Plaintiff-appellant Nshan Simonyan had a dispute with his insurer, Nationwide Insurance Company of America ("Nationwide") over the company's handling of his defense arising out of a three-car accident in which Simonyan was a driver. Simonyan asked Nationwide to appoint, as "Cumis" counsel, a law firm that he had already hired to advance his affirmative claim against the driver who hit him. Nationwide refused. Simonyan appealed the dismissal of his case after the trial court sustained Nationwide’s demurrer to his second amended complaint without leave to amend. Simonyan argued his allegations were sufficient to state claims for breach of contract and breach of the implied covenant of good faith and fair dealing, and that the trial court abused its discretion in denying his motion to reconsider based on new allegations. Finding no reversible error, the Court of Appeal affirmed the trial court's judgment. View "Simonyan v. Nationwide Ins. Co. of America" on Justia Law

Comegys, an independent insurance agency, had an independent contractor relationship with Safeco, a liability insurer. Comegys marketed Safeco insurance policies to the public. Comegys was allegedly negligent in procuring automobile insurance for one of its clients. Comegys had provided the client with an automobile insurance policy from Safeco, which the client eventually needed to rely on when he caused a car accident that ended in a motorcyclist’s death. Comegys offered to settle (and did settle through the errors and omissions policy it had with Endurance) the potential negligence claims the client had against it.   Relying on the indemnification provision between Safeco and Comegys, Endurance sued Safeco. Endurance wants to be indemnified by Safeco because the attorney Safeco provided to the client after the car accident pointed out the potential negligence claim the client had against Comegys.   The Eleventh Circuit reversed and remanded the district court’s judgment finding in favor of Endurance’s claims for breach of contract and breach of the implied covenant of good faith and fair dealing. The court held that Safeco was entitled to judgment as a matter of law. The court reasoned that under Florida law, “[i]ndemnity contracts are subject to the general rules of contractual construction . . . [and] must be construed on the [express] intentions of the parties.” Here, there is no breach because Endurance never carried its burden at trial of explaining how Safeco breached the indemnification provision of the Limited Agreement. Further, Endurance did not argue that there is any express term of the Limited Agreement (besides the indemnification provision, which requires breach of an independent contract provision) that has been violated. View "Endurance American Specialty Insurance Company v. Safeco Insurance Company of Illinois, et al." on Justia Law

Petitioner Lisa French went to respondents Centura Health Corporation and Catholic Health Initiatives Colorado d/b/a St. Anthony North Health Campus (collectively, “Centura”) for surgery. Upon reviewing French’s insurance information prior to surgery, Centura advised her that she would personally be responsible for $1,336.90 of the amounts to be billed. After the surgery, however, Centura determined that it had misread French’s insurance card and that she was, in fact, an out-of-network patient. Centura then billed French $229,112.13 and ultimately sued her to collect. The Colorado Supreme Court granted certiorari to review: (1) whether here, Centura’s database used by listing rates for specific medical services and supplies, was incorporated by reference into hospital services agreements (“HSAs”) that French had signed; and (2) if so, whether the price term in the HSAs was sufficiently unambiguous to render the HSAs enforceable. The Court concluded that because French neither had knowledge of nor assented to the chargemaster, which was not referenced in the HSA or disclosed to her, the chargemaster was not incorporated by reference into the HSA. Accordingly, the HSA left its price term open, and therefore, the jury appropriately determined that term. The Court reverse the judgment of the division below, and did not decide whether the price that French was to pay was unambiguous, even if the HSA incorporated the chargemaster. View "French v. Centura Health" on Justia Law

The Court of Appeals answered a certified question of law by holding that Md. Code Comm. Law (CL) 12-1018(b) requires a credit grantor that is found to have knowingly violated Credit Grantor Closed End Credit Provisions (CLEC), CL 12-1001 et seq., to forfeit three times the amount of interest, fees, and charged collected in violation of the subtitle.This case concerned a borrower who purchased a motor vehicle and financed it by closed end credit pursuant to an agreement governed by CLEC. The federal district court issued a certified question of law regarding the calculation of damages under CL 12-1018(b). The Court of Appeals held that, based upon prior caselaw regarding CLEC, a plain language analysis of CL 12-1018(b), and a review of the pertinent legislative history, CL 12-1018(b) requires a credit grantor who has knowingly violated the CLEC to forfeit three times the amount of interest, fees, and charges collected in violation of CL 12-1018(b). View "Lyles v. Santander Consumer USA Inc." on Justia Law

