The Eighth Circuit affirmed the district court's dismissal of plaintiff's Missouri state-law claims for breach of contract, breach of the implied covenant of good faith and fair dealing, and fraudulent misrepresentation against St. Louis University. Plaintiff's claims stemmed from his unsuccessful attempts to receive a Ph.D from the university in mechanical and aerospace engineering in four years. The court held that the educational malpractice doctrine barred all of plaintiff's claims. In this case, all of the statements plaintiff relied on in the student catalog and handbook were aspirational in nature. The court also held that the district court did not abuse its discretion by denying plaintiff leave to amend his complaint when he did not submit a proposed amendment or include anything in his motion to indicate what an amended complaint would contain. View "Soueidan v. St. Louis University" on Justia Law

The Supreme Court affirmed in part and reversed in part the judgment of the trial court insofar as it rendered judgment in Defendant's favor on counts alleging fraudulent transfer under the Connecticut Uniform Fraudulent Transfer Act (CUFTA), Conn. Gen. Stat. 52-552a through 52-552l, and unjust enrichment, holding that the trial court erred in rejecting Plaintiff's CUFTA claim but did not err in rejecting Plaintiff's unjust enrichment claim. Defendant Stephen McGee used a power of attorney granted to him by his elderly mother, Helen McGee, to transfer to himself funds from Helen's checking account. As a consequence of the transfers, Helen had insufficient assets to pay her debt to Plaintiff Geriatrics, Inc. Plaintiff brought this action, and the trial court rendered judgment in Defendant's favor on Plaintiff's CUFTA and unjust enrichment claims. The Supreme Court reversed in part, holding (1) in rejecting the CUFTA claim the trial court improperly failed to consider and apply agency principles; and (2) in light of the unrequited evidence, the trial court did not abuse its discretion in rejecting Plaintiff's unjust enrichment claim. View "Geriatrics, Inc. v. McGee" on Justia Law

Starting in February of 2014, Philip McGimpsey (“McGimpsey”) and his wife Jolene leased a home from D&L Ventures, Inc. D&L was a Nevada corporation owned by David Asher and his wife Georgina. The residential property McGimpsey leased from D&L was located in Eagle, Idaho. D&L obtained the Property in a 2013 foreclosure sale and received a trustee’s deed, which excluded any warranties. A dispute arose out of a breach of contract claim between the McGimpsey and D&L, who entered into a combined lease/Buy-Sell Agreement for the property. On discovering that D&L was an unregistered Nevada corporation conducting business in Ada County, McGimpsey failed to close on the purchase of the home in 2017, because he believed D&L to be in violation of Idaho Code section 30-21-502(a). After the closing date passed, D&L informed McGimpsey that the contractual provisions terminated upon his failure to close and reminded McGimpsey he had to vacate the property, pursuant to the Buy-Sell Agreement. About a month later, D&L registered with the Idaho Secretary of State as a Nevada corporation and filed all of its tax returns and paid its other obligations. McGimpsey subsequently filed a complaint against D&L, and the corporation counterclaimed against McGimpsey and third-party defendants. D&L moved for summary judgment that was granted in part and denied in part. The district court ultimately concluded that D&L had the legal ability to convey the property via warranty deed and that McGimpsey breached the Buy-Sell Agreement by failing to close and failing to show that his breach was excused by D&L’s alleged inability to convey marketable title. McGimpsey and third-party defendants timely appealed and their appeals were consolidated. The Idaho Supreme Court affirmed the district court’s award of summary judgment to D&L because Idaho Code section 30- 21-502 did not impair the validity of contracts; therefore, D&L had the legal ability to convey the property via warranty deed. View "McGimpsey v. D&L Ventures" on Justia Law

In this lawsuit between AllyAlign Health, Inc. and Signature Advantage, LLC the Supreme Court granted AllyAlign's motion for an order to compel arbitration of all claims, holding that a carve-out provision in the parties' contract for certain claims to be decided by a court did not negate the mandate of the Commercial Arbitration Rules and Arbitration Procedures of the American Arbitration Association (AAA's Rules) that the initial arbitrability of claims is to be determined by the arbitrator, not the courts. AllyAlign contracted with Signature Advantage for AllyAlign's services. The contract contained an arbitration provision incorporating the AAA's Rules. Signature Advantage later sued AllyAlign for breach of contract and other claims. AllyAlign moved to compel arbitration on all the claims based on the AAA's Rules that delegate to the arbitrator the initial decision about the arbitrability of claims arising between the parties. In response, Signature Advantage argued that the language of the carve-out provision exempted equitable claims from arbitration. The trial court granted in part the motion to compel arbitration but denied the motion for the claims it found to demand equitable relief. The Supreme Court compelled arbitration of all claims, holding that the trial court's order declining to refer all the claims of the complaint was erroneous. View "AllyAlign Health, Inc. v. Signature Advantage, LLC" on Justia Law

