Justia Contracts Opinion Summaries

Rembrandt contracted to supply Rexing with 3,240,000 cage-free eggs every week for a year. Eight months later, Rexing claimed that Rembrandt failed to provide eggs that met the specified quality standards. Rexing sought a declaration that it was excused from accepting any more eggs, and incidental and consequential damages. Rembrandt counterclaimed, seeking damages. The trial court determined that Rexing had unilaterally terminated the contract and that the breach was not excused. Rembrandt was awarded $1,522,302.61 in damages.Rexing voluntarily dismissed its subsequent appeal and filed suit in state court, alleging conversion and deception. Rexing claimed that Rembrandt had refused to return reusable shipping materials, the “EggsCargoSystem,” Rexing had provided. In the first suit, Rexing had sought the value of the EggsCargoSystem as part of the start-up costs that it allegedly incurred in reliance on the agreement. Rembrandt removed the second suit to federal court and argued that the claims were barred by claim-preclusion in light of the district court’s grant of summary judgment in the first suit and that Rexing had improperly split its claims between the two cases.The Seventh Circuit affirmed the dismissal of the second suit. Rexing impermissibly split its claims. Both suits centered around the same controversy. Under Indiana’s doctrine prohibiting claim splitting, a plaintiff cannot bring a new lawsuit based upon the same transaction or occurrence that underlies claims brought in another lawsuit. View "Rexing Quality Eggs v. Rembrandt Enterprises, Inc." on Justia Law

The issue this case presented for the South Carolina Supreme Court's review centered on whether Respondent, the Murkin Group, LLC (Murkin), engaged in the unauthorized practice of law (UPL). In April 2017, the Wando River Grill (Restaurant) became dissatisfied with the service of its linen supplier (Cintas) and Cintas' ability to supply the type of linens Restaurant needed. Restaurant contacted another supplier to secure some or all of its required linens and notified Cintas of its need to suspend at least a portion of Cintas' services. Cintas claimed Restaurant's suspension of service constituted a breach of the parties' contract, invoked a liquidated damages provision in the contract, sought more than $8,000 in damages, and hired Murkin to collect the outstanding debt. Petitioner, a South Carolina attorney, represented Restaurant in the resulting dispute. In April 2018, Murkin sent a demand-for-payment letter to Restaurant. Because a Murkin-prepared reinstatement agreement materially altered the terms of the parties' original contract and imposed new obligations on Restaurant and because the agreement's terms were contrary to discussions Cintas personnel had directly with Restaurant, Restaurant sent the proposed reinstatement agreement to Petitioner. All further communications were handled through Murkin. Ultimately, Restaurant did not sign the reinstatement agreement, and no South Carolina counsel for Murkin or Cintas contacted Petitioner. Further, Murkin threatened litigation of the dispute was not resolved. Petitioner then asked Murkin for the South Carolina Bar numbers of several Murkin employees, but Murkin felt Petitioner's desire to deal with Murkin's local counsel "means nothing, since that is a decision made between our client and our office." Murkin further claimed authority to bind any attorney to whom Murkin referred the matter to settle for no less than Murkin demanded. Petitioner lodged a petition with the Supreme Court, alleging UPL. A special master appointed by the Court determined Murkin went beyond the "mere collection of debt" and crossed into UPL by negotiating the contract dispute; purporting to advise Cintas as to what legal action it should take; advising the parties as to whether to take a settlement offer; and purporting to control whether and when the case would be referred to an attorney. The Supreme Court concurred Murkin's actions constituted UPL. View "Westbrook v. Murkin Group" on Justia Law

Jeff Good and Harry’s Dairy entered into a contract providing that Harry’s Dairy would purchase 3,000 tons of Good’s hay. Harry’s Dairy paid for and hauled approximately 1,000 tons of hay over a period of approximately eight weeks, but did not always pay for the hay before hauling it and at one point went several weeks without hauling hay. After Harry’s Dairy went a month without hauling additional hay, Good demanded that Harry’s Dairy begin paying for and hauling the remaining hay. Harry’s Dairy responded that it had encountered mold in some of the hay, but would be willing to pay for and haul non-moldy hay at the contract price. Good then sold the remaining hay for a substantially lower price than he would have received under the contract, and filed a complaint against Harry’s Dairy alleging breach of contract. Harry’s Dairy counterclaimed for violation of implied and express warranties and breach of contract. The district court granted summary judgment in favor of Good on all claims, and a jury ultimately awarded Good $144,000 in damages. Harry’s Dairy appealed, arguing that there were several genuine issues of material fact precluding summary judgment, that the jury verdict was not supported by substantial and competent evidence, and that the district court erred in awarding attorney fees, costs, and prejudgment interest to Good. The Idaho Supreme Court determined the district court erred only in its decision with respect to Good’s breach of contract claim and Harry’s Dairy’s breach of the implied warranty of merchantability claims. Judgment was vacated and the matter remanded for further proceedings. View "Good v. Harry's Dairy" on Justia Law

