Justia Contracts Opinion Summaries

Bremer Bank, the Public Service Commission ("PSC"), Auto-Owners Insurance Company, and Curt Amundson appealed a judgment in a grain warehouse insolvency proceeding involving Grand Forks Bean Company after the district court appointed the PSC as trustee for the sale of dry edible beans from Grand Forks Bean's warehouse, denied Bremer's motion to intervene in the insolvency proceeding, and ordered distribution of the proceeds of the sale of the beans to growers determined to be noncredit-sale receiptholders. We conclude the district court did not err in construing applicable statutory provisions for insolvency proceedings and in applying those provisions. The PSC initially issued a trustee's report concluding all nine bean growers were noncredit-sale receiptholders entitled to participate in the trust fund proceeds and recommending payment of $652,747.92 to those receiptholders based on a December 2014 insolvency date and a market price of $23 per hundredweight on that date. The court ruled eight of the bean growers were noncredit-sale receiptholders entitled to participate in the insolvency trust fund proceeds. The court concluded one grower, Amundson, had a credit-sale contract with Grand Forks Bean under N.D.C.C. 60-04-01(2) and was not entitled to participate in the trust fund proceeds. The court also determined the date of Grand Forks Bean's insolvency under N.D.C.C. 60-04-02 was October 15, 2013, and the market price for beans on that date was $38 per hundredweight. The court determined three growers were entitled to a different price per hundredweight for their beans because they had cash claims with Grand Forks Bean for an agreed price. The court further concluded the PSC was entitled to its costs and expenses under N.D.C.C. sections 60-04-03.1, 60-04-09, and 60-04-10. The court ordered disbursement of the trust fund proceeds and thereafter issued an order denying Auto-Owner's motion for post-hearing relief. The district court denied without prejudice Bremer's motion to intervene to litigate the priority of its security interest, but allowed Bremer to participate in the proceeding "to the full extent provided to any other receiptholder/claimant." Amundson argued the district court erred in concluding he had a credit-sale contract with Grand Forks Bean because the definition of a credit-sale contract in N.D.C.C. 60-02-19.1 controls and required signatures by both the grower and the warehouseman to be a credit-sale contract. Finding no reversible error in the trial court's judgment, the North Dakota Supreme Court affirmed. View "Public Service Commission v. Grand Forks Bean Company, Inc." on Justia Law

This consolidated action began as four separate lawsuits arising from transactions involving a dairy operation. This appeal focused on the claims asserted by Jack McCall against Max Silva personally. Max Silva appeals from the judgment of the district court in Twin Falls County finding him personally liable for the purchase of 116 dairy cows. After a bench trial, the district court found Silva personally liable for the purchase of the cows and dismissed the other claims against him. Silva contended that the district court erred when it found him personally liable for the purchase. Silva also argued that the district court abused its discretion when it failed to award him attorney fees proportionate to the claims on which he prevailed at trial. Finding no reversible error, the Idaho Supreme Court affirmed. View "McCall v. Silva" on Justia Law

The issue this case presented for the Supreme Court's review was a contract dispute between Silver Creek Seed, LLC and Sunrain Varieties, LLC, arising from the development of Bacterial Ring Rot (“BRR”) in two of the potato varieties grown by Silver Creek for Sunrain. After a four-day trial, the jury returned a verdict awarding damages to Silver Creek. Sunrain appealed: (1) the district court’s denial of a motion to reconsider an order granting partial summary judgment to Silver Creek; (2) the exclusion of the back side of the Idaho Crop Improvement Association (“ICIA”) blue tag from evidence; (3) the admission of testimony relating to the source of the BRR; (4) alleged errors in jury instructions; (5) the award of prejudgment interest to Silver Creek and (6) the award of attorney fees and costs to Silver Creek. Finding no reversible error, the Supreme Court affirmed. View "Silver Creek Seed v. Sunrain Varieties" on Justia Law

