Justia Contracts Opinion Summaries

The Supreme Court held that the application the Fair Practices of Equipment Manufacturers, Distributors, Wholesalers, and Dealers Act, Tex. Bus. & Com. Code 57.001-.402, in this case did not violate the constitutional prohibition against retroactive laws in Tex. Const. art. I, 16.In the 1990s, Fire Protection Service, Inc. (FPS), orally agreed to be an authorized dealer and servicer of the life rafts manufactured by Survitec Survival Products, Inc. Nearly six years after the promulgation of the Act, which prohibits a supplier from terminating a dealer agreement without good cause, Survitec notified FPS that it was terminating their relationship. FPS sued for a violation of the Act. The district court entered judgment for Survitec. On appeal, the Fifth Circuit certified a question to the Supreme Court. The Supreme Court answered that the application of the Act to the parties' agreement does not violate the retroactivity clause in article I, section 16. View "Fire Protection Service, Inc. v. Survitec Survival Products, Inc." on Justia Law

Respondent, a consulting company, entered into a written contract whereby respondent agreed to provide services to a health care company on an hourly basis. Appellant, a licensed attorney, is the General Counsel of the health care company. When the health care company did not pay for services, the respondent filed a complaint alleging an ordinary breach of contract. Acting in his individual capacity, appellant filed a special motion to strike the complaint as a strategic lawsuit against public participation (“SLAPP”). His complaint consisted of six causes of action. Appellant contends that the trial court erroneously determined that he had failed to satisfy the first step of the anti-SLAPP statute he also claims that the trial court abused its discretion in awarding attorney fees.The Second Appellate District reasoned that the Legislature enacted anti-SLAPP statute to provide a procedural remedy to dispose of lawsuits that are brought to chill the valid exercise of constitutional rights. Here, the court looked to only the first step under the statute because the trial court determined appellant had failed to carry its initial burden. He argued that respondent’s causes of action for intentional misrepresentation and concealment invaded his ability to advise his client and attacked his settlement efforts. The court held that while settlement discussions constitute protected activity, the fifth and sixth causes of action had nothing to do with settlement discussions nor did they arise from protected speech. Thus, the court affirmed the trial court’s orders denying appellant’s special motion and imposing sanctions. View "Clarity Co. Consulting v. Gabriel" on Justia Law

Keles was admitted into Rutgers’s Civil and Environmental Engineering (CEE) Department’s graduate program and received his M.S. degree in 2014. While pursuing this degree, Keles expressed his interest in continuing his studies as a Ph.D. student. To continue their studies as Ph.D. students, M.S. students in the CEE Department must submit a “Change-in-Status” form, identifying advisors and describing their research plans. At the end of the M.S. program, Keles submitted an incomplete Change-in-Status form. Keles disputed that he needed to submit a completed Change-in-Status form due to his claimed enrollment as an M.S.-Ph.D. student. Members of the CEE Department and the University’s administration informed him that he needed to satisfy the admission prerequisites. Keles neither found an advisor nor submitted a completed form but sought to register for classes in 2015. Rutgers’s Administration informed Keles that his lack of academic standing prevented him from registering.Keles sued, alleging contract, tort, statutory, and due process claims. The Third Circuit affirmed the dismissal of his suit, finding that Rutgers adhered to its own policies and did not act in bad faith. All M.S. students were subject to the same departmental requirements. Rutgers afforded Keles sufficient process and did not venture “beyond the pale of reasoned academic decisionmaking.” View "Keles v. Bender" on Justia Law

Plaintiff Kathleen Moynihan and defendant Edward Lynch were involved in a long-term “marital-style relationship.” Anticipating the potential dissolution of that relationship, they signed and notarized a written agreement, without the assistance of counsel, that finalized the financial obligations each owed to the other. The issue this case presented for the New Jersey Supreme Court's review was the validity of that palimony agreement. In 2015, the parties parted ways, and Lynch refused to abide by their written agreement. Moynihan filed a complaint seeking enforcement of the written agreement and an alleged oral palimony agreement that she claimed the parties had entered before the Legislature in 2010 amended N.J.S.A. 25:1-5 to include subparagraph (h), which mandated that palimony agreements be reduced to writing and “made with the independent advice of counsel.” She challenged N.J.S.A. 25:1-5(h) on constitutional grounds and urged enforcement as a typical contract; alternatively, she sought enforcement of the agreement on equitable grounds. Lynch denied the existence of an oral palimony agreement and asserted that the written agreement was unenforceable because the parties did not receive the independent advice of counsel before entering it. The Supreme Court concluded the palimony agreement, as written and signed, without the attorney review requirement, was enforceable. That portion of N.J.S.A. 25:1-5(h), which imposed an attorney-review requirement to enforce a palimony agreement, contravenes Article I, Paragraph 1 of the New Jersey Constitution. The Court concluded the parties did not enter an oral palimony agreement. View "Moynihan v. Lynch" on Justia Law

