, { "page": "166" } ], "opinion_index": 0, "case_paths": [ "/ill-app-3d/252/0164-01" ] }, { "cite": "421 N.E.2d 166", "category": "reporters:state_regional", "reporter": "N.E.2d", "year": 1960, "opinion_index": 0 }, { "cite": "85 Ill. 2d 59", "category": "reporters:state", "reporter": "Ill. 2d", "case_ids": [ 5470237 ], "year": 1960, "opinion_index": 0, "case_paths": [ "/ill-2d/85/0059-01" ] }, { "cite": "463 N.E.2d 1339", "category": "reporters:state_regional", "reporter": "N.E.2d", "year": 1981, "pin_cites": [ { "page": "1344" } ], "opinion_index": 0 }, { "cite": "124 Ill. App. 3d 158", "category": "reporters:state", "reporter": "Ill. App. 3d", "case_ids": [ 3428775 ], "year": 1981, "pin_cites": [ { "page": "163" } ], "opinion_index": 0, "case_paths": [ "/ill-app-3d/124/0158-01" ] }, { "cite": "581 N.E.2d 664", "category": "reporters:state_regional", "reporter": "N.E.2d", "pin_cites": [ { "page": "667" } ], "opinion_index": 0 }, { "cite": "144 Ill. 2d 440", "category": "reporters:state", "reporter": "Ill. 2d", "case_ids": [ 5592225 ], "pin_cites": [ { "page": "447" } ], "opinion_index": 0, "case_paths": [ "/ill-2d/144/0440-01" ] }, { "cite": "619 N.E.2d 732", "category": "reporters:state_regional", "reporter": "N.E.2d", "pin_cites": [ { "page": "736" } ], "opinion_index": 0 }, { "cite": "156 Ill. 2d 112", "category": "reporters:state", "reporter": "Ill. 2d", "case_ids": [ 777542 ], "pin_cites": [ { "page": "116-17" } ], "opinion_index": 0, "case_paths": [ "/ill-2d/156/0112-01" ] }, { "cite": "626 N.E.2d 225", "category": "reporters:state_regional", "reporter": "N.E.2d", "year": 1993, "pin_cites": [ { "page": "226" } ], "opinion_index": 0 }, { "cite": "157 Ill. 2d 484", "category": "reporters:state", "reporter": "Ill. 2d", "case_ids": [ 778589 ], "year": 1993, "pin_cites": [ { "page": "486" } ], "opinion_index": 0, "case_paths": [ "/ill-2d/157/0484-01" ] } ], "analysis": { "cardinality": 836, "char_count": 18091, "ocr_confidence": 0.776, "pagerank": { "raw": 1.46291931923134e-07, "percentile": 0.657683517456037 }, "sha256": "943ff1bb05372ef87896b30edc704b6e823bbce76af72cf623d780a995e84c3b", "simhash": "1:4f8e5dfb2d4c3c05", "word_count": 2981 }, "last_updated": "2023-07-14T20:25:46.120982+00:00", "provenance": { "date_added": "2019-08-29", "source": "Harvard", "batch": "2018" }, "casebody": { "judges": [], "parties": [ "EARL L. VUAGNIAUX et al., Plaintiffs-Appellants, v. RALPH KORTE et al., d/b/a The Edwardsville Partnership, et al., Defendants-Appellees." ], "opinions": [ { "text": "JUSTICE McLAUGHLIN\ndelivered the opinion of the court:\nPlaintiffs, Earl L. Vuagniaux and Alice G. Vuagniaux, appeal from the dismissal of their fourth amended complaint against defendants, Ralph Korte and Garrett A. Balke, d/b/a the Edwards-ville Partnership (Korte-Balke), and the City of Edwardsville (the City). We affirm.\nPlaintiffs\u2019 fourth amended complaint was framed in two counts. Count I was against Korte-Balke. It alleged the breach of a written contract for the sale of real estate. Count I alleged that defendants were engaged in a joint venture to develop a tax-increment-financing district in downtown Edwardsville; that plaintiffs entered into a written contract with Korte-Balke, on behalf of the joint venture, for the sale of plaintiffs\u2019 downtown real estate; and that Korte-Balke failed to perform its contractual obligations, causing plaintiffs to suffer damages.\nCount II was against the City. It alleged the City\u2019s breach of the same written contract by virtue of being engaged in a joint venture with Korte-Balke.\nDefendants filed motions to dismiss the complaint pursuant to section 2 \u2014 619 of the Code of Civil Procedure (Code) (735 ILCS 5/2\u2014 619 (West 1992)), alleging, inter alia, that the City was not a party to the contract; that there was no joint venture between Korte-Balke and the City; that the contract included an express condition precedent which had not been fulfilled and therefore Korte-Balke was not required to perform; and that the Statute of Frauds (Ill. Rev. Stat. 1987, ch. 59, par. 2 (now 740 ILCS 80/2 (West 1992))) barred enforcement of the contract against the City.\nThe trial court granted the defendants\u2019 motions to dismiss pursuant to section 2 \u2014 619, without describing its reasons.