In this action arising out of an alleged breach of a professional services agreement (PSA) between Vizant Technologies, LLC and YRC Worldwide Inc. the Supreme Court concluded that YRC's motion for summary judgment should be granted in part and denied in part, holding that partial summary judgment should be granted in YRC's favor on the issue of certain damages involving automated clearing house (ACH) batch payments.Vizant sought declaratory and injunctive relief against YRC as well as damages for breach of the PSA, claiming that it was owed outstanding fees for savings that YRC allegedly realized through successful efforts to pay using ACH rather than credit cards. Vizant argued that the PSA required YRC to pay a fee to Vizant because YRC realized savings as a result of the strategies identified by Vizant. YRC, however, argued that it did not owe Vizant a fee because Vizant's suggestions did not actually cause YRC to change business practices and realize savings. The Supreme Court granted in part and denied in part YRC's motion for summary judgment, holding (1) Vizant failed to produce evidence to support its claimed ACH damages; and (2) YRC's summary judgment motion is denied with regard to Vizant's breach of contract claim. View "Vizant Techs., LLC v. YRC Worldwide, Inc" on Justia Law

LED Corporations, Inc. ("LED"), and Anthony Florence petitioned the Alabama Supreme Court for a writ of mandamus to direct the Etowah Circuit Court ("the trial court") to vacate its order denying their motions to dismiss for lack of personal jurisdiction an action filed against them by SDM Electric, LLC ("SDM"), and to enter an order dismissing the case against them. SDM is an Alabama corporation that served as an electrical subcontractor for a construction project at a high school in Calhoun County, Alabama. LED is a Florida corporation owned by Florence, its sole shareholder. In 2017, SDM contacted LED to solicit a bid for lighting fixtures for use in the construction project. SDM executed and delivered to LED a purchase order for lighting fixtures; SDM paid LED the balance of the purchase order. The fixtures were never shipped, and, in late 2018, SDM sued LED and Florence (among others), for breach of contract, fraudulent misrepresentation and conversion. The Alabama Supreme Court affirmed the trial court, concluding SDM satisfied its burden in opposition to LED's and Florence's motions to dismiss by showing that LED and Florence has sufficient contacts with Alabama to support the exercise of specific personal jurisdiction and that the exercise of jurisdiction over them "complies with traditional notions of fair play and substantial justice." View "Ex parte LED Corporations, Inc." on Justia Law

Mac Haik appeals the circuit court’s denial of its motion to compel arbitration. In 2016, plaintiff Brenda Hester purchased a used 2014 Dodge Ram from Jackson Mac Haik CDJR, Ltd. (Mac Haik). Hester executed a retail-installment sale contract with Mac Haik for the purchase of the vehicle. The contract contained an arbitration provision. In 2017, Hester sued Mac Haik, American Financial Warranty Corporation (American Warranty), Randy Miggins d/b/a M&S Towing, and Randy Miggins, alleging that the vehicle she bought from Mac Haik “was defective in materials and workmanship from and after the date of purchase” and “that said defects have existed since the Plaintiff started using said vehicle.” She alleged further that American Warranty issued her a warranty but failed to repair her truck. Hester never served American Warranty with a summons and copy of her complaint. Hester alleged that Mac Haik took possession of her vehicle to make warranted repairs and later allowed it to be towed. Mac Haik, finding that all of Hester’s claims, which sounded in tort or contract and related to her purchase or condition of the vehicle at issue, argued that the claims were subject to arbitration. Mac Haik appealed the circuit court’s denial of its motion to compel arbitration. Because the Mississippi Supreme Court found that the claims fell within the scope of the valid arbitration provision, and that no defenses existed to bar arbitration, it reversed reverse the circuit court’s order denying Mac Haik’s motion to compel arbitration and ordered the claims to arbitration. View "Jackson Mac Haik CDJR, Ltd. v. Hester" on Justia Law

