{ "id": 2634494, "name": "JENKINS AND BOLLER COMPANY, INC., Plaintiff-Appellee, v. SCHMIDT IRON WORKS, INC., Defendant-Appellant", "name_abbreviation": "Jenkins & Boller Co. v. Schmidt Iron Works, Inc.", "decision_date": "1976-03-23", "docket_number": "No. 74-192", "first_page": "1044", "last_page": "1048", "citations": [ { "type": "official", "cite": "36 Ill. App. 3d 1044" } ], "court": { "name_abbreviation": "Ill. App. Ct.", "id": 8837, "name": "Illinois Appellate Court" }, "jurisdiction": { "id": 29, "name_long": "Illinois", "name": "Ill." }, "cites_to": [ { "cite": "185 Ill. App. 568", "category": "reporters:state", "reporter": "Ill. App.", "case_ids": [ 2848759 ], "opinion_index": 0, "case_paths": [ "/ill-app/185/0568-01" ] }, { "cite": "23 Ill. App. 3d 137", "category": "reporters:state", "reporter": "Ill. App. 3d", "case_ids": [ 2503996 ], "pin_cites": [ { "page": "139-40" } ], "opinion_index": 0, "case_paths": [ "/ill-app-3d/23/0137-01" ] } ], "analysis": { "cardinality": 603, "char_count": 11919, "ocr_confidence": 0.879, "pagerank": { "raw": 1.8857534844068623e-07, "percentile": 0.72830288561225 }, "sha256": "03f2e55cf1c896ef6b7ea3cf0500ef89c84b3d19f196e9984055309b62b0177d", "simhash": "1:4d8792848c281fc4", "word_count": 1921 }, "last_updated": "2023-07-14T20:55:53.941211+00:00", "provenance": { "date_added": "2019-08-29", "source": "Harvard", "batch": "2018" }, "casebody": { "judges": [], "parties": [ "JENKINS AND BOLLER COMPANY, INC., Plaintiff-Appellee, v. SCHMIDT IRON WORKS, INC., Defendant-Appellant." ], "opinions": [ { "text": "Mr. PRESIDING JUSTICE RECHENMACHER\ndelivered the opinion of the court;\nThis case arises from the denial of defendant, a subcontractor (Schmidt), of the existence of any contractual obligation stemming from its written bid to the plaintiff, a general contractor, offering to furnish various metals and structural steel, and its refusal to perform and to execute a written subcontract covering its bid. Because of such refusal plaintiff hired others to perform the job it claims Schmidt had bid on and was required to pay considerably more therefor. Plaintiff then filed suit against Schmidt for breach of the alleged contract relying on the theory of promissory estoppel and asserting that it had submitted its bid as general contractor for the construction of an addition and alterations to Lake County Nursing Home, and entered into a contract with Lake County in reliance on Schmidt\u2019s bid. Following a bench trial the trial court entered judgment against Schmidt for *33,192.42 representing the difference between the amount of Schmidt\u2019s bid (*80,130) and the increased amount (*113,322.42) which plaintiff was required to pay other subcontractors for performance.\nOn February 16,1970, the architect had issued plans and specifications for the job, copies of which were delivered to various general contractors, including plaintiff. Early in March invitations to bid were sent to prospective subcontractors, including Schmidt. On March 11 Addendum No. 2 was issued changing the original specifications by (1) substituting aluminum (for stainless steel) handrails in corridor walls, dining and recreation rooms, and physical therapy and hydro-therapy rooms, and (2) adding \u201cshelf angles around the entire perimeter of the building on each floor.\u201d Schmidt was not provided by plaintiff at any time with copies of the plans, specifications or any addenda thereto. However, Schmidt obtained copies of the plans and specifications from another prospective general contractor in early March. Schmidt\u2019s estimator, Loversky, telephoned the architect\u2019s office \u201cthree to six days before March 23rd\u201d (i.e., between March 17 and 20) stating he was having difficulty finding in the specifications two of the configurations for stainless steel handrails; Loversky was told that the architect was coming out with an alternate for aluminum hand rails.\nOn March 23 Schmidt sent its bid to plaintiff for \u201cMisc. Iron & Structural Steel 500 Furnished and Installed at: Addition and Alt. to Lake County Nursing Home,\u201d proposing \u201cto furnish\u201d various specified metal products indicating several as \u201cinstalled\u201d or \u201cdelivered,\u201d others as \u201cerected\u201d including \u201cshelf-angles \u2014 erected,\u201d \u201ccomplete\u201d for \u201c*70,000\u201d; it also provided for deductions aggregating *19,370 from that bid \u201cif alum, wall Handrails are used in halls,\u201d and \u201cin lieu of S.S. [stainless steel] on 4th and 5th floors,\u201d and for an addition of *29,500 for \u201cAlt. on finishing 4th & 5th floors.