A husband and wife, both residents of Missouri, filed a lawsuit in Missouri state court against a California resident and California corporation for making deceptive and fraudulent representations to the couple in the course of providing them with adoption facilitation services. Although the California defendants were properly served with notice of the action, they did not respond, and a default judgment was entered. The couple then applied in San Diego Superior Court for entry of judgment on the sister state judgment. In response, the California defendants (also judgment debtors), moved to vacate entry of judgment, claiming the Missouri court’s exercise of personal jurisdiction over them violated their right to federal due process because they had insufficient minimum contacts with Missouri. The trial court agreed and granted the motion to vacate entry of the Missouri judgment. The California Court of Appeal reversed, concluding Missouri’s exercise of personal jurisdiction over the California defendants in this case was constitutional. Furthermore, the Court concluded the other defenses raised by the California defendants against recognition of the sister state judgment lacked merit. Accordingly, the case was remanded with instructions to the trial court to enter a new order denying the motion to vacate entry of the Missouri judgment. View "Casey v. Hill" on Justia Law

James P. Key, Jr. appealed a circuit court order denying his motion to compel arbitration of his claims against Warren Averett, LLC, and Warren Averett Companies, LLC (collectively, "WA"). Key alleged that he was a certified public accountant who had been employed by WA for 25 years and had been a member of WA for 15 years; that he had executed a personal-services agreement ("PSA") with WA that included a noncompete clause; and that WA had sent him a letter terminating his employment. Key sought a judgment declaring "that the Non-Compete Clause and the financial penalty provision contained in the PSA is not applicable to Key and is an unlawful restraint of Key's ability to serve his clients as a professional." The Alabama Supreme Court found that whether Key's claims against WA had to be arbitrated was a threshold issue that should not have been decided by the circuit court; nor was it appropriate for the Supreme Court to settle the issue in this appeal. Accordingly, the circuit court's order was reversed, and the case was remanded for the circuit court to enter an order sending the case to arbitration for a determination of the threshold issue of arbitrability and staying proceedings in the circuit court during the pendency of the arbitration proceedings. View "Key v. Warren Averett, LLC, et al." on Justia Law

The Supreme Court reversed the judgment of the court of appeals concluding that the "procuring-cause doctrine" did not apply to the facts of this case, holding that the procuring-cause doctrine applied to the parties' contractual relationship.If a seller agrees to pay sales commissions to a broker or other agent and their contract says nothing more than that commissions will be paid for sales, Texas law applies a default rule called the procuring-cause doctrine. When the seller refused to pay the broker in this case commissions on sales that were finalized after his termination, the broker sued the seller for breach of contract. The jury found for the broker. The court of appeals affirmed. The Supreme Court reversed and remanded the case for further proceedings, holding that the procuring-cause doctrine applied to the contractual relationship in this case. View "Pesthuis v. Baylor Miraca Genetics Laboratories, LLC" on Justia Law

In this case arising out of a construction contract dispute involving competing claims of breach between the owner and the contractor, the Supreme Court reversed in part the court of appeals' judgment affirming the portion of the trial court's judgment awarding damages to the owner but reversing as to the contractor, holding that the judgment awarding certain expenses to the owner could not stand.The jury found that both the owner and the contractor breached the contract and awarded damages as to both parties. At issue was whether the owner's entitlement to recover contract damages associated with a termination of the contractor for default hinged on strict compliance with the written-notice conditions precedent to such recovery, whether sufficient evidence supported the jury's finding of compliance, and whether a contractual provision governing consequential damages was liability waiver or a covenant not to sue. The Supreme Court held (1) when a contract mandates written notice, a writing is a necessary part of complying with contractual notice conditions, substantially or otherwise; (2) because the owner failed to provide the requisite written notices to be entitled to recover expenses associated with a termination for default, the judgment awarding them to the owner could not stand; and (3) the contract did not contain a covenant not to sue for consequential damages. View "James Construction Group, LLC v. Westlake Chemical Corp." on Justia Law

