Olson v. Etheridge

Olson and others (plaintiffs) sold a dealership to Etheridge (defendant), who later resold half of it to Engelhaupt (defendant) under an agreement (Agreement II) requiring Engelhaupt to pay the plaintiffs directly to satisfy Etheridge's debt; Engelhaupt and Etheridge later modified that arrangement so Engelhaupt would instead pay a bank. When Etheridge failed to pay the plaintiffs, they sued as third-party beneficiaries of Agreement II, and the trial court granted them summary judgment under the old rule (from Bay v. Williams) that a third-party beneficiary's rights vest immediately and cannot be altered without consent; Engelhaupt appealed.