Stark v. Parker
19 Mass. (2 Pick.) 267 (1824)
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Rule of Law:
A party who voluntarily and without excuse breaches an entire contract by failing to complete performance cannot recover in quantum meruit for the value of the services partially performed, as full performance is a condition precedent to the right to payment.
Facts:
- Stark entered into a contract to work for Parker for one full year.
- Parker agreed to pay Stark $120 for the completion of the full year of service.
- During the year, Parker made some intermittent, partial payments to Stark for his labor.
- Before the contract term ended, Stark voluntarily quit his employment without any fault on Parker's part.
- Stark's departure was against Parker's consent.
Procedural Posture:
- Stark (Plaintiff) sued Parker (Defendant) in the Court of Common Pleas to recover wages for the time he had worked.
- At trial, the judge instructed the jury that Stark could recover a proportional sum for his services even though he had voluntarily abandoned the contract.
- The jury returned a verdict in favor of Stark.
- Parker filed exceptions to the trial judge's legal instruction, appealing the judgment to the state's highest court.
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Issue:
Does a party who voluntarily breaches an entire contract for a term of service have a right to recover on a quantum meruit basis for the partial services they performed?
Opinions:
Majority - Lincoln, J.
No. A party who voluntarily breaks an entire contract cannot use that broken contract as the basis for a claim to compensation for partial performance. The court reasoned that the contract was 'entire,' meaning the agreement to work for a full year was a condition precedent to the employer's obligation to pay the agreed-upon sum. Allowing a party who willfully breaches a contract to recover for partial performance would be repugnant to both moral sense and established legal principles, as it would permit that party to benefit from their own wrong. The court invoked the maxim expressum facit cessare tacitum (an express contract precludes an implied one), holding that Stark could not disregard the express contract he breached and sue on an implied contract for the value of his labor. The court noted this strict rule applies only when the breach is voluntary and without cause; a reasonable excuse for non-performance would permit recovery.
Analysis:
This case establishes the traditional and strict common law rule regarding 'entire contracts,' holding that a party in willful breach cannot recover for partial performance. This doctrine places the entire risk of non-completion on the breaching party and strongly favors the enforcement of contractual obligations as written. The decision contrasts sharply with later legal developments, such as the doctrine in Britton v. Turner, which allows for restitution to a breaching party to prevent the non-breaching party's unjust enrichment. This ruling therefore represents a foundational, albeit harsh, principle of contract law that has since been modified in many jurisdictions.
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