\u201d Plaintiff received Schmidt\u2019s bid on March 26. March 31 at 2 p.m. was the deadline for submission of bids by general contractors. In the forenoon of that date, plaintiff\u2019s operations\u2019 manager and estimator, Knop, telephoned Schmidt\u2019s estimator, Loversky, to inquire about certain other items excluded in Schmidt\u2019s bid. Plaintiff then submitted its bid pri- or to the deadline and was awarded the general contract by Lake County on May 14. Shortly thereafter, about May 27, plaintiff\u2019s chief estimator, Ferraro, informed Schmidt\u2019s Loversky of that fact and of plaintiff\u2019s award to Schmidt of the subcontract (for *80,130). Ferraro testified that during that conversation Loversky stated that Schmidt was no longer interested in doing that job and that Ferraro told him that plaintiff had used Schmidt\u2019s bid in the preparation of its bid for the owner and depended upon it. Loversky testified that when Ferraro told him of the award to Schmidt of that subcontract, Loversky told Ferraro that there had been a two-month lapse since, he, Loversky, had seen the plans and specifications and that he would like to look at them again before he accepted the job. On June 9, plaintiff mailed to Schmidt the printed form of subcontract incorporating the terms of Schmidt\u2019s alleged bid. Several days later, on June 16, plaintiff forwarded to the architect the list of its subcontractors for the job, including Schmidt.\nSchmidt refused to sign the contract; Loversky testified that the refusal to do so was because of the contract reference to Addendum No. 2, and he \u201cknew of no Addendum No. 2.\u201d Plaintiff then completed the job using other subcontractors to perform the work which plaintiff contends was covered by Schmidt\u2019s bid.\nFollowing a bench trial and after hearing testimony, the trial court found inter alia that Schmidt, prior to making its bid of March 23,1970, \u201cknew or should have known of the plans and specifications [for the project] and addenda thereto\u201d; that Schmidt reasonably expected, or should have, that plaintiff would rely on Schmidt\u2019s bid in preparing its own bid to the County of Lake; that plaintiff justifiably did rely on Schmidt\u2019s bid in preparing and submitting its own bid for the construction work for Lake County Nursing Home; and that Schmidt\u2019s refusal to perform the work was a material breach of contract as a proximate consequence of which plaintiff sustained damages in the sum of *33,192.42. The trial court entered judgment for that amount and costs.\nThe principle issue presented to us is (a) whether the doctrine of promissory estoppel is applicable here so as to bind Schmidt to the bid it submitted to the plaintiff, or (b) whether Schmidt\u2019s written bid, because it included the sale of materials valued in excess of *500 and did not specify any quantities is unenforceable by reason of the provisions of section 2\u2014 201(1) of the Uniform Commercial Code (Ill. Rev. Stat. 1969, ch. 26, par. 2 \u2014 201(1), which states in effect that a written contract for the sale of goods for the price of *500 or more \u201cis not enforceable \u201c \u201c \u201d beyond the quantity of goods shown in such writing.\u201d Schmidt argues that the failure of its bid (a) to specify any quantities of material whatever and (b) to refer to the plans and specifications and to any addenda renders it an insufficient writing to satisfy the Statute of Frauds.\nIt is of course conceded that the quantities of the various metal products were indicated with particularity in the plans and specifications and addenda covering the construction project for Lake County Nursing Home. The evidence shows that before preparing its bid to plaintiff Schmidt obtained the plans and specifications from another proposed bidder on the general contract and examined them. Schmidt claims, however, that it did not see the addenda. Nevertheless Schmidt\u2019s bid to the plaintiff was dated March 23, more than ten days after Addendum No. 2 was issued. That bid expressly stated that it was made for additions and alterations to the Lake County Nursing Home (which was covered only by those plans and specifications). That bid also included (a) \u201cshelf-angles \u2014 erected\u201d and (b) an alternative for the substitution of aluminum handrails for stainless steel handrails. Both of these changes were covered by Addendum No. 2. The trial court heard the testimony of the witnesses and found that Schmidt \u201cknew or should have known of the plans and specifications and addenda thereto.\u201d From our examination of the record that finding of the trial court was not without substantial basis.