131 C. Cls.

CONTRACTS-Continued

ant's motion for summary judgment is granted in
part and overruled in part. Walters, 218.
United States 73 (17).

XI. In view of the specific provisions in the contract, it is
held there was no fixed number of units specified
and the contract clearly permitted either additions
to or deductions from the number of acres which
would be purchased. There is therefore no right of
recovery for either of the first two items of plaintiff's
claim. Id.

United States 73 (17).

XII. It is found that there was no lack of good faith nor of
compliance with the terms of the contract either in
reducing the number of certificates of title to be
prepared and furnished nor in reducing the amount
of acreage involved. Id.

United States 73 (17).

XIII. It is held that plaintiff should have been notified as to
the change as soon as, or within a reasonable time,
after it was definitely decided to reduce the acreage.
Id.

United States 73 (17).

XIV. The case is referred to a commissioner of the court for
the taking of testimony limited to determining any
excess costs to which plaintiff was put during the
period from the date of the decision to reduce the
acreage to the date when the plaintiff was given
notice of the change or had knowledge thereof. Id.
Courts

466.

XV. In the instant proceeding seven separate cases have
been consolidated. Two have been dismissed by
stipulation. Four of the remaining cases and the
Government's counterclaims thereto are considered
in the instant opinion. In the remaining case judg-
ment is deferred for opportunity to present further
proof. The issues involved, affecting interlocking
interests, are complicated and the procedure diffi-
cult. Hadden (Nos. 50115, etc.), 326.
Courts

470.

XVI. Case No. 50115 involves a contract between the Bureau
of Ordnance, Navy Department, and a division of
Union Mining Company, later Union Industries,
Inc., the proceeds of which were properly assigned
to Manufacturers Trading Corporation. It is held

131 C. Cls.

CONTRACTS-Continued

that plaintiff is entitled to recover.
$8,879.83. Id.

United States 74 (11).

Judgment for

XVII. Where the contract in suit was, after negotiation and
conference between the parties, terminated by the
Government, and the issue before the court is
whether the contract was terminated for default
under Section 23 of the contract or for the con-
venience of the Government under Section 24, it is
held, on all the evidence and in the circumstances
of the case, that the contract was terminated for
default or pursuant to an understanding that com-
pensation would be limited to the liabilities that
would be incurred in a termination by default. Id.
United States 74 (11).

XVIII. The dispute as to what type of termination had been
made in the contract in suit came before the Armed
Services Board of Contract Appeals which decided
in favor of the contention of the Government that
the termination was for default. The finding of the
Board is final as to the facts in the absence of any
allegation that these findings were arbitrary, capri-
cious or not supported by substantial evidence.
The contentions, however, turn on questions of law,
as to which the Court of Claims has jurisdiction.
Id.

United States 73 (14).

XIX. The fact that notice of termination, required under
Section 23 of the contract, was not received by the
contractor until 1947, cannot be raised by the party
at whose request the Government refrained from
issuing such a notice. Id.

United States 72 (12).

XX. Where it is shown that the agreement between the
parties restricted the contract's termination to the
amount allowed for termination for default under
Section 23; and where the compensation allowed by
the defendant, in accordance with the agreement,
was made under the more generous grounds of Sec-
tion 24; it is held that the Government did not
violate the agreement that the termination would
be ostensibly for the convenience of the Government
although compensation would be limited to the
terms of Section 23. Id.
United States 72 (12).

131 C. Cls.

CONTRACTS-Continued

XXI. Termination by the Government in the instant case
was not properly subject to contract. Line Con-
struction Company v. United States, 109 C. Cls. 154,
distinguished. Id.

XXII. In the contracts in suit, all except the contract in
Case No. 48867, contain clauses which prohibit the
Government from asserting claims against the
assignees of the contracts where such claims are
based on independent transactions with the respec-
tive assignors. Accordingly counterclaims under
contracts containing such clauses are denied. Id.
United States 130 (4).

XXIII. The suit under Case No. 48867 involves a contract
under the United Nations Relief and Rehabilitation
Administration Program (UNRRA). In this case
the plaintiff concedes that it must allow a counter-
claim unless it is determined that in negotiating the
contract between the Amsler-Morton Division of
Union Industries and the Procurement Division of
the United States Treasury Department, the Gov-
ernment of the United States was not a principal
but was acting as an agent for UNRRA or unless
the plaintiff has an equitable lien on funds appro-
priated for UNRRA purposes. Plaintiff's alter-
native contentions are not sustained. Id.
United States 130 (4).