\nSection 2 \u2014 619(a)(7) of the Code allows the dismissal of a complaint when \"the claim asserted is unenforceable under the provisions of the Statute of Frauds.\u201d (735 ILCS 5/2 \u2014 619(a)(7) (West 1992).) Section 2 \u2014 619(a)(9) allows dismissal when \"the claim asserted against defendant is barred by other affirmative matter avoiding the legal effect of or defeating the claim.\u201d (735 ILCS 5/2 \u2014 619(a)(9) (West 1992).) In ruling on a section 2 \u2014 619 motion to dismiss, the trial court may consider pleadings, depositions, and affidavits. (See 735 ILCS 5/2 \u2014 619(a), (c) (West 1992); 134 Ill. 2d R. 191(a); Torcasso v. Standard Outdoor Sales, Inc. (1993), 157 Ill. 2d 484, 486, 626 N.E.2d 225, 226.) Our standard of review is \"whether the existence of a genuine issue of material fact should have precluded the dismissal or, absent such an issue of fact, whether dismissal is proper as a matter of law.\u201d Kedzie & 103rd Currency Exchange, Inc. v. Hodge (1993), 156 Ill. 2d 112, 116-17, 619 N.E.2d 732, 736.\nWe hold that Korte-Balke\u2019s contractual duty to perform was discharged by the nonoccurrence of a condition precedent, and as a result Korte-Balke is not liable for breach of this contract. The circuit court therefore properly dismissed count I of plaintiffs\u2019 fourth amended complaint, against Korte-Balke, pursuant to section 2 \u2014 619(a)(9). Even if there was a joint venture between Korte-Balke and the City, nevertheless, the Statute of Frauds prevents enforcement of this contract against the City. The circuit court therefore properly dismissed count II of plaintiffs\u2019 fourth amended complaint, against the City, pursuant to section 2 \u2014 619(a)(7).\nHere are the essential facts. The written contract, entitled \"EARNEST MONEY RECEIPT AND SALES CONTRACT,\u201d is attached to plaintiffs\u2019 fourth amended complaint. Significantly, it describes plaintiffs as the \"sellers\u201d and Korte-Balke as the \"buyers\u201d of lot 220 in the City of Edwardsville. The contract includes the following additional language relevant to this case:\n\"[T]he parties hereto agree as follows:\n1. [T]his sale is on the following express conditions:\nFirst, that fee simple title to Lot 55 *** be conveyed by Warranty Deed to the Sellers or their nominees;\nSecond, that the City grant a variance to ordinances, if any, relative to parking and set back lines for a new building on Lot 55;\nThird, that the City vacate Second Street, that fee simple title to the West half of vacated Second Street pass to the Sellers or their nominee, and that there will be permanent vehicular access to the West half of vacated Second Street where it adjoins Lot 55 as well as the alleyway South of Lot 55; and\nFourth: that the foregoing three conditions be fully met before closing ***.\u201d (Emphasis in original.)\nAt all times relevant herein, the City owned lot 55, the parcel referred to in the first express condition. Lot 55 was never conveyed to plaintiffs.\nPlaintiffs\u2019 complaint alleges in count I that Korte-Balke breached the contract \"in that Korte/Balke was unable to deliver fee simple title to Lot 55 and the west one-half of Second [Sjtreet as well as the City variances to its parking and setback ordinances.\u201d The complaint alleges in count II that \"the City by its joint venturer failed to do the things they had promised to do under the [contract] and failed to perform their functions as set forth in said contract.\u201d\nIt is well established that \"[t]he intention of the parties to [a] contract must be determined from the instrument itself, and construction of the instrument where no ambiguity exists is a matter of law.\u201d Farm Credit Bank v. Whitlock (1991), 144 Ill. 2d 440, 447, 581 N.E.2d 664, 667.\nIt appears from the language of this contract, and from other portions of the record, that plaintiffs desired to sell lot 220 to Korte-Balke only if they obtained title to lot 55. The written contract provides that plaintiffs\u2019 obtaining fee simple title to lot 55 was an express condition to the performance of Korte-Balke\u2019s contractual obligation, i.e., to pay the agreed-upon price for lot 220. As quoted above, there were other express conditions. The last of these conditions provided that they had to be fulfilled by the closing of the real estate transaction and the conveyance of title. Plaintiffs argue that these conditions were conditions subsequent, while defendants argue that they were conditions precedent.