Vernon Smith appeals the district court’s award of attorney fees to Treasure Valley Seed Company, LLC and its owner Don Tolmie (collectively TVSC). This case arose out of a contract for the sale of lima beans between Victoria H. Smith and TVSC. In 2013, Victoria’s son, Vernon, filed a complaint against TVSC alleging claims for breach of the lima beans contract. As plaintiff, the complaint named “VICTORIA H. SMITH, by and through her attorney in fact, Vernon K. Smith, by and through his Durable and Irrevocable Power of Attorney.” In 2014, TVSC learned Victoria had died on September 11, 2013—roughly three months before the complaint was filed. TVSC then moved to dismiss the complaint, contending there was no real party in interest. Vernon responded and argued he was the real party in interest because of his durable and irrevocable power of attorney. The district court concluded Vernon’s power of attorney had terminated at Victoria’s death. Further, the district court reasoned that because no personal representative had been appointed through probate, there was no real party in interest. Accordingly, the district court granted TVSC’s motion to dismiss. Vernon appealed. The Supreme Court found, after review of this matter: (1) there was indeed a real party in interest; and (2) the district court erred by assessing attorney fees jointly and severally against Victoria and Vernon. The matter was remanded for further proceedings. View "Smith v. Treasure Valley Seed Co." on Justia Law

Plaintiffs filed a class action against Riceland, requesting the district court compel Riceland to contribute a portion of its recoveries in various cases to the common benefit fund established by the district court to compensate plaintiffs for their legal work. The district court dismissed Riceland's counterclaims of breach of contract and tortious interference and certified the dismissal as a final judgment under FRCP 54(b). The court agreed with its sister circuits and held that a res judicata effect can properly be considered as a “miscellaneous factor” under the Hayden factor analysis. In this case, the district court did not err in considering the res judicata ramification in the Arkansas state court case. The district court found that plaintiffs and the district court itself would suffer injustice if entry of final judgment was delayed. On the merits, the court concluded that the claims regarding genetically-modified rice were released by the Settlement Agreement and Release, but the Release does not govern plaintiffs’ unjust enrichment and quantum meruit claims against Riceland for its failure to contribute to the fund. Accordingly, the court affirmed the district court's judgment. View "Riceland Foods v. Downing" on Justia Law

James and Barbara Hilliard (Vendors) owned a farm in Owyhee County with approximately 3,000 acres of farmable land. They executed written leases of the best farm ground to various farmers who grew row crops. They orally leased to John Clark other portions of the farm, on which he raised hay and grain crops. In 2009 and 2010, Vendors leased the row crop portion of the farm to Lance Funk Farms, LLC. Because of his health, on John Clark became unable to continue farming, and Vendors orally leased to his son Jay P. Clark, Vendors’ attorney, those parts of the farm not leased for growing row crops. According to Vendors, in January 2010 Jay Clark fraudulently obtained a written document purporting to give him a one-year lease of the entire farm with an option to extend the lease for a period of ten years. He then recorded the document in the records of the county recorder, and in June 2010 his father recorded a document claiming to have a 10% interest in the farm. These recordings created clouds on the Vendors’ title to the farm. In November 2010, Vendors contracted to sell their farm to Murphy Land Company, LLC (Purchaser). Jay Clark told Purchaser that he would only vacate the farm upon payment to him of $2,000,000 and payment to his father of $950,000. Because of the two clouds on the title and the refusal of Jay Clark to vacate the property, the parties entered into an amendment to their contract which stated, among other things, that $3,000,000 of the sale price would be held in trust to “be available to the extent determined by a court of competent jurisdiction of the purchaser’s damage, if any, for loss or delay of possession of real estate purchased herein.” The sale closed on December 30, 2010. In early 2011, Vendors sued Jay and John Clark, and obtained a judgment declaring Jay Clark’s purported lease null and void and ordering that John Clark’s recorded claim to ownership of a 10% interest in the farm be expunged from the county records. Then Purchaser filed a lawsuit to have Jay Clark removed from the farm. Clark fought that lawsuit, including filing for bankruptcy protection after Purchaser was granted summary judgment in its action to remove him from the farm. As a result, Purchaser did not obtain possession of the farm until May 2012. In 2013, Vendors filed this action for a declaratory judgment that they were entitled to a $3,000,000 being held in trust. Purchaser filed a counterclaim seeking that sum for the damages it incurred due to the delay in being able to obtain possession of the farm. The district court granted summary judgment to the purchaser after holding that the material portions of the affidavits filed by the vendors in opposition to summary judgment were inadmissible. Finding no error with that judgment, the Supreme Court affirmed the district court and awarded attorney fees on appeal. View "Hilliard v. Murphy Land Co." on Justia Law

