Does a Dealer have to honor their written Bill of Sale? He wants to back out.

[walden75]

Stopped in at a local dealership yesterday, wanted to look at a small aluminum boat they've had in stock for a year +. The boat was still there, and we came to an agreed upon price, they even wrote it up on their company "Bill of Sale" paper work, listing the boat & trailer with Hull ID & Trailer VIN #'s. I got everything squared away with my bank, gonna send me the check on Monday.

Here's the kicker......the boat is a 2004 model new, and I'm fine with that (mainly cause the motor I'm gonna put on it is a 2004 model!!) The only thing wrong with the boat is the carpet on the interior decks is tearing up and dry rotting in some places. I asked about getting that fixed, the owner told the salesman over the phone, he would fix the carpet and sell me the boat @ $1000 off dealer invoice....we worked the #s, and it just wasn't the price I wanted to pay....so I offered them less, and their "VP" aka owners wife/secretory, said I'll meet ya half way, and so I said OK, she wrote up the bill of sale as noted above, and that was it. Well, owner walks in, finds out about price, and is not happy, does NOT want to sell it to me at that price AND fix carpet. So I asked about getting it covered under warranty, and they agreed to call the Manufacture to see if it would be covered. I said OK, and that we would finalize next week.

I called the manufacture's customer service line that afternoon to see how the warranties would be handled being a 2004 "New" boat....they said it would have to be proven it was a Factory Defect, and not a condition of weathering that caused the failure. I excepted that, and asked to get a price on a carpet kit for the boat.....they put me through to their "Retail Parts Department" and told me I can buy new carpet for $10/sq yd. Which is fine by me.....meaning now I know I can re-carpet the entire boat for about $100 Total.

I ended up leaving my digital camera out on the boat, and went back this morning to get it, as I walked back in to say thanks, and that whatever happens with the warranty claim (yeah/neah to fixing it) I'm gonna buy the boat, and will pick it up next week when I get back in from work out of town. This is when the owner said "I don't wanna make that deal anymore buddy"....and went on to say he got a call from the manufacturer yesterday about me calling about the boat, and was not happy I went around him to check on it.....I explained I was only using the customer service line for what its there for, and to inquire about buy MY OWN carpet replacement kit for the boat and to do it myself.

So after all this, he says he doesn't want to sell the boat to our agreed upon price, and says "I'll let ya have it at wholesale" which is ridiculous. I tell him I think that's bad business practice, and that I'm prepared to buy the boat on our agreed upon price regardless of carpet repair/warranty. And he says he'll think about it this weekend and let ME know!!

So does he have a legal obligation to sell me that boat based on the price on the bill of sale THEY wrote, or can they renig on the deal, and expect me to pay more? Which I wouldn't do (pay more).

We're not talking about alot of money here, but we are talking about the dealer selling me a boat $1700 below his invoice price, which he showed me in black&white. I think that's the main reason he's trying to back out.

Any thoughts....sorry for the long read. But thanks for any ideas.

[Tireless]

I don't see how he has an option.....the paperwork is complete, you have the money.....he has to sell that boat at the agreed upon price.

[EODContender]

I think this guy is very shady and has poor ethics. But look at it this way......if you wanted to back out, could he legally hold you to buying the boat according to the paperwork you guys signed. That should answere your question.

[yachtjim]

Depends on what everybody signed. Since they do not have the money yet you have certainly not bought the boat. If it is a Bill of Sale still I don't see how they would have to honor it if you have not given them the money. If it is a Purchase Agreement I would think they need to honor it. Again, comes down to the wording and what you both signed. In any case it definitely sounds like bad business practice, might be a good opportunity for you to avoid them.

[EODContender]

I think this guy is very shady and has poor ethics. But look at it this way......if, on the other hand, YOU wanted to back out, could he legally hold you to buying the boat according to the paperwork you guys signed. That should answere your question.

[itwonder]

Well, I think you now know why this guy has 2004 model boats sitting around unsold. I'd call him back Monday and explain once again that you certainly regret any grief you may have unintentionally caused with the manufacturer, just wanted to price the carpet, and ask him to please close the deal in the interest of good business because you have already gone through a lot of work on your end in good faith by getting a bank loan secured, plus waiving the carpet repair. You didn't mention making a deposit. Did you? May be important in determining the validity of the contract.

If he refuses, you'll need legal help to do any more and that cost will not be worth it. If you want to punish him, you could complain in writing to the manufacturer. I suspect they will look very unfavorably on a case where a dealer abuses a customer for calling the manufacturer's customer service department to make a warranty and parts inquiry.

[mbb]

Forget it and go look for a differerent boat. You dont want to do business with this guy, at all.