\nA condition precedent is to be performed before the contractual obligation becomes binding on the parties, while a condition subsequent is one which divests preexisting contractual liability on the failure to fulfill the condition. (Wysocki v. Bedrosian (1984), 124 Ill. App. 3d 158, 163, 463 N.E.2d 1339, 1344; see generally Blackhawk Hotel Associates v. Kaufman (1981), 85 Ill. 2d 59, 421 N.E.2d 166; 3A A. Corbin on Contracts \u00a7 739 et seq. (1960).) \"A 'condition precedent\u2019 is defined as an event which must occur or an act which must be performed by one party to an existing contract before the other party is obligated to perform. [Citations.] The obligations of the parties end in the event that a condition precedent is not satisfied.\u201d (Maywood Proviso State Bank v. York State Bank & Trust Co. (1993), 252 Ill. App. 3d 164, 168, 625 N.E.2d 83, 87.) A condition subsequent, on the other hand, is an event which, if it occurs, discharges preexisting contractual liability. See, e.g., Ahlers v. Sears, Roebuck Co. (1978), 73 Ill. 2d 259, 383 N.E.2d 207 (monthly payments under settlement contract; payments would be discontinued upon occurrence of condition subsequent); see also Evans v. Brown (1994), 267 Ill. App. 3d 662, 642 N.E.2d 1335 (easement granted, subject to condition subsequent and reverter in case of nonuse or use inconsistent with highway).\nHaving described generally conditions precedent and subsequent, we turn our attention to the contract at issue in this case. Specifically, we will focus on the first condition, the conveyance of lot 55 to plaintiffs; the second and third conditions are subsidiary to the first and need not be discussed separately.\nThe contract clearly and unambiguously provides for the sale of lot 220 by plaintiffs to Korte-Balke. The plaintiffs were to convey lot 220, and Korte-Balke was to pay the agreed sum. This was to occur at the closing. However, as noted, the conditions required that a transfer of lot 55 from the City to plaintiffs occur prior to closing, and the contract conditioned performance on that occurrence.\nWe conclude that the contract herein unambiguously provides that the conveyance of lot 55 to plaintiffs was a condition precedent, i.e., an event which had to occur before the parties were required to perform their contractual obligations. The occurrence of this condition precedent was in the control of the City, as the owner of lot 55, and the plaintiffs, as the contemplated transferees. Given that the City and the plaintiffs did not complete the conveyance of lot 55, the condition precedent did not occur and Korte-Balke\u2019s contractual obligation to purchase lot 220 from plaintiffs was discharged. See Maywood Proviso State Bank, 252 Ill. App. 3d at 166, 625 N.E.2d at 87 (where condition precedent, obtaining FDIC approval, did not occur, summary judgment for defendants proper); Asher v. Farb Systems, Inc. (1993), 256 Ill. App. 3d 792, 630 N.E.2d 443 (complaint alleging breach of contract properly dismissed under section 2 \u2014 619 where condition precedent did not occur); see generally 3A A. Corbin on Contracts \u00a7 628, at 16 (1960).\nWe turn now to plaintiffs\u2019 allegations against the City. Although the City is mentioned in the contract, the City did not sign the contract and the City is not described in the contract as a party. Instead, the City is referred to in the third person. It is apparent that this contract was between only two parties, the Vuagniauxes and Korte-Balke. There is no language from which we can conclude that the Vuagniauxes and Korte-Balke contemplated that the City be a party to their agreement. Indeed, count II of plaintiffs\u2019 complaint states: \"[0]n June 18, 1988, the Vuagniauxs entered into a certain 'Earnest Money Receipt and Sale Contract\u2019 with Korte! Balke for the sale of the Vuagniauxs\u2019 aforesaid real estate ***.\u201d (Emphasis added.) When plaintiffs filed their affidavit in opposition to the City\u2019s amended motion to dismiss, plaintiffs recognized again that their contract was with Korte-Balke.