The Supreme Court accepted the United States District Court, Western District of Kentucky's request for certification of law on the following issue, holding that a pre-injury liability waiver signed by a parent on behalf of a minor child is unenforceable under the specific facts of this case. Mother purchased tickets at a for-profit trampoline park (Park) for her eleven-year-old daughter. Mother checked a box indicating that she had read the Park's waiver of liability. The daughter proceeded to participate in the Park's activities but was injured. Mother, as next friend of Daughter, sued the Park for the injury. The Park moved for summary judgment based on Mother's legal power to waive the rights of her daughter via the release. The district court then requested certification from the Supreme Court as to this novel issue of state law. The Supreme Court held (1) under the common law of this Commonwealth, absent special circumstances, a parent has no authority to enter into contracts on a child’s behalf; and (2) there is no relevant public policy to justify abrogating the common law to enforce an exculpatory agreement between a for-profit entity and a parent on behalf of her minor child. View "Miller v. House of Boom Kentucky, LLC" on Justia Law

After a group of oil companies agreed to cooperatively develop oil prospects, EnerQuest acquired an interest in the specified area after the agreement took effect, but then refused to offer a share of those interests to the other parties. Other parties to the agreement filed suit against EnerQuest, alleging that it breached the contract by refusing to offer a pro-rata share of the newly acquired interests. The Fifth Circuit reversed the district court's judgment and rendered judgment for EnerQuest, holding that EnerQuest did not breach the agreement. The court held that, although the contract requires that the parties share interests acquired within the area of mutual interest (AMI), the contract excludes interests already owned by parties from the AMI. Therefore, what was excluded from the AMI at the outset may never be included without a new agreement. View "Glassell Non-Operated Interests Ltd. v. Enerquest Oil & Gas, LLC" on Justia Law

The Supreme Court affirmed the superior court's judgment ruling in favor of Plaintiff, Management Capital, LLC, on its complaint filed after Defendant, F.A.F., Inc., maintained that a common stock warrant held by Management had no value, holding that the superior court did not err in its judgment. Specifically, the Court held that trial justice did not err when he (1) reformed certain dates in a stock warrant that he found were a result of mutual mistake; (2) determined that “funded debt” was an unambiguous term meaning “long-term debt”; (3) found that FAF repudiated its obligations under the stock warrant; (4) found that Management properly preserved its post-repudiation rights; (5) determined that Management proved its damages with reasonable certainty; and (6) determined that prejudgment interest accrued beginning on October 13, 2008. View "Management Capital, LLC v. F.A.F., Inc." on Justia Law

The Supreme Court reversed in part the judgment of the trial court against Defendants in this public nuisance suit, holding that Defendants' contractual undertaking with the Connecticut Department of Transportation (DOT) did not create a duty to Plaintiffs. Project Service, LLC, the named defendant, and the DOT, which owned a service plaza, had entered into a concession agreement which imposed the responsibility on Project Service to operate and maintain the service plaza. Project Service contracted the day-to-day operation of the service plaza to one defendant, which subcontracted certain operations to another defendant. Plaintiffs alleged that Defendants created a public nuisance by permitting the tortfeasor to consume alcohol and loiter on the service plaza premises before driving his Jeep onto a roadway where he killed and injured the victims. Plaintiffs also alleged that Defendants breached a duty to passing motorists to protect them from the increased risk of harm created by Defendants' failure to perform their contractual obligations. The trial court rendered summary judgment on the nuisance claims, and the jury returned a verdict in Plaintiffs' favor on Plaintiffs' negligence claims. The Supreme Court reversed in part, holding (1) Defendants' agreement did not create a duty to Plaintiffs; and (2) Plaintiffs' public nuisance claims failed as a matter of law. View "Demond v. Project Service, LLC" on Justia Law

The Supreme Court reversed the judgment of the district court dismissing the amended complaint filed by Employers Mutual Casualty Company against Continental Resources, Inc., holding that the district court erred as a matter of law when it determined that Employers Mutual must defend Continental as an additional insured under a commercial general liability (CGL) insurance policy it issued to Black Rock Testing, Inc. Employers Mutual filed a declaratory judgment action to determine its obligations to defend and indemnify Continental under the CGL policy it issued to Black Rock. The district court granted Continental's motion for summary judgment and dismissed the complaint, concluding that Continental was entitled to a defense as an additional insured under the insurance policy. The Supreme Court reversed, holding (1) under any reasonable interpretation of the insurance contract and its endorsements, the policy did not cover Continental as an additional insured; and (2) therefore, Employers Mutual owed no duty to defend or indemnify Continental under the policy. View "Employers Mutual Casualty Co. v. Estate of Buckles" on Justia Law

The First Circuit affirmed in part and vacated in part the judgment of the district court granting injunctive and declaratory relief to NACM-New England, Inc., which does business under the name Business Credit Intelligence (BCI) in this breach of contract action between National Association of Credit Management, Inc. (NACM), a national trade association of credit professionals, and BCI, one of its regional affiliates, holding that the district court violated NACM's Seventh Amendment rights. At issue was the termination date of a 2011 agreement between BCI and NACM. BCI sought an injunction to require NACM to continue to abide by the terms of the 2011 agreement, which it claimed NACM had breached. The district court granted an injunction and a declaratory judgment to BCI, ordering that the 2011 agreement remained in effect because NACM did not properly terminate the agreement. The First Circuit held that the district court (1) abused its discretion when it ordered as part of the injunctive relief that NACM shall continue to honor all its obligations under the 2011 agreement; and (2) erred in entering the declaratory judgment because it did so without submitting BCI's breach of contract claim to a jury. View "NACM-New England, Inc. v. National Ass'n of Credit Management, Inc." on Justia Law