XXIV. Upon the facts and documents presented, and upon a
review of the legislative history of the Acts of
Congress making appropriations for UNRRA pur-
poses, where it is shown that, in procuring the
machinery in question in the instant suit, the United
States acted in concert with and at the request of
UNRRA, it is held that there is nothing to indicate
that UNRRA had any right to control the actions
of the defendant or was bound by the acts of the
defendant. The United States was the responsible
principal. Id.

XXV. Where there is nothing in the contract in suit, between
the Treasury Department and Union, to indicate
that is was the intention of the parties to create a
lien on any particular fund; and where there is

131 C. Cls.

CONTRACTS-Continued

nothing in the legislative history of the Appropria-
tion Acts relevant to UNRRA funds to indicate any
intention of Congress to create such a lien in favor
of contractors; it is held that there was no lien in
favor of Union or its assignee. Id.

United States 74 (7).

XXVI. The Government's counterclaim in Case No. 48867 is
allowed to the extent of that claim. Id.

United States 130 (3).

XXVII. In Case No. 49884 defendant's counterclaim is against
plaintiff in his own right as trustee, not by virtue of
assignment or succession. The counterclaim in-
volves the question of fraudulent conveyances;
whether plaintiff was either a conveyee or otherwise
a guilty participant in such conveyances. (See 123
C. Cls. 246, 255.) Aside from any question of the
applicable rule of law, it is held that the evidence is
not sufficient to sustain a cause of action on the
counterclaim. Judgment in this case is given the
plaintiff for $63,000, admitted by the defendant
to be due to plaintiff. Id.

United States 141 (5).

XXVIII. In Case No. 413-52, where defendant concedes that
plaintiff is entitled to recover on its claim for
refund of overassessment of taxes, it is held that
plaintiff is entitled to recover $231,276.61, with
interest as provided by law.

Internal Revenue 2193.

XXIX. In summary it is held:

Id.

In Case No. 50115 plaintiff is entitled to recover
$8,879.83.

In Case No. 48867 plaintiff is entitled to recover
$248,375, and defendant is entitled to recover
$248,375 on its counterclaim.

In Case No. 49884 plaintiff is entitled to recover
$63,000.

In Case No. 413-52 plaintiff is entitled to recover
$231,276.61, with interest as provided by law.

Judgment for the plaintiff, trustee, in the amount
of $303,156.44. Id.

Courts 470.

XXX. Where plaintiffs sue for just compensation for the
taking of 12 of their vessels, and where it is shown
that plaintiffs' claim for just compensation was

131 C. Cls.

CONTRACTS-Continued

agreed upon and settled by a contract entered into
by the parties; it is held that the contract supplants
the claim for just compensation. Defendant's
motion for summary judgment is granted and plain-
tiffs' first cause of action is dismissed. Aktiesels-
kabet, 399.

War and National Defense

14.

XXXI. The 12 vessels, of Danish registry, in American ports,
were requisitioned by the United States in 1941.
Six of the vessels were sunk by enemy action. The
remaining six were returned to the owners in 1946,
in accordance with the provision of the contract of
May 10, 1946. Id.

XXXII. In accordance with a provision of the contract between
the parties of May 10, 1946, the requisition for title
was converted to requisition for use.

Id.

XXXIII. Where it is shown that the greater portion of the
contract of May 10, 1946, has been fully performed,
the sums agreed on as just compensation for the
vessels sunk have been paid; the vessels that were
not sunk have been returned, and the sums agreed
upon as just compensation for the use of these vessels
have been paid; and where the only thing unsettled
is the amount due as reconversion allowance and
allowance for repairs and stores, etc., for which
defendant confesses liability; it is held that the
Court of Claims has jurisdiction to render judgment
for the amounts agreed upon in the contract of
May 10, 1946. Id.

XXXIV. As of May 10, 1946, the parties entered into a contract
under the terms of which the defendant agreed to
pay to plaintiffs amounts as just compensation set
forth in the contract, and additional sums as recon-
version allowance, and allowances for stores, etc.
Partial payment under the contract, including agreed
amounts for just compensation, were made by the
defendant but further payments were suspended
pursuant to a ruling of the Comptroller General.
The defendant admits liability for the unpaid obliga-
tions, the exact amount of which is yet to be ascer-
tained.

Id.

War and National Defense 14.