## Facts

- Landowners contracted in writing with builders to construct a three-story building on the owners’ lot under detailed plans and specifications.
- The contract specified foundation dimensions and footing details but did not address soil conditions or require the owners to prepare or drain the site.
- The builders twice erected the building to three stories; each time the building collapsed.
- Evidence showed the site consisted of porous quicksand unable to support the building without additional measures such as drainage.
- After the second collapse, the builders refused to continue, asserting the quicksand—not defective work—caused the failures.
- The owners sued for damages for noncompletion, alleging negligent construction and inferior materials.
- The builders sought to introduce testimony of an alleged oral agreement that the owners would drain the land; the trial court excluded the evidence under the parol evidence rule.
- The jury found for the owners; the trial court denied the builders’ motion for a new trial, and the builders appealed.

## Issues

1. Whether contractors who expressly agree to erect a building on a particular site are excused from performance because unknown quicksand conditions make performance substantially more difficult and lead to repeated collapse.
2. Whether increased difficulty or expense from unforeseen natural site conditions constitutes legal impossibility discharging a construction contract.
3. Whether the contractors could rely on an alleged oral promise by the owners to drain the land when the written contract was treated as complete.

## Decision

- The Minnesota Supreme Court affirmed the judgment for the owners and the order denying a new trial.
- The court held the contractors were not excused from performance because the work remained legally and physically possible, though more difficult and costly.
- The court left undisturbed the exclusion of the alleged oral drainage agreement as barred by the parol evidence rule.

## Legal Principles

- A party who contracts to do a thing that is possible must perform unless performance is prevented by an act of God, by law, or by the other party.
- Unforeseen hardship, difficulty, or increased expense does not amount to legal impossibility when the promised result can still be achieved.
- When a written construction contract is treated as complete and unconditional, the contractor bears the risk of unknown site conditions unless the contract allocates that risk or conditions performance.
- Parol evidence cannot be used to add an additional obligation (such as an owner’s duty to drain land) to an integrated written contract.

## Conclusion

The court enforced the builders’ unconditional promise to complete the building on the designated lot, holding that adverse soil conditions causing repeated collapse did not discharge the contract because completion remained possible, and the contract did not shift the risk of site conditions to the owners.


Stees v. Leonard, 20 Minn. 494 (1874)