The parties' dispute concerns the definition of a key contract work: "photoplays." The studio argues that the word includes television episodes of Columbo, a long-running television show. The creators argue that the word has many meanings and is ambiguous.The Court of Appeal affirmed in part and reversed in part, holding that the trial court properly interpreted the word "photoplays" as including television episodes, and the trial court properly granted a new trial where the jury verdict relied on two legal errors. The court also concluded that the trial court correctly denied Universal’s motion for judgment notwithstanding the verdict. However, the court reversed summary adjudication of the fraud claim because disputed fact questions exist as to the statute of limitations issue. Finally, the trial court properly vacated its rescission of the 1988 amendment. View "Foxcroft Productions, Inc. v. Universal City Studios LLC" on Justia Law

The Unions represent PG employees. Each union's collective bargaining agreement (CBA) with PG required PG to provide health insurance to union employees. A separate provision governed dispute resolution with a grievance procedure that culminated in binding arbitration. The CBAs had durational clauses and expired in March 2017; the arbitration provisions had no separate durational clauses. Two months before their expiration, PG sent letters to the unions, stating that upon expiration, "all contractual obligations of the current agreement shall expire. [PG] will continue to observe all established wages, hours and terms and conditions of employment as required by law, except those recognized by law as strictly contractual, after the Agreement expires. With respect to arbitration, the Company will decide its obligation to arbitrate grievances on a case-by-case basis." While negotiating new CBAs, the parties operated under certain terms of the expired agreements. The unions claim that in 2019, PG violated the expired CBAs by failing to provide certain health-insurance benefits. The unions filed grievances under the dispute-resolution provisions. PG refused to arbitrate, stating that the grievance involved occurrences that arose after the contract expired. The Unions argued implied-in-fact contracts had been formed.The district court granted PG summary judgment. The Third Circuit affirmed, overruling its own precedent. As a matter of contract law, the arbitration provisions here, because they do not have their own durational clauses, expired with the CBAs. View "Pittsburgh Mailers Union Local Union 22 v. PG Publishing Co., Inc." on Justia Law

The Supreme Court vacated the order of the superior court granting the motion for judgment on the pleadings filed by Defendant in this insurance dispute, holding that the grant of judgment on the pleadings for Defendant was erroneous.The roof at Plaintiffs' home collapsed due to accumulating ice and snow. The property was insured through a policy issued by Defendant. Plaintiffs invoked the appraisal provision of the policy and later brought a second amended complaint alleging that Defendant had breached the terms of the policy by not performing a complete investigation and had acted in bad faith in the handling of their claim. The motion justice granted Defendant's motion for judgment on the pleadings, concluding that Plaintiffs could not maintain an action for breach of contract against Defendant. The Supreme Court vacated the judgment below, holding that the allegations, as pled, could support a claim for breach of contract or breach of the implied covenant of good faith and fair dealing. View "Houle v. Liberty Insurance Corp." on Justia Law

Blizzard Entertainment, Inc. (Blizzard) appealed an order denying its motion to compel arbitration. B.D., a minor, played Blizzard’s online videogame “Overwatch,” and used “real money” to make in-game purchases of “Loot Boxes” - items that offer “randomized chances . . . to obtain desirable or helpful ‘loot’ in the game.” B.D. and his father (together, Plaintiffs) sued Blizzard, alleging the sale of loot boxes with randomized values constituted unlawful gambling, and, thus, violated the California Unfair Competition Law (UCL). Plaintiffs sought only prospective injunctive relief, plus attorney fees and costs. Blizzard moved to compel arbitration based on the dispute resolution policy incorporated into various iterations of the online license agreement that Blizzard presented to users when they signed up for, downloaded, and used Blizzard’s service. The trial court denied the motion, finding a “reasonably prudent user would not have inquiry notice of the agreement” to arbitrate because “there was no conspicuous notice of an arbitration” provision in any of the license agreements. The Court of Appeal disagreed: the operative version of Blizzard’s license agreement was presented to users in an online pop-up window that contained the entire agreement within a scrollable text box. View "B.D. v. Blizzard Entertainment" on Justia Law

The First Circuit affirmed the judgment and order of the district court granting summary judgment for Lender and denying Borrowers' motion for reconsideration in this lawsuit brought by Lender seeking repayment and foreclosure of a loan, holding that the district court did not err.Borrowers defaulted on a loan extended by Lender. The loan was subject to the Farm Credit Act, 12 U.S.C. 2001 et seq., which sometimes requires the lender to restructure the loan rather than foreclose. Borrowers applied to restructure the distressed loan, but Lender rejected the application. Lender eventually brought this action, and the district court ultimately granted summary judgment for Lender. The First Circuit affirmed, holding (1) a lender need not accept a plan of restructuring that the borrower cannot perform; and (2) the district court did not err in finding that Lender properly considered and rejected the requested restructuring. View "Puerto Rico Farm Credit, ACA v. Eco-Parque del Tanama Corp." on Justia Law

