Editor:Brian Daniel Rogers, Esquire
Judgment for specific performance of a single-page
handwritten contract reversed because notations under the parties'
signatures rendered the document too indefinite to be enforced. Fedynich v. Massood and Midwest Outdoor Media, LLC, No. 72816 (Mo. App. W.D., June 21, 2011), Howard, J.
Plaintiff Craig Fedynich filed suit for specific performance of a
handwritten contract to divide the assets of Midwest Outdoor Media,
LLC, a billboard company owned by plaintiff and defendant Curtis
Massood. The document at issue consists of a single piece of paper
containing on its face a box labeled "Craig signs" and a box labeled
"Curtis signs" with plaintiff's and defendant's signatures beneath.
Inside each box are numbers and words representing the number of
billboards owned by the company, along with highways and locations.
Below the signatures is the notation "Bank Account-Split-Pay Taxes-New
The trial court entered judgment in favor of plaintiff finding that
there was a written contract between Messrs. Fedynich and Massood to
divide the company's assets, but only the assets above the signatures.
The trial court found that the terms below the signatures were
unenforceable because it was unclear whether the terms were added to
the document contemporaneously with or later than the other terms.
Held: Reversed and remanded for further proceedings.
The trial court erred in determining that the terms below the
signatures were not part of the contract entered into between the
parties because there is a presumption under Missouri law that
alterations of a written contract were made at or before execution of
the document, and nothing in the record indicated that the terms below
the signatures were not present when the document was signed. The
contract was not enforceable, however, because the notations below the
signatures were too indefinite to be understood, and the evidence did
not show a meeting of the minds to divide all of the company's assets.
The Missouri Bar Courts Bulletin, 11-Jul