The Terminix International Co., L.P., and Terminix International, Inc. (collectively, "Terminix"), and Ken Stroh, an agent and employee of Terminix, appealed court orders appointing arbitrators, which were entered in two separate actions. The first action was commenced by Dauphin Surf Club Association, Inc. ("DSC"), an incorporated condominium owners' association, and multiple members of that association who owned individual condominium units. The second action was brought by Stonegate Condominium Owners' Association, Inc. ("Stonegate"), and multiple members of that association who owned individual condominium units. In 2006 and 2007, respectively, Terminix entered into contracts with DSC and Stonegate to provide protection from termites for the properties owned by DSC and Stonegate and their members. Both of those contracts included, among other things, an arbitration clause. After disputes regarding termite damage arose between Terminix and DSC and Stonegate, the DSC and Stonegate plaintiffs each petitioned for the appointment of an arbitrator to resolve the disputes. Defendants filed motions in opposition to the petitions, asserting that, because the National Arbitration Forum ("the NAF"), which had been designated as the arbitral forum in the arbitration agreement, was no longer administering consumer arbitrations, the claims could not be arbitrated by the NAF, as the parties had expressly agreed in the arbitration agreement, and that they could not be compelled to arbitrate in a manner inconsistent with the terms of the arbitration agreement. Plaintiffs countered that the contracts containing the arbitration agreement also contained a severability clause that should have been applied; the Federal Arbitration Act ("FAA") governed the agreement; language in the agreement demonstrated Terminix's primary intent was to arbitrate disputes (and that the choice of the NAF as the arbitral forum was an ancillary matter); and that defendants should have been judicially estopped from arguing that the selection of the NAF as the arbitral forum was integral to the arbitration agreement because they had taken the position in prior judicial proceedings that the courts presiding over those proceedings were authorized to appoint substitute arbitrators under the FAA. The Alabama Supreme Court agreed that the designation of the NAF as the arbitral forum in the agreement was ancillary rather than an integral and essential part of the agreements, the trial court therefore correctly granted plaintiffs' petitions to compel arbitration under the FAA. View "The Terminix International Co., L.P., et al. v. Dauphin Surf Club Association, Inc., et al." on Justia Law

In this appeal concerning the interpretation of a right of first refusal entered into by Dennis Powers and his father, Jerome Powers, the Supreme Court affirmed the decision of the circuit court granting summary judgment and dismissing all claims brought against Dennis and Prevailing Wind Park, LLC, holding that there was no error.After Dennis entered into a wind energy lease and easement agreement with Prevailing Wind, Jerome brought this lawsuit alleging breach of contract and seeking declaratory relief and specific performance. Dennis joined Prevailing Wind's motion for summary judgment asserting that the right of first refusal at issue was not triggered and, alternatively, that it was void as an unreasonable restraint on alienation. The circuit court granted the summary judgment motion. The Supreme Court affirmed, holding that the circuit court (1) properly entered summary judgment in favor of Dennis even when he did not join Prevailing Wind's statement of undisputed material facts or file his own; and (2) correctly granted Prevailing Wind's motion for summary judgment on all claims. View "Powers v. Powers" on Justia Law

The Supreme Court reversed in part the judgment of the trial court awarding Plaintiff $200,309 in damages for Defendants' breach of a lease agreement, holding that the trial court improperly allocated the burden of proof as to mitigation in determining the damages award.At issue in this appeal was how the executive orders issued by Governor Ned Lamont during the earliest months of the COVID-19 pandemic affected the enforceability of a commercial lease agreement for premises that Defendants leased from Plaintiff. Both parties appealed from the judgment of the trial court awarding Plaintiff damages. The Supreme Court reversed in part, holding that the trial court (1) did not err in determining that the economic effects of the executive orders did not relieve Defendants of their obligations under the lease agreement; but (2) improperly relieved Defendants of their burden of proving that Plaintiff's efforts were commercially unreasonable under the circumstances, thus necessitating a new damages hearing. View "AGW Sono Partners, LLC v. Downtown Soho, LLC" on Justia Law