\nWe therefore conclude that the City was not a party to this contract.\nIn an attempt to avoid this construction, plaintiffs alleged in their complaint, and argue on appeal, that the City was engaged in a joint venture with Korte-Balke and that Korte-Balke entered into the contract on behalf of the joint venture. Plaintiffs note that a joint venturer is liable to third parties for the acts of its fellow joint venturers, like partners (see In re Johnson (1989), 133 Ill. 2d 516, 526, 552 N.E.2d 703, 707-08). Plaintiffs take the position that the City, as a joint venturer, became a party to the contract. The argument continues that as joint venturers, both Korte-Balke and the City are liable for the failure to perform. Defendants respond that there was no joint venture and that, in any event, the Statute of Frauds bars this contract construction proposed by plaintiffs. On this latter point, we agree with defendants.\nOn the former point, regarding the existence of a joint venture, we note the following. Plaintiffs filed an affidavit in response to defendants\u2019 section 2 \u2014 619 motion to dismiss, and the City filed a counteraffidavit. These affidavits raised many factual matters. We believe that the affidavits create a sufficient question of fact regarding the existence of a joint venture to preclude the entry of a judgment in the City\u2019s favor on that basis. See Reese v. Malahn (1973), 53 Ill. 2d 508, 513, 292 N.E.2d 375, 379 (joint venture may be established without a specific formal agreement); O\u2019Connell v. Pharmaco (1987), 164 Ill. App. 3d 68, 72, 517 N.E.2d 688, 691 (existence of joint venture is ordinarily question of fact).\nHowever, even if this court assumes for purposes of argument that there was a joint venture between the City and Korte-Balke, we still could not say that in this contract the conveyance of lot 55 to plaintiffs was agreed to in writing by the City. (We have previously ruled that the contract never came to fruition between plaintiffs and Korte-Balke.) This is so because Korte-Balke had no authority to promise to convey the City\u2019s separately owned real estate. A contract for the sale of real estate must be in writing to be enforceable, and where such a contract is signed by an agent, the agent\u2019s authority to do so must also be in writing. (740 ILCS 80/2 (West 1992); Bachewicz v. American National Bank & Trust Co. (1986), 111 Ill. 2d 444, 448, 490 N.E.2d 680, 682.) Even if there was a joint venture, there is no evidence in the record that the City gave Korte-Balke written authority to convey lot 55.\nWe also note that, consistent with the policy represented by the Statute of Frauds requiring a contract for the sale of real estate to be in writing, the legislature has provided that, ordinarily, a municipality\u2019s power to sell real estate may be exercised only by ordinance (65 ILCS 5/11 \u2014 76\u20141 (West 1992)); a municipality\u2019s power to purchase real estate may be exercised only by ordinance (65 ILCS 5/11\u2014 76.1 \u2014 1 (West 1992)); and official action by the city council is required to bind a city to any contract (see 65 ILCS 5/3 \u2014 11\u201417 (West 1992)(\"to create any liability\u201d)).\nIt is undisputed that the City had not passed an ordinance agreeing to convey lot 55 to plaintiffs, and the City had not passed an ordinance to allow Korte-Balke to enter into a contract binding the City to purchase plaintiffs\u2019 real estate.\nIn sum, not only is there no writing purported to have been executed by the City, but there is no signed writing giving Korte-Balke the authority to enter into this contract on behalf of the City, and there was no ordinance enacted giving Korte-Balke that authority.\nPlaintiffs further argue that the contract was ratified by the City and therefore the Statute of Frauds does not apply. We disagree. The record indicates otherwise.