On appeal from Superior Court, Appellate Division.
For affirmance -- Chief Justice Vanderbilt, and Justices Heher, Oliphant, Wachenfeld, Burling, Jacobs and Brennan. For reversal -- None. The opinion of the court was delivered by Burling, J.
[17 NJ Page 503] The civil action was instituted by the plaintiff, Maude F. Thornton, a taxpayer of the Village of Ridgewood
in the County of Bergen and State of New Jersey, against the Village of Ridgewood, a municipal corporation, the Commissioners of the Village of Ridgewood and the Superintendent of Buildings of the Village of Ridgewood (hereinafter collectively referred to as the village), and against Ridgewood Elks Holding Corporation, a corporation of the State of New Jersey, maintaining its principal office at 131 North Maple Avenue, in the Village of Ridgewood, Bergen County, New Jersey (hereinafter called the Elks). The action was partly in the nature of an action in lieu of the former prerogative writ of mandamus, and partly an action of equitable nature, namely, for injunctive relief. The claims of the plaintiff related in general to a contract whereby the village agreed to purchase, and the Elks agreed to sell, the Elks' clubhouse and a tract of land on which the clubhouse stood, for use by the village as a municipal administration building. The Superior Court, Law Division, entered summary judgment for the defendants, which was affirmed by the Superior Court, Appellate Division. We allowed certification on the plaintiff's petition therefor. Thornton v. Village of Ridgewood, 16 N.J. 327 (1954).
The admitted and uncontradicted facts necessary to a determination herein are as hereinafter detailed. Except as otherwise noted, these facts are undisputed.
Since about 1925, Elks (or its predecessor in title) had been the owner of a tract of land situated in the Village of Ridgewood, known as Lot No. 2, Block No. 233, and located on the easterly side of North Maple Avenue about 269 feet north of Marshall Street. The lot had a frontage on North Maple Avenue of 430 feet and a depth of about 370 feet. North Maple Avenue was a street 41.25 feet wide.
On April 23, 1946 the village adopted a zoning ordinance, referred to as Ordinance No. 993 (supplanting a prior zoning ordinance adopted April 14, 1931), which placed the Elks' property and the surrounding territory of the municipality on three sides of the tract in a "One-Family Zone." The zoning map incorporated in the record discloses that the Elks tract
constituted the southwesterly quarter of a much larger area, the remainder of which was the Veterans Memorial Field owned by the village. North of this large area was an equally large area a considerable portion of which was shown on the zoning map as "Graydon Pool Recreation Area." The properties to the west of the Elks tract (across North Maple Avenue) appear to have been residential. The Elks tract was abutted on the south by property placed in a "Retail-Business Zone."
The 1946 zoning ordinance (No. 993) "restricts the use" of properties in the "One-Family Zone" as follows:
"Section 4. ONE-FAMILY ZONE USES
Within any one-family zone no building or lands shall be used in whole or in part for any industrial, manufacturing, trade or commercial purpose, or for any other than the following specified purposes:
(1) A residence for not more than one family. Such residence may contain the professional office of its resident owner or lessee where the office work involves principally the personal service of the said owner or lessee. The office shall occupy not more than fifty per cent of the first floor area of the residence, and in connection therewith no overnight hospital facilities shall be provided for persons or animals.
(2) Church or other place of worship, including parish house and Sunday School building, public school, hospital, library, museum, art gallery, or any governmentally owned or operated building, provided that the street or streets, upon which such building faces, or abuts, shall be at least 50 feet in width." (Emphasis supplied.)
Section 4, portions of which are hereinbefore quoted, also authorized various accessory buildings and professional and announcement signs.
From about 1929 the Elks (or its predecessor in title) had maintained on the tract in question a "two story and basement building known as the 'Ridgewood Elks Club' and used by the Elks Lodge as a club house," located on the northerly portion of the tract.
About September 1951 negotiations were commenced between the Elks and the village with a view to the sale of the Elks building to the village for use as a municipal building. There was a dispute between the complaint and the answers
as to the prices discussed, but the plaintiff did not aver that any binding agreement was reached during the preliminary negotiations.
On January 22, 1952 Ordinance No. 1075 was passed by the village appropriating $150,000, authorizing a bond issue for $142,500 thereof, and providing for a municipal improvement consisting of the acquisition by purchase, gift or condemnation at an estimated figure of $150,000, of the northerly 300 feet (including the building) of the Elks tract for municipal purposes. A protest was filed by taxpayers and the ordinance was submitted to municipal referendum; it was approved by the voters on November 4, 1952.
The village on July 8, 1952 adopted an emergency resolution appropriating $15,000 for an option to purchase, and for furtherance of the transactions pertinent to the purchase, of the Elks property "for use as municipal offices and public services in the Village of Ridgewood." It is an undisputed fact that this $15,000 appropriation was subsequently incorporated in the 1953 budget ordinance, passed March 21, 1953.
The Elks and the village, on November 18, 1952, after the approval by the voters hereinbefore mentioned, and a resolution of the village commissioners authorizing the official steps necessary, entered into a formal written contract for the sale by the Elks to the village, for a price of $155,000, of the northerly 300 feet (including the building) of the tract in question. This written contract contained an "escape" clause permitting ...