North Star Water, LLC, provided water to oil drilling companies. In September 2014, North Star hired Northwest Grading, Inc., to construct an underground water pipeline from the Missouri River to North Star’s various pumping stations. Northwest Grading sent regular invoices to North Star during the course of construction. In August 2015, Northwest Grading informed North Star it owed a balance of $91,072.99. Northwest Grading notified North Star it would repossess the pipeline if it were not paid immediately. Northwest Grading did not receive payment. Employees of Northwest Grading made the pipeline inoperable by closing valves and filling the valve boxes with dirt and concrete. As a result, North Star was temporarily unable to sell water to at least one of its customers. Northwest Grading sued North Star for breach of contract, quantum meruit, and foreclosure of a construction lien. North Star counterclaimed for fictitious billing, trespass, and damage to property through unlawful repossession. The district court entered findings of fact, conclusions of law, and an order for judgment in October 2018. The court found a business relationship existed between Northwest Grading and North Star, but not based on a written contract. The court concluded Northwest Grading was not authorized to repossess the pipeline by pouring concrete in the valve boxes, and its doing so was a breach of the peace. The North Dakota Supreme Court concluded the district court did not err as to either party’s damages and did not abuse its discretion by denying Northwest Grading’s motion to strike testimony. The Court modified the judgment to correct the calculation of interest, and affirmed the judgment as modified. View "Northwest Grading, Inc. v. North Star Water, LLC, et al." on Justia Law

Wanke, Industrial, Commercial, Residential, Inc. (Wanke) was a company that installed waterproofing systems. It sued Scott Keck and another of its former employees in 2008 for trade secret misappropriation after they left Wanke to form a competing business, WP Solutions. The parties entered into a stipulated settlement and later litigated Keck's alleged breach of that settlement agreement. To collect, Wanke filed a creditor's suit against third party AV Builder Corp. (AVB) to recover $109,327 that AVB owed WP Solutions in relation to five construction subcontracts. Following a bench trial, the court entered judgment in Wanke's favor for $83,418.94 after largely rejecting AVB's setoff claims. Invoking assignment principles, AVB contended: (1) Wanke lacked the ability to sue given judgment debtor WP Solutions's corporate suspension; (2) Wanke's suit was untimely under section 708.230 of the Code of Civil Procedure; and (3) the trial court erred in denying its request for warranty setoffs under section 431.70. Rejecting each of these contentions, the Court of Appeal affirmed the judgment View "Wanke, Industrial, Commercial, etc. v. AV Builder Corp." on Justia Law

Plaintiff Warner Wiggins appeals a circuit court's order compelling him to arbitrate his claims against Warren Averett, LLC. Warren Averett was an accounting firm. Eastern Shore Children's Clinic, P.C. ("Eastern Shore"), a pediatric medical practice, was a client of Warren Averett. In September 2010, while Wiggins, who was a medical doctor, was a shareholder and employee of Eastern Shore, Warren Averett and Eastern Shore entered an agreement pursuant to which Warren Averett was to provide accounting services to Eastern Shore ("the contract"). The contract contained an arbitration clause. Thereafter, Wiggins and Warren Averett became involved in a billing dispute related to the preparation of Wiggins's personal income-tax returns. In 2017, Wiggins filed a single-count complaint alleging "accounting malpractice" against Warren Averett. Warren Averett filed an answer to Wiggins's complaint, asserting, among other things, that Wiggins's claims were based on the contract and were thus subject to the arbitration clause. A majority of the Alabama Supreme Court concluded the determination of whether Wiggins' claims were covered under the terms of the arbitration clause was delegated to an arbitrator to decide. Therefore, it affirmed the trial court's order. View "Warner W. Wiggins v. Warren Averett, LLC" on Justia Law

The First Circuit affirmed the decision of the district court entering summary judgment against Plaintiff Jay Furtado and in favor of Defendants, attorney Amy Page Oberg and the law firm DarrowEverett LLP, and dismissing Plaintiff's claims of legal malpractice, breach of fiduciary duty, and misrepresentation, holding that summary judgment was properly granted.Plaintiff was one of three members of a limited liability company (LLC) for a gym. In 2008, Plaintiff engaged Oberg to help to establish the LLC. After the LLC stopped operations, Plaintiff brought this action. The district court entered summary judgment for Defendants. The First Circuit affirmed, holding that, even if there were any doubt that Plaintiff had waived on appeal an argument that a reasonable jury could find that a breach by Defendants proximately caused his harm, this Court would still conclude that summary judgment was proper in this case. View "Furtado v. Oberg" on Justia Law