The Supreme Court reversed the judgment of the trial court finding Plaintiffs responsible for failing to complete a project by the parties' agreed-upon deadline and awarding Defendant $335,000 in liquidated damages on its counterclaim, holding that the trial court's pretrial interpretation of various agreements between the parties was erroneous.At issue was which party was responsible for delays in constructing Dunkin Donuts Park in the City of Hartford. Plaintiffs, the project's developer and the design-builder, sued the City claiming breach of contract, and the City counterclaimed for breach of contract. The trial court concluded, as a matter of law, that Plaintiffs controlled the architect and were therefore liable for changes to and mistakes in the ballpark's design. Thereafter, the jury found Plaintiffs responsible for failing to complete the stadium by the agreed-upon deadline. The Supreme Court reversed, holding that the parties' contracts did not unambiguously grant Plaintiffs legal control of the architect and the stadium's design across all relevant time periods. View "Centerplan Construction Co. v. Hartford" on Justia Law

Plaintiff bought a home insurance policy from Allstate that covered damage from wind and hail. On June 6, 2018, a wind and hail storm hit the area where Plaintiff lived, allegedly damaging his roof. An Allstate adjuster estimated the value of the loss at less than the deductible and paid Plaintiff nothing. Allstate later moved for summary judgment on Plaintiff’s remaining claims for breach of contract and failure to conduct a reasonable investigation. The district court granted Allstate’s motion finding that Plaintiff’s losses involved concurrent causes and Plaintiff had not carried his burden of proving how much damage came from the June 6, 2018 incident.   The Fifth Circuit explained that Texas’s concurrent causation doctrine instructs leaves questions about when the doctrine applies, and what plaintiffs must prove when it does. The court certified to the Supreme Court three questions:   1. Whether the concurrent cause doctrine applies where there is any non-covered damage, including “wear and tear” to insured property, but such damage does not directly cause the particular loss eventually experienced by plaintiffs;2. If so, whether plaintiffs alleging that their loss was entirely caused by a single, covered peril bear the burden of attributing losses between that peril and other, non-covered or excluded perils that plaintiffs contend did not cause the particular loss; and3. If so, whether plaintiffs can meet that burden with evidence indicating that the covered peril caused the entirety of the loss (that is, by implicitly attributing one hundred percent of the loss to that peril). View "Overstreet v. Allstate" on Justia Law

Plaintiff buys and collects on delinquent healthcare accounts. Defendant sells such accounts. Business between the two soured, and Plaintiff sued for breach of contract and tortious interference. The district court dismissed Plaintiff’s claims because it believed the disputed portion of the contract was indefinite and unenforceable.   The Fifth Circuit reversed and remanded the district court’s dismissal of Plaintiff’s claims against Defendant. The court held that the term “additional Accounts” has enforceable meaning. And because the Forward Flow Amendment was binding, Plaintiff’s claims should not have been dismissed. The court reasoned that the crucial inquiry is whether the term “additional Accounts” rendered the Forward Flow Amendment unenforceable.  The court held that first read in context, the term “additional Accounts” has enforceable meaning. Taken together, the plain meaning of the word “additional,” the contract’s clear architecture, and various settled principles of interpretation reveal that “additional Accounts” refers to all qualifying accounts that accrue quarterly. Second, none of Defendant’s counterarguments were persuasive to the court.   Further, Defendant claimed damages cannot be calculated because, in its view, there is no way to determine the number of accounts they had to offer and Plaintiff was obligated to purchase. Here, Defendant partially performed in a manner consistent with its putative obligation under the Forward Flow Amendment. Such performance may make a contractual remedy appropriate even though uncertainty is not removed. View "Capio Funding v. Rural/Metro Oprt, et al" on Justia Law