\nOn July 28, 1988, after the contract herein was signed, Korte-Balke wrote the City a letter requesting that the City convey lot 55 to Korte-Balke, so that Korte-Balke could convey the lot to plaintiffs and plaintiffs could be relocated. Instead, the minutes of the August 16, 1988, city council meeting indicate that the City directed corporate counsel to proceed with eminent domain proceedings against plaintiffs\u2019 real estate. An ordinance was passed that same day directing the tax-increment-financing district to \"acquire and take title\u201d to plaintiffs\u2019 real estate. This does not reflect the City\u2019s ratification of Korte-Balke\u2019s contract, let alone a ratification of Korte-Balke\u2019s authority to convey lot 55 to plaintiffs. See Cosmopolitan National Bank v. Kobialka (1980), 85 Ill. App. 3d 1, 406 N.E.2d 150 (real estate contract: agent\u2019s authority must be in writing; it was not; there was no ratification).\nWe adhere to our ruling that the City was not a party to this contract and that Korte-Balke did not agree on behalf of the joint venture to convey lot 55 to plaintiffs.\nPlaintiffs further argue that part performance on plaintiffs\u2019 part took the contract out of the Statute of Frauds and that defendants should be estopped from using the Statute of Frauds as \u00e1 defense. Both of these theories are equitable in nature. Leekha v. Wentcher (1991), 224 Ill. App. 3d 342, 349, 586 N.E.2d 557, 562 (part performance); M.J. Oldenstedt Plumbing Co. v. K mart Corp. (1994), 257 Ill. App. 3d 759, 762, 629 N.E.2d 214, 218 (estoppel).\nHowever, neither of these theories is applicable to this case, which involves an unambiguous written contract. The foremost reasons are: (1) plaintiffs are presumed to know that the authority of the City\u2019s purported agent (Korte-Balke) to sell the City\u2019s lot 55 was required to be in writing, and therefore plaintiffs are not entitled to equitable relief (see Kobialka, 85 Ill. App. 3d at 5, 406 N.E.2d at 153); (2) the doctrine of part performance is not applicable in actions at law for monetary damages, such as this case (First National Bank v. McBride Chevrolet, Inc. (1994), 267 Ill. App. 3d 367, 642 N.E.2d 138; Sjogren v. Maybrooks, Inc. (1991), 214 Ill. App. 3d 888, 573 N.E.2d 1367); and (3) any evidence of prior or contemporaneous agreements is not admissible to alter the terms of an otherwise unambiguous written contract (the parol evidence rule) (Walter v. Sohio Petroleum Co. (1948), 402 Ill. 33, 44, 83 N.E.2d 346, 351; Hartbarger v. SCA Services, Inc. (1990), 200 Ill. App. 3d 1000, 1009, 558 N.E.2d 596, 601; see generally Roth v. Meeker (1979), 72 Ill. App. 3d 66, 74, 389 N.E.2d 1248, 1255-56 (discussion of rule).\nWe further note that none of the cases cited by plaintiffs would support the application of either the part performance doctrine or the equitable estoppel doctrine to hold a party liable on an otherwise unambiguous written contract to which that party was not a signatory.\nIn conclusion, we hold that the written contract sued upon involved only two parties, plaintiffs and Korte-Balke, and therefore the City cannot be liable for breach of this contract. We further hold that the contract unambiguously provides that the conveyance of lot 55 to plaintiffs was a condition precedent to the performance of contractual obligations, and because of the nonoccurrence of that condition precedent, Korte-Balke was not obligated to carry out the purchase of plaintiffs\u2019 property and thus there was no breach of contract by Korte-Balke.\nIn light of the foregoing, the judgment of the circuit court of Madison County is affirmed.\nAffirmed.\nLEWIS and SCHWARTZ, JJ\u201e concur.", "type": "majority", "author": "JUSTICE McLAUGHLIN" } ], "attorneys": [ "Harry J. Sterling, of Harry J. Sterling, P.C., of Fairview Heights, for appellants.", "Gordon R. Broom and Daniel W. Farroll, both of Burroughs, Hepler, Broom, MacDonald & Hebrank, and Debra J. Meadows, of Reed, Armstrong, Gorman, Coffey, Thomson, Gilbert & Mudge, P.C., both of Edwardsville, for appellees." ], "corrections": "", "head_matter": "EARL L. VUAGNIAUX et al., Plaintiffs-Appellants, v. RALPH KORTE et al., d/b/a The Edwardsville Partnership, et al., Defendants-Appellees.\nFifth District\nNo. 5\u201492\u20140860\nOpinion filed June 30, 1995.\nHarry J. Sterling, of Harry J. Sterling, P.C., of Fairview Heights, for appellants.\nGordon R. Broom and Daniel W. Farroll, both of Burroughs, Hepler, Broom, MacDonald & Hebrank, and Debra J. Meadows, of Reed, Armstrong, Gorman, Coffey, Thomson, Gilbert & Mudge, P.C., both of Edwardsville, for appellees." }, "file_name": "0305-01", "first_page_order": 325, "last_page_order": 333 }