In September 2016, Legend’s Creek filed a claim with Travelers for hail and wind damage that had occurred in May 2016 to the north-facing sides of insured condominium buildings. Legend’s Creek retained Kassen to negotiate the claim with Travelers’ agent Knopp. The two initially agreed to repair the north-facing sides of the buildings. Travelers issued a $644,674.87 check. In January 2017, Kassen informed Knopp that the repairs were unacceptable. Travelers investigated and submitted additional checks of $238,766.88 and $28,438.02. Kassen told Knopp that the north-facing sides had to be completely replaced. Travelers agreed and, in February 2018, submitted an estimate. Less than three weeks before the contractual deadline to file suit Kassen demanded the replacement of all sides of the buildings because the new sides did not match to his satisfaction the undamaged ones. Knopp informed Kassen that Travelers would only replace the damaged north-facing sides and paint them to match.Legend’s Creek sued, alleging breach of contract and bad faith. Travelers argued that the lawsuit was brought outside the two-year contractual window and later moved to compel Travelers to submit to an appraisal. The magistrate compelled an appraisal for discovery purposes. The appraiser granted an “award” to Legend’s Creek based on the mismatched sides. The district court granted Travelers summary judgment. The Seventh Circuit affirmed, citing the limitations clause and rejecting claims of waiver. View "Legend's Creek Homeowners Associaton, Inc. v. Travelers Indemnity Co. of America" on Justia Law

In 2001, Presbyterian, a nonprofit, organized a partnership to operate an affordable housing community under the Low-Income Housing Tax Credit (LIHTC), 26 U.S.C. 42, program. SunAmerica, the limited partner, contributed $8,747,378 in capital for 99.99% of the $11,606,890 LIHTC credit. The partnership agreement gave Presbyterian (for one year following the 15-year LIHTC Compliance Period) a right of first refusal (ROFR) to purchase the property for less than the fair market value and a unilateral option to purchase for fair market value under specific circumstances. Before the end of the Compliance Period, Presbyterian expressed its desire to acquire the Property. After the Compliance Period, the General Partners told SunAmerica that they had received a bona fide offer from Lockwood and that Presbyterian could exercise its ROFR. SunAmerica filed suit.The district court granted SunAmerica summary judgment, reasoning that the Lockwood offer did not constitute a bona fide offer because it was solicited for the purpose of triggering the ROFR. The Sixth Circuit reversed and remanded for trial. The ROFR provision must be interpreted in light of the LIHTC’s goals, including making it easier for nonprofits to regain ownership of the property and continue the availability of low-income housing. The district court erred in concluding that the evidence “overwhelming[ly]” showed that the General Partners did not intend to sell. View "SunAmerica Housing Fund 1050 v. Pathway of Pontiac, Inc." on Justia Law

Plaintiff-appellant Joseph Amato sold a house at a price that he contended was much less than the property was worth. He sued the broker who listed the property for him, defendant-respondent Steve Downs, as well as the broker’s employer, defendant-respondent Coldwell Banker Residential Brokerage Company (Coldwell Banker). On the day of trial, the court found that Amato had waived his right to a jury trial by failing to comply with a local pretrial procedural rule. It then denied Amato’s request that a different judge hear the case due to the trial judge’s involvement in pretrial settlement negotiations. After Amato presented his evidence, the court granted a motion for judgment in favor of Downs and Coldwell Banker on all of Amato’s claims. On appeal, Amato argued he was erroneously deprived of his right to a jury trial. Furthermore, the judge should have recused himself as trier of fact, one of Amato's witnesses was dismissed before the witness finished testifying, and defendants' motion should not have been granted. After review, the Court of Appeal found the trial court indeed erred in deeming Amato to have waived jury trial despite his violations of the local rules. Judgment was reversed on this ground, and the matter remanded for further proceedings. View "Amato v. Downs" on Justia Law