MNDKK, LLC’s insurer, Great Lakes Insurance, sent subrogation demands through an assignee to Dingmann Brothers Construction (“Dingmann”) due to alleged dust-related property damage. Grinnell Mutual Reinsurance Company (“Grinnell”), Dingmann’s insurer, commenced a declaratory-judgment action to determine coverage under the insurance policy issued to Dingmann. The district court granted Grinnell’s motion for summary judgment, holding that two policy exclusions unambiguously apply due to the presence of silica in the dust and that coverage is foreclosed. Defendants argued that the two exclusions do not apply, meaning Grinnell is responsible for covering the cost of the property damage caused by the dust.   The Eighth Circuit affirmed the district court’s ruling and held that there is no genuine dispute of material fact about whether the dust contained silica. Further, Defendants argued that the cleanup provision does not apply because the damage was due to silica or silica-related dust itself, not its effects. Defendants claimed that there is a misplaced comma between “effects of” and “silica.” The court held that the comma before “silica” indicates that the phrase “the effects of” belongs with the phrase immediately preceding it, rather than with “‘silica’ or ‘silica-related dust.’” So, the last verb phrase in the series is “or in any way responding to or assessing the effects of,” and the comma separates the series from the noun phrase that is its direct object. Finally, the court held overlapping provisions can exist in an insurance policy and that both the cleanup and property-damage provisions apply. View "Grinnell Mutual Reinsurance Co v. Great Lakes Insurance SE" on Justia Law

In 2009, Defendant borrowed $350,000 from a husband and wife (“Plaintiff” and “Co-Plaintiff”). The loan was documented by a promissory note which was secured by a deed of trust on real property belonging to Defendant. In 2009, Co-Defendant borrowed $150,000 from Co-Plaintiff. The loan was documented by a promissory note signed by Co-Defendant; the note was not secured by a deed of trust on real property.   In a court trial on Plaintiffs’ action against Defendants for breach of the obligation to repay the loans, the trial court voided the usurious interest rate on both notes and deemed the principal sum of the notes due at maturity. The Second Appellate Division reversed the trial court’s judgment in part and found Plaintiffs are entitled to prejudgment interest on the unpaid principal of the 2008 loan, but at the prejudgment interest rate set by article XV, section 1.   The court reasoned that even though Civil Code section 3289, subdivision (b) does not apply to the 2008 loan because it was secured by a deed of trust on real property, Plaintiffs were nonetheless entitled to prejudgment interest on the unpaid principal at the date of maturity at the rate of 7 percent which is the default rate of prejudgment interest provided in article XV, section 1 of the California Constitution, which applies except when a statute provides otherwise. View "Soleimany v. Narimanzadeh" on Justia Law

Plaintiff, a childhood victim of lead poisoning, assigned his rights to more than $900,000 in structured settlement payments to factoring companies for pennies on the dollar. However, as a result of the lead poisoning, Plaintiff lacked the capacity to understand the six structured settlement transfer agreements he entered into with the factoring companies—agreements that contained allegedly false statements about Plaintiff’s need for immediate funds and failed to disclose his limited mental capacity. Florida state courts—after holding hearings where Plaintiff was not present or represented, approved the six agreements based on the factoring companies’ incomplete set of facts. Plaintiff sued Defendants-appellees Transamerica Annuity Service Corporation and Transamerica Life Insurance Company (collectively, “Transamerica”), the companies that issued and funded his periodic payments before he assigned them to the factoring companies.   The Eleventh Circuit deferred its decision in Plaintiff’s breach of contract of claim, certifying to the New York Court of Appeals to answer: whether a plaintiff sufficiently alleges a breach of the implied covenant of good faith and fair dealing if he demonstrates that the defendant drastically undermined a fundamental objective of the parties’ contract, even when the underlying duty at issue was not explicitly referred to in the writing? View "Lujerio Cordero v. Transamerica Annuity Service Corporation, et al" on Justia Law