\nThere is no question but that the doctrine of promissory estoppel is recognized in Illinois. (S. M. Wilson & Co. v. Prepakt Concrete Co., 23Ill. App. 3d 137,139.) As stated above Schmidt argues that that doctrine is not applicable to the case at bar because the action is barred by the Statute of Frauds. It should be noted that section 2 \u2014 205 of the Uniform Commercial Code (Ill. Rev. Stat. 1969, ch. 26, par. 2 \u2014 205) provides in part as follows:\n\u201cAn offer by a merchant to * * * sell goods in a signed writing which by its terms gives assurance that it will be held open is not revocable, for lack of consideration, dining the time stated or if no time is stated for a reasonable time #\nIn section 2 \u2014 206 of that Code, it is provided that \u201can offer to make a contract shall be construed as inviting acceptance in any manner and by any medium reasonable in the circumstances,\u201d unless otherwise clearly indicated by \u201clanguage or circumstances.\u201d The doctrine of promissory estoppel is also set forth in Restatement of Contracts \u00a790 (1932) as follows:\n\u201cA promise which the promisor should reasonably expect to induce action or forbearance of a definite and substantial character on the part of the promisee and which does induce such action or forbearance is binding if injustice can be avoided only by enforcement of the promise.\u201d\nIn Wilson the court summed up the typical relationship in the construction industry between contractor and subcontractor, and the applicable doctrine of promissory estoppel as follows (23 Ill. App. 3d 137, 139-40):\n\u201cAn owner puts a particular project up for bid. Before interested general contractors submit bids, they solicit bids from subcontractors and suppliers. There may be and frequently are a large number of such subcontractors and suppliers. Based upon the totals of low subcontractors and supplier bids and upon other considerations, general contractors then submit bids to the owner. Following a determination of the low bid, the successful general contractor then sends subcontracts to each of the low bidding subcontractors based upon their initial estimates.\nIt is obvious to this court that a general contractor will suffer financial loss if one or more of the subcontractors whose bids he used as a part of the total bid which procured the job for him refuses to perform after the job is awarded to the general contractor. We have no hesitancy in saying that the theory of promissory estoppel was appropriate in this case and that the trial judge was correct in so ruling.\u201d\nThat statement is equally applicable to the case at bar.\nIf Schmidt made a mistake in preparing its bid by not including in its computation the cost of using and erecting all the shelf-angles as shown in the plans and specifications and addenda thereto, its mistake did not render its bid void or ineffective. (See Brown Brothers Manufacturing Co. v. S. H. Harris Co., 185 Ill. App. 568.) Schmidt\u2019s presentation of its bid and plaintiff\u2019s acceptance thereof were in accordance with the custom of the construction industry in Lake County (see sections 1 \u2014 205 and 2\u2014 208(2) of the Uniform Commercial Code (Ill. Rev. Stat. 1969, ch. 26, pars. 1 \u2014 205 and 2 \u2014 208(2)). Schmidt\u2019s estimator, Loversky, conceded that fact. He also conceded that, other than his complaint concerning the reference to Addendum No. 2, the form of subcontract which plaintiff submitted to Schmidt contained provisions which are normally expected to be included in a subcontract.\nWe find nothing in this record to support Schmidt\u2019s statement that plaintiff\u2019s estimator, Knop, was suspicious of Schmidt\u2019s low bid. On the contrary, the record shows that Knop telephoned Schmidt\u2019s estimator, Loversky, shortly before the deadline for submission of plaintiffs bid to the owner to verify items in its bid and to determine which items were not included.\nOther issues presented are not of sufficient importance to prolong this opinion further. The judgment of the trial court was proper and it is therefore affirmed.\nJudgment affirmed.\nT. J. MORAN and DIXON, JJ, concur.", "type": "majority", "author": "Mr. PRESIDING JUSTICE RECHENMACHER" } ], "attorneys": [ "McDermott, Will & Emery, of Chicago, and Snyder, Clarke, Dalziel, Holmquist & Johnson, of Waukegan, for appellant.", "Michael L. Roach, of Hall, Meyer, Fisher, Holmberg, Snook & May, of Waukegan, for appellee." ], "corrections": "", "head_matter": "JENKINS AND BOLLER COMPANY, INC., Plaintiff-Appellee, v. SCHMIDT IRON WORKS, INC., Defendant-Appellant.\nSecond District (2nd Division)\nNo. 74-192\nOpinion filed March 23, 1976.\nMcDermott, Will & Emery, of Chicago, and Snyder, Clarke, Dalziel, Holmquist & Johnson, of Waukegan, for appellant.\nMichael L. Roach, of Hall, Meyer, Fisher, Holmberg, Snook & May, of Waukegan, for appellee." }, "file_name": "1044-01", "first_page_order": 1070, "last_page_order": 1074 }