[makosteve66]

Some states Have "grace perioed where wither party has a set # of days to rescind. read the fine print

[ABoater]

Did you give them a deposit with the "bill of sale"? If so, did they cash it?

Was their "bill of sale" just a salesman's worksheet? Those are commonplace, (even with VIN #'s) and usually have a disclaimer at the bottom stating something about the deal isn't final until it is "authorized" by mgmt.

A purchase contract, signed by both parties and any amount of money changing hands, and the buyer receiving a copy, would consumate the sale, and BOTH parties would have to follow through with it.

Just giving you a price "quote" even on company letterhead and no money changing hands is not sufficient to consumate a deal, or force either party to complete the transaction that way.

At least in my marine dealership experience in CA.

Good luck!

[Local Motion]

They could say they just made a typo error on the price.

I agree with others here and would not want to deal with this guy at all.

[ShellbackCVA59]

Well the carpet probably went bad because the dealer stored the boat outside uncovered. Then he was likely going to get the manufacturer to eat the cost of the replacement. Your phone call probably screwed him of getting warranty to pay for it, so now he's mad! I'd bet the manufacturer warrantee's the carpet to the original owner, but isn't going to eat the cost of a dealers poor care. The dealer would probably run the warranty claim thru once you were the owner. With your phone call the manufacturer is now aware of the situation. Even if you get the boat at the agreed price, what kind of service can you expect from this dealer if you need other warranty work? Of course with a price $1700 below dealer cost, you could take your chances.

[mole2]

I had something very similar happen to me three years ago with our local Sea Swirl dealer. We signed the purchase/sales agreement and he accepted a $1K deposit on my credit card for a 2101 WA. Two days later he calls me up and says he can't sell me the boat at the agreed upon price because he isn't making ENOUGH money. I laughed and asked him if he were kidding with a statement like that. Just for record a good friend of mine is an attorney and he said if I wanted to I could force him to abide by the agreement. On reflection I let him back out because I figured I'd never get the service I would require (warranty, repairs, etc) from that day forward. Take that into consideration before forcing him to abide by the agreement.

[walden75]

As far as dealing with the owner, yeah I know he's not the type I "like" to do busniess with....sometimes you just do it cuase you want what they have to sell. In this case, its partly that....and partly (mostly) that we agreed on this boat at below NADA Avg (used) retail price listing...ie I really like our agreed to price. No money has exchanged hands, and it is more or less like ABoater said a "quote" vs a purchase contract, the only writing on the paper is Bill of Sale, no fine print about purchase agreements etc. Its basically the same write up they would use for a case of Engine Oil or a trolling motor or a maybe if you were ordering something (parts, props etc). Thats why I wonder if he comes back and says "no deal" can I hold him to this, and say you have to sell it to me, we have a "bill of sale". Ive looked the dealer up via BBB Online, they have zero complaints and have been in business since 1981, I think he's just not happy his wife agreed to a price $1700 off invoice on a $5200 invoice priced boat. That and the fact I called the company, I have no idea what they called him on, but whatever it was, he didnt like it. I did not say anything about the dealer, didnt even mention them, I ONLY inquired about the boat and how the warranty would be honored. (they must have looked him up via the Hull ID# on the boat) Hell, I even called THEM back friday and told them I called, and what the manufacture said....I had nothing to hide, IMO its just C.Y.A.

Regardless of the owners attitude, I like the boat and the price. I'll shrug off his actions, just to get the boat I want. As far as looking somewhere else for the boat, I wouldnt really bother, this whole package worked out for me cuase I ONLY need a boat/trailer, and it fits perfect cuase the Merc 40 I will put on it is a 2004 model, making the whole package 2004. If I had to look for another one, it would be more than Im wanting to spend right now on a boat of this size and amount of use I'll get out of it. Its one of those, right time and place deals....but I wouldnt go looking further.

If he does back out, I'll certainly call the Manufacturer and tell them what happend, not to mention email them a copy of the Bill of Sale she wrote up. I'd follow up with a BBB Complaint, but I dont know what good any of that would do for me, other just a way to get back at him for backing out of the deal. Im not out to do something like that, bot my style. Im sure they run a fine business (26 years in the market of selling boats must be worth something), but I dont think handling this particular case in this manner is very professional.

Im sure once the dust settles, it will work out. I was just wondering if my "Bill of Sale" is worth anything to hold him to.

Thanks for the feedback

[walden75]

In regards to the warranty work.....not to concerned about that, its a fairly simple boat 16' Aluminum V-Hull .......the boat would not even spend much time here, about 80% of the boats 1st year will be in SC, where my father will have it, and could take it to another "Nationwide Service Center" dealer located right down the road from him. This whole deal comes down to price, its a good deal and thats the reason Im buying it (or want to!!!) I think its also the reason he doesnt want to sell it.

