dissenting:
I respectfully dissent and would reverse the judgment of the trial court, remanding with instructions that the option to purchase be honored.
Prange owns a 49-acre tract of land on the west bank of the Illinois River, south of Hardin, Illinois. It appears the tract is primarily used for barge fleeting operations. In 1993, the Pranges entered into a 25-year lease with Grantz’s Marine Service, Inc., covering “approximately five hundred (500) feet of river frontage,” and giving Grantz’s Marine a first option to purchase the leased premises. That lease was assigned to WestPoint Marine in 1996. On September 24, 1999, Pool 24 Tug Service, Inc., submitted an offer to purchase the 49-acre tract, “subject to cancellation of present lease on the riverfront of said property.” (The lease provides that “In the event the river frontage is sold to another party, the purchaser will be obligated to honor the terms and conditions of this lease.”) On September 27, Prange’s agent notified WestPoint Marine of the pending contract, advising that “you, under the articles of the agreement, have fifteen (15) days within which to purchase the property as stated in the enclosed contract or forfeit your interests.”
The lease agreement clearly provides WestPoint Marine with an option to purchase. WestPoint Marine and its predecessor have performed their obligations under the lease for more than 10 years. The majority now makes a new contract for the parties, deleting the option to purchase, a substantial right that the optionee had bargained for and paid for. If the option to purchase is invalid because the legal description in the lease is insufficient, is the lease also invalid? The majority should disclaim any intention to make its holding res judicata in any future action filed by Pool 24 Tug Service, Inc., seeking to invalidate the lease.
Where the facts are not in dispute, the existence and interpretation of a contract are questions of law that the trial court may decide on a motion for summary judgment and that we may review independently. Pokora v. Warehouse Direct, Inc., 322 Ill. App. 3d 870, 875, 751 N.E.2d 1204, 1209 (2001). The case cited by the majority for the proposition that parties to a contract are not entitled to specific performance as a matter of right and that deference should be given the trial court’s factual findings is distinguishable, involving a complicated calculation of the amount due plaintiff for the “net fair market value” of his interest in the Village Green Investment Corporation. Butler, 275 Ill. App. 3d at 225, 655 N.E.2d at 1125-26.
The trial court found that the lease agreement “does not contain a description of the property specific enough for which specific performance should be granted.” How can that be? This lease agreement was executed in 1993, and the leased premises have been used continuously since that time. Perhaps in 1993 there could have been a dispute as to what property had been leased, but that is no longer possible. The law is clear that a lease need not contain a specific description of the property. “[A] defective description of land may be aided by the conduct of the parties, such as, that the vendor put the purchaser in possession of the premises intended to be conveyed.” Hayes v. O’Brien, 149 Ill. 403, 413, 37 N.E. 73, 75 (1894). There is no dispute that a surveyor could stake out WestPoint Marine’s existing operation. That is all that is required.
The majority ignores the holding of Kane, upon which it purportedly relies. Kane involved a farm lease of property in sections 8, 21, and 29, but the plaintiff sought to enforce the option only as to a part of the property in section 29. The exercise of the option in Kane said simply that the plaintiff was exercising the option granted in section 7 of the lease. Section 7 of the lease said simply that the plaintiff had “ ‘first option to purchase any part or all of the land farmed by the tenant.’ ” Kane, 191 Ill. App. 3d at 215, 547 N.E.2d at 710. This court rejected the argument that the property was insufficiently described in the option. “A description of property is sufficiently definite if it will enable a surveyor, by aid of extrinsic evidence, to locate the property. Any reference to ownership or other matters which would make the description definite will be considered to locate the property.” Kane, 191 Ill. App. 3d at 217, 547 N.E.2d at 712.
The majority decision is consistent with Justice Steigmann’s dissent in Crawley v. Hathaway, 309 Ill. App. 3d 486, 721 N.E.2d 1208 (1999), but we should follow the Crawley majority opinion. In that case, an agreement to buy a portion of a farm, “ ‘100 Acres More or less, 83 acres of pasture & timber and 19 acres of tillable ground’ ” was held to be a sufficient description. Crawley, 309 Ill. App. 3d at 487, 721 N.E.2d at 1209. The land is sufficiently described in the writings when that description will enable a surveyor, with the aid of extrinsic evidence, to locate the property. Crawley, 309 Ill. App. 3d at 490, 721 N.E.2d at 1211, citing Thomas v. Moore, 55 Ill. App. 3d 907, 911, 370 N.E.2d 809, 811-12 (1977). Crawley cited other cases. A description of the property only as “my farm” was deemed sufficient because the description could be made certain by the aid of extrinsic evidence and the property located. Werling v. Grosse, 76 Ill. App. 3d 834, 841, 395 N.E.2d 629, 634 (1979). A letter that did not specify the subject property was sufficient where the surrounding facts and circumstances served to identify the subject matter of the letter as the premises in question. Moore v. Pickett, 62 Ill. 158, 161 (1871). “Moreover, parol evidence is admissible to identify the subject matter of the contract or memorandum. It is not necessary in contracts for the sale of real estate that it should be so described as to admit of no doubt as to what it is.” Callaghan v. Miller, 17 Ill. 2d 595, 599, 162 N.E.2d 422, 424 (1959).
There is a strong tendency for the courts to sustain a legal description if at all possible, since it is apparent that the parties intended for something to be conveyed or they never would have been involved in the transaction. J. Cribbet, Principles of the Law of Property 157 (1962). The majority here trashes the intent of the parties by its insistence that the lease “indicate the precise location or the dimensions of either the Prange farm or the 500 feet of riverfront property” (349 Ill. App. 3d at 1014), a specificity requirement that is disavowed by the cases. Just as an offer to sell “my farm,” is sufficient, an offer to purchase “the property I lease” is sufficient.
Questions are presented when the owner of a tract leases out a portion of that tract with an option to purchase. Certainly the lessee should not be allowed to frustrate the lessor’s later attempt to sell the entire tract by insisting that the leased portion be split off. On the other hand, the lessor should not be allowed to render the option nugatory merely by attaching additional land to the part under option. The Retreat v. Bell, 296 Ill. App. 3d 450, 456, 695 N.E.2d 892, 896 (1998). WestPoint Marine acted appropriately here by offering to take the entire tract, or the portion it leased, as Prange chose. Prange will not be prejudiced whether WestPoint Marine or Pool 24 Tug Service, Inc., purchases the property.