As part of an asset-purchase agreement, ISI promised to pay Indigo $2 million with interest on a defined schedule. Guido guaranteed the debt. Under a subordination agreement signed by the parties, a bank is entitled to be paid ahead of Indigo unless ISI meets certain financial conditions designed for the bank’s security.The Seventh Circuit affirmed the dismissal of Indigo’s suit to collect on the guaranty. Indigo is entitled to enforce Guido’s obligation without first trying to collect from ISI but must show that ISI has failed to keep its promise to pay. Indigo’s complaint did not allege that ISI has retired the bank’s loan or met the financial conditions. ISI is, therefore, forbidden to pay Indigo, and is not in default under the note. The guaranty kicks in on ISI’s failure “to timely make payment as required under the Note” and, under Illinois law, “instruments executed at the same time, by the same parties, for the same purpose, and in the course of the same transaction are regarded as one contract and will be construed together.” View "Indigo Old Corp., Inc. v. Guido" on Justia Law

The Eleventh Circuit granted Drummond's motion to amend this court's judgment and vacated its prior opinion, substituting it for this opinion. The court denied as moot Southern Coal's petition for rehearing en banc.In this appeal, the court affirmed the district court's judgment against Southern Coal in the amount of $6,860,000 plus $1,473,699.87 in prejudgment interest for a total of $8,333,699.87. The court concluded that the district court correctly found that Southern Coal was not excused from performing under the contract. Furthermore, the court concluded that the district court correctly found the price escalation clause unenforceable. However, the court reversed as to the issue of attorneys' fees, remanding to the district court to award a reasonable sum to the prevailing party, Drummond. View "Southern Coal Corp. v. Drummond Coal Sales, Inc." on Justia Law

The Court of Appeals affirmed the judgment of the court of special appeals reversing the judgment of the circuit court granting summary judgment to Pabst Brewing Company (Pabst) and dismissing this breach of contract lawsuit brought by Frederick P. Winner, Ltd. (Winner), holding that the circuit court erred in its interpretation of the Successor Manufacturers Law (SML), Md. Code Ann., Alco. Bev. (AB) 5-201.Under a contract agreed upon in 1994, Winner and its predecessor entity distributed Pabst beer brands in Maryland. In 2014, Blue Ribbon, LLC purchased 100 percent of the stock of Pabst's parent entity. In 2015, Pabst terminated its contract with Winner, claiming that the termination was allowed under the SML. Winner disagreed and brought this lawsuit. The circuit court concluded that Blue Ribbon was permitted to cause Pabst to terminate its contract with Winner. The court of special appeals reversed. The Court of Appeals affirmed, holding (1) the SML applies only where the beer manufacturer that holds a Maryland license to distribute a brand of beer is replaced by another entity as the license hold with respect to that brand; and (2) Blue Ribbon did not qualify as a successor beer manufacturer, and Pabst did not have the right to terminate its contract with Winner without cause. View "Pabst Brewing Co. v. Frederick P. Winner, Ltd." on Justia Law

K.F.C., age 11, signed up for a Snapchat account. Snapchat's terms specify that a person must be at least 13 to have an account. K.F.C. lied about her age. Before she turned 18, K.F.C. sued, alleging that Snapchat’s features amount to facial recognition, which violates the Illinois Biometric Privacy Act, K.F.C. acknowledges that she accepted Snapchat’s terms but denies that its arbitration clause binds her although she continued using Snapchat after turning 13.The Seventh Circuit affirmed the dismissal of the case. An arbitrator, not a court, must decide whether K.F.C.’s youth is a defense to the contract’s enforcement. While even the most sweeping delegation cannot send the contract-formation issue to the arbitrator, state law does not provide that agreements between adults and children are void but treats such agreements as voidable (capable of ratification), so the age of the contracting parties is a potential defense to enforcement. The Federal Arbitration Act provides that arbitration is enforceable to the extent any promise is enforceable as a matter of state law, 9 U.S.C. 2. A challenge to the validity (as opposed to the existence) of a contract goes to the arbitrator; K.F.C.’s arguments about her youth and public policy concern the contract’s validity, not its existence. View "K.F.C. v. Snap Inc." on Justia Law

In this construction contract action, the Supreme Court affirmed the judgment of the district court dismissing Helix Electric of Nevada, LLC's claims for retention against APCO Construction, Inc. and the award of attorney fees for APCO pursuant to Nev. R. Civ. P. 68 for less than APCO's requested amount.Gemstone Development West, Inc. sought to construct condominiums and hired APCO as its general contractor. APCO subcontracted with Helix at Gemstone's direction. Helix was paid less than it billed, and the difference, $505,021, was withheld in retention. Under the subcontract, the retention would be released only upon the occurrence of several conditions. Later, the relationship between the parties soured, and the project was terminated. APCO, Helix, and other subcontractors recorded mechanics' liens against the property. After a trial, the district court dismissed Helix's claims for retention against APCO and granted attorney fees. The Supreme Court affirmed, holding (1) the district court correctly concluded that a subcontract provision conditioning the payment of funds on APCO first being paid was unenforceable, but the unenforceablity of the pay-if-paid condition did not also invalidate the remaining conditions precedent for obtaining the retention payment; and (2) none of the remaining arguments on appeal warranted reversal. View "Helix Electric of Nev., LLC v. APCO Construction, Inc." on Justia Law