[welder]

she wrote it down and gave it to you , that's a CONTRACT.

[t3rockhall]

welder - 3/31/2007 11:31 AM

she wrote it down and gave it to you , that's a CONTRACT.

As I recall from college Business Law, you need "good and valuable consideration" to make a contract. If you didn't leave a deposit or pay for it, there's no "consideration" and the contract isn't accepted yet, no matter what's written down.

I swiped the following from a random site:

The Elements of a Contract

Typically, in order to be enforceable, a contract must involve the following elements:
A "Meeting of the Minds" (Mutual Consent)

The parties to the contract have a mutual understanding of what the contract covers. For example, in a contract for the sale of a "mustang", the buyer thinks he will obtain a car and the seller believes he is contracting to sell a horse, there is no meeting of the minds and the contract will likely be held unenforceable.
Offer and Acceptance

The contract involves an offer (or more than one offer) to another party, who accepts the offer. For example, in a contract for the sale of a piano, the seller may offer the piano to the buyer for $1,000.00. The buyer's acceptance of that offer is a necessary part of creating a binding contract for the sale of the piano.

Please note that a counter-offer is not an acceptance, and will typically be treated as a rejection of the offer. For example, if the buyer counter-offers to purchase the piano for $800.00, that typically counts as a rejection of the original offer for sale. If the seller accepts the counter-offer, a contract may be completed. However, if the seller rejects the counter-offer, the buyer will not ordinarily be entitled to enforce the prior $1,000.00 price if the seller decides either to raise the price or to sell the piano to somebody else.
Mutual Consideration (The mutual exchange of something of value)

In order to be valid, the parties to a contract must exchange something of value. In the case of the sale of a piano, the buyer receives something of value in the form of the piano, and the seller receives money.

While the validity of consideration may be subject to attack on the basis that it is illusory (e.g., one party receives only what the other party was already obligated to provide), or that there is a failure of consideration (e.g., the consideration received by one party is essentially worthless), these defenses will not let a party to a contract escape the consequences of bad negotiation. For example, if a seller enters into a contract to sell a piano for $100, and later gets an offer from somebody else for $1,000, the seller can't revoke the contract on the basis that the piano was worth a lot more than he bargained to receive.
Performance or Delivery

In order to be enforceable, the action contemplated by the contract must be completed. For example, if the purchaser of a piano pays the $1,000 purchase price, he can enforce the contract to require the delivery of the piano. However, unless the contract provides that delivery will occur before payment, the buyer may not be able to enforce the contract if he does not "perform" by paying the $1,000. Similarly, again depending upon the contract terms, the seller may not be able to enforce the contract without first delivering the piano.

In a typical "breach of contract" action, the party alleging the breach will recite that it performed all of its duties under the contract, whereas the other party failed to perform its duties or obligations.

Additionally, the following elements may factor into the enforceability of any contract:
Good Faith

It is implicit within all contracts that the parties are acting in good faith. For example, if the seller of a "mustang" knows that the buyer thinks he is purchasing a car, but secretly intends to sell the buyer a horse, the seller is not acting in good faith and the contract will not be enforceable.
No Violation of Public Policy

In order to be enforceable, a contract cannot violate "public policy". For example, if the subject matter of a contract is illegal, you cannot enforce the contract. A contract for the sale of illegal drugs, for example, violates public policy and is not enforceable.

Please note that public policy can shift. Traditionally, many states refused to honor gambling debts incurred in other jurisdictions on public policy grounds. However, as more and more states have permitted gambling within their own borders, that policy has mostly been abandoned and gambling debts from legal enterprises are now typically enforceable. (A "bookie" might not be able to enforce a debt arising from an illegal gambling enterprise, but a legal casino will now typically be able to enforce its debt.) Similarly, it used to be legal to sell "switchblade kits" through the U.S. mail, but that practice is now illegal. Contracts for the interstate sale of such kits were no longer enforceable following that change in the law.

Your own interpretation may vary.

[welder]

She[ the dealer ] wrote down what that dealer would take for the boat and the buyer accepted it. Both parties agreed.
Done deal.

[jukowalcz]

I'm with you on the good deal - the part about you calling customer service about the carpet is just an excuse for the dealer to get out of a deal - maybe there's another interested party in the boat? - I wouldn't worry about customer service w/the boat as you described - press them on it - great deals on leftover new models w/full warranty are the only way to go and sounds like you're getting a good one - good luck!

[My Turn]

why would you want to do business with this guy now? if you are going to need and warranty service after he has your money how do you think you will be treated? Thank him for alerting you to what an a-hole he is, go find a good business to deal with. Life is too short.

[elcosito]

A "good deal" is when both (seller and buyer) are happy with it. Why would you want to make a "BAD" deal?...what goes around, comes around.