## Facts

- Wong agreed to prepare mechanical drawings for Paisner under an asserted lump-sum arrangement.
- Wong claimed the contract was later modified from a $1,000 lump sum to hourly billing; Paisner denied any hourly modification but admitted agreeing to an additional $500.
- Paisner paid Wong $500.
- Wong later billed Paisner $5,400, based on 235 hours at $25 per hour less the $500 already paid.
- Before receiving Wong’s bill, Paisner sent Wong a $1,000 check marked “payment in full for services rendered,” along with a letter stating the work was “one time” work and that the $1,000 represented full payment; the letter described the earlier $500 as an attempt to “appease” Wong amid a misunderstanding.
- Wong crossed out the “payment in full” notation and deposited the check.
- Wong sued to recover an alleged unpaid balance of $4,400; a jury returned a verdict for Wong.
- The trial judge refused Paisner’s requested jury instruction on accord and satisfaction, and Paisner objected and appealed.

## Issues

1. Whether the evidence required a jury instruction on the affirmative defense of accord and satisfaction.
2. Whether refusal to instruct on accord and satisfaction constituted reversible error warranting a new trial.

## Decision

- The judgment for Wong was reversed.
- The court held the trial judge committed reversible error by refusing to instruct the jury on accord and satisfaction.
- A new trial was ordered on the issue of accord and satisfaction.
- Other claimed trial errors were rejected.

## Legal Principles

- Acceptance and deposit of a check tendered as full payment of a disputed claim may constitute an accord and satisfaction and bar further recovery for any alleged balance.
- A bona fide dispute as to the amount owed is a necessary predicate for accord and satisfaction based on a conditional tender.
- Whether an accord and satisfaction occurred is a question of fact for the jury, and the defendant bears the burden of proof.
- A creditor’s unilateral alteration of “payment in full” language on a conditionally tendered check does not, as a matter of law, defeat the defense when the check and accompanying communication evidence a conditional offer.

## Conclusion

Because the evidence supported a finding of a preexisting dispute and a conditional tender of full settlement that Wong accepted by depositing the check, the defense of accord and satisfaction was for the jury; the refusal to instruct on that defense required reversal and a new trial.


Wong v. Paisner, 436 N.E.2d 990 (Mass. App. Ct. 1982)