A Chester, Illinois grain bin exploded, injuring three workers. A jury awarded almost $180 million in compensatory and punitive damages against ConAgra, which owned the facility, part of a flour mill, and West Side, which ConAgra had hired about a month before the explosion to address problems in the bin. The injured workers were working on the bin’s problems. On appeal, West Side did not contest liability to the workers but claimed that it did not have to reimburse ConAgra for the cost of repairing the facility. Both maintained that damages were excessive. The Seventh Circuit reversed the judgment against ConAgra and the award of punitive damages against West Side, but affirmed awards of compensatory damages against West Side and remanded for consideration of indemnification and contribution. West Side was an independent contractor in a commercial relation with ConAgra and normal rules of contract and tort law apply. Having hired an expert in hot bins, ConAgra was entitled to assume that West Side would ask for whatever information it needed. Admission of evidence that referred to insurance was harmless; the verdicts so far exceeded $3 million that the jury’s belief that West Side carried that much insurance cannot have played a material role.View "Jentz v. Conagra Foods, Inc." on Justia Law

The prior owner of the 300-acre STEW Farm in Pickaway County contracted with Watershed Management for construction of waterways and received a subsidy from the Natural Resources Conservation Service (NRCS), a USDA agency, 7 U.S.C. 6962. Kohli, an employee of the Pickaway County Soil and Water Conservation District supervised by NRCS, designed the waterways, and, after certified that they were designed and constructed properly. NRCS also certified the waterways, which allowed the owner to receive the federal reimbursement. The owner failed to pay Watershed, claiming that there was a ridge at the edge of the grass waterways that prevented proper draining. In 2009, Watershed sued for breach of contract; the owner counterclaimed for breach of contract and breach of warranty. A state court granted summary judgment against the owner for failure to prove damages. The new owner then filed a federal suit. The district court dismissed, reasoning, as to NRCS, that STEW Farm had not identified a separate source of federal substantive law and failed to establish a waiver of sovereign immunity because there are no “clear guidelines” which show that the NRCS actions were not committed to agency discretion. As to Watershed, the court concluded that there was no federal cause of action nor did the state claims implicate significant federal issues. As to PCSWCD, STEW Farm alleged only state-law claims that did not implicate significant federal issues. As to PCSWCD and Kohli, the claims were time barred under Ohio’s two-year statute of limitations. The Seventh Circuit affirmed.View "Stew Farm, Ltd. v. Natural Res. Conservation Serv." on Justia Law

Monsanto developed a genetic modification in soybean seeds (Roundup Ready® (RR)), known as the 40-3-2 event (RR trait), which enables soybean plants to tolerate application of glyphosate herbicide to kill weeds. Monsanto owns the patent for the RR trait and granted Pioneer a license to produce and sell seeds containing the traits. After Pioneer became a subsidiary of DuPont, Monsanto and Pioneer entered into an amended license, under which DuPont produced and sold RR trait seed. In 2006, DuPont announced that it had developed a glyphosate-tolerant trait, OGAT, expected to confer tolerance to both glyphosate and acetolactate synthase inhibitor herbicide. Testing indicated that OGAT alone did not provide sufficient glyphosate-tolerance for commercial use. DuPont then combined OGAT with the RR trait; the OGAT/RR stack provided increased yields in field trials. DuPont did not sell any OGAT/RR product, however, and discontinued development. Monsanto sued DuPont for breach of the license and patent infringement. The district court granted partial judgment to Monsanto, holding that the license was unambiguous and did not grant the right to stack non-RR technologies with the licensed” trait, but allowed DuPont to amend its answer to assert reformation counterclaims and defenses. The court ultimately told DuPont to “either voluntarily dismiss these reformation claims or produce … all documents … previously withheld.” DuPont continued litigating its reformation counterclaims and produced previously withheld internal e-mails that showed its awareness that it did not have the right to commercialize the OGAT/RR stack. The court found that DuPont’s position was not rooted in fact, that DuPont made misrepresentations and had perpetrated a fraud on the court, struck DuPont’s reformation defense and counterclaims, and awarded limited attorney fees to Monsanto. The Federal Circuit affirmed. View "Monsanto Co. v. E.I. du Pont de Nemours & Co." on Justia Law

Farm Credit had a security interest in corn delivered to Cargill and filed suit against Cargill in replevin for the corn. The district court concluded that Farm Credit's security interest under the Food Security Act (FSA) of 1985, 7 U.S.C. 1631(e), entitled it to proceeds from the corn delivered to Cargill. The court concluded that Cargill did not dispute that Farm Credit complied with the FSA. To the extent that the U.C.C. governs priority disputes as a foundation for the FSA, Cargill's argument failed because U.C.C. 9-404 does not apply in this case. Accordingly, the court affirmed the district court's grant of summary judgment in favor of Farm Credit. View "Farm Credit Serv. v. Cargill, Inc." on Justia Law