Ted Price Construction Company v. Cascade Natural Gas Corporation, a Washington Corporation Fish Service Corporation, a Corporation

This is a diversity case. Appellant is a Texas corporation; appellees are corporations of Washington and Delaware. The complaint charges breaches of three construction contracts and demands $3,-067,591 as damages. The breaches are denied, and, as affirmative defenses, two releases are set up.

The first release, dated September, 1956, purports to amend two of the contracts, so as to limit them to work done by appellant up to that time. It provides that appellant is to do no further work, is released from further obligations, and is to be paid $122,257.61 of which $101,-257.61 is for work performed and $21,000 is “for any and all losses and damages heretofore or hereafter suffered or incurred by Contractor [Appellant] in any way connected with such work or by reason of this amendment to The Contracts”. It embodies a full release by appellant of all claims under the contracts.

The second release, dated March 19, 1957, relates primarily to the third contract. In it, the parties acknowledge that all work required has been done and accepted, agree that $82,232.98 is due appellant and agree upon a mode of payment. Appellant released appellees, not only from all claims under the third…