Fursmidt v. Hotel Abbey Holding Corp.
10 A.D.2d 447, 200 N.Y.S.2d 256 (N.Y.A.D. 1 Dept. 1960)
provided valet and laundry services to Hotel Abbey.He signed a contract with Hotel Abbey to provide such services for three years at $325
contract stipulated that, "the services rendered by the second party
(Fursmidt) shall meet with the approval of the first party (Hotel Abbey),
who shall be the sole judge of the sufficiency and propriety of the
be honest, this isn't a particularly harsh provision.It's pretty much the same as employment
clause is often called a condition of satisfaction.
few months later, Hotel Abbey terminated the contract, and brought in
another person to provide the same services for only $250 per month.Fursmidt sued claiming that his
services were not deficient.
Abbey argued that it is not for a court to decide upon the reasonableness
of their conclusions if in fact it was a conclusion honestly arrived at
Trial Court found for Fursmidt.
Trial Court found that it was not enough that Hotel Abbey could prove
that they were honestly dissatisfied with Fursmidt.It was implicit that such
dissatisfaction be reasonably grounded.
Appellate Court reversed and remanded for a new trial.
Appellate Court found that it was incorrect to instruct the jury that satisfaction needed to be reasonably grounded.
Abbey can require any standard of performance they like, it doesn't have
to be reasonable.If they want their sheets extra-white,
then Fursmidt must make them extra-white, even if it goes beyond what a
reasonable person would think was necessary.
Court found that the only question the jury needed to answer
was whether Hotel Abbey's dissatisfaction was genuine or feigned.
in agreements calling for performance to the satisfaction of a party fall
into two general categories:
contracts relating to the operative fitness, utility, or marketability
the provision is "construed as a matter of law as imposing only the
requisite of satisfying a reasonable man."
contracts providing for performance involving, "fancy taste,
sensibility, or judgment" of a party, the provision must be
if it's a contract to do some general, generic service that knowledgeable
people can objectively judge, then satisfaction really means the satisfaction of a reasonable
person.On the other hand,
if it's a contract that involves personal taste, then satisfaction means the good faith satisfaction of the
person who has commissioned the work.