The Alabama Space Science Exhibit Commission d/b/a U.S. Space & Rocket Center ("ASSEC") filed suit against Space Race, LLC ("Space Race"), seeking to avoid an arbitration award entered in favor of Space Race and against ASSEC by an arbitration panel in New York. In July 2016, Space Race agreed to produce an animated series for ASSEC aimed at promoting the interest of children in space exploration and science. The series was to be created and released to the public over a three-year period. In exchange, ASSEC agreed to compensate Space Race with funds ASSEC would receive from a grant from the National Aeronautics and Space Administration ("NASA"), which had contracted with ASSEC to provide funding for the series. The compensation was to be paid to Space Race annually as the series episodes were created during the three-year contract term. The parties' agreement provided that it "shall be governed" by Alabama law. Space Race produced the series before the contract term expired, but ASSEC failed to pay the amount owed for the last year of the series. Space Race claimed that ASSEC still owed Space Race approximately $1.3 million when the contract term expired. The parties' agreement contained an arbitration provision. In December 2017, after being notified by ASSEC that it would no longer make payments to Space Race because the grant from NASA had been terminated, Space Race commenced arbitration proceedings against ASSEC in New York. Space Race moved to dismiss ASSEC's Alabama action, asserting that a New York court had already entered a final judgment confirming the arbitration award. The Alabama trial court denied Space Race's motion to dismiss, and Space Race petitioned the Alabama Supreme Court for a writ of mandamus directing the trial court to dismiss ASSEC's action. Because the New York judgment confirming the arbitration award against ASSEC was entitled to full faith and credit and res judicata effect, the Supreme Court granted Space Race's mandamus petition. The trial court was directed to vacate its order denying Space Race's motion to dismiss and to enter an order granting that motion. View "Ex parte Space Race, LLC." on Justia Law

The Supreme Court affirmed the judgment of the district court convicting Defendant of felony sexual intercourse without consent, holding that Defendant received constitutionally effective assistance of counsel.At issue was whether Defendant's trial counsel rendered ineffective assistance when counsel allowed prior consistent statements from a forensic interview into evidence without challenge. The Supreme Court affirmed, holding (1) the record before the Court implied at least a plausible justification for counsel's actions; and (2) without more evidence, it cannot be determined whether defense counsel did not perform effectively for Defendant. View "State v. Mikesell" on Justia Law

Following the outbreak of COVID-19 in early 2020, Los Angeles imposed an eviction moratorium during a “Local Emergency Period” with the stated purposes of ensuring housing security and promoting public health during the pandemic. Related provisions delay applicable tenants’ rent payment obligations and prohibit landlords from charging late fees and interest. A trade association of Los Angeles landlords, sued, alleging violations of the Constitution’s Contracts Clause.The Ninth Circuit affirmed the denial of the plaintiff’s request for preliminary injunctive relief, noting that other courts, including the Supreme Court, have recently considered various constitutional and statutory challenges to COVID-19 eviction moratoria. Under modern Contracts Clause doctrine, even if the eviction moratorium was a substantial impairment of contractual relations, the moratorium’s provisions were likely “reasonable” and “appropriate” given the circumstances of the COVID-19 pandemic. The city fairly tied the moratorium to its stated goals. The court noted that contemporary Supreme Court case law has severely limited the Contracts Clause’s potency. View "Apartment Association of Los Angeles County, Inc. v. City of Los Angeles." on Justia Law

The Court of Appeal vacated and remanded the trial court's order granting respondent's anti-SLAPP motion to strike Brighton's cross-claim for fraud. The parties' dispute stemmed from a contract between respondent and Brighton where Brighton would pay respondent $3,000 for a one-day photo shoot. Respondent filed suit against Brighton, alleging that the company failed to pay her immediately upon completion of the photoshoot. Brighton cross-complained, asserting claims for declaratory relief and fraud.The court concluded that, even if it were to assume that respondent met her burden of showing that Brighton's cross-claim for fraud arose from protected conduct, reversal is required because Brighton has shown a probability that it will prevail on its claim. In this case, the evidence submitted shows that Brighton's fraud cross-claim has the requisite minimal merit where Brighton submitted evidence that respondent made a misrepresentation when she told the company to pay LA Models for her services during the photoshoot upon receipt of an invoice rather than immediately upon her "termination" as an employee when the shoot concluded; it can be inferred that plaintiff knew that misrepresentation was false based on her actions, she intended for Brighton to rely on her misrepresentation, and Brighton justifiably did so; and reliance on respondent's misrepresentation damaged Brighton by exposing it to $90,000 in waiting-time penalties plus attorney fees and costs— in addition to the costs Brighton incurred in defending itself against her lawsuit. View "Brighton Collectibles, LLC v. Hockey" on Justia Law

The United States Court of Appeals for the Eleventh Circuit certified to three questions of law to the Georgia Supreme Court relating to a lawsuit brought in federal district court by Fife Whiteside, the trustee of the bankruptcy estate of Bonnie Winslett. Whiteside sued GEICO to recover the value of Winslett’s failure-to-settle tort claim against GEICO so that the bankruptcy estate could pay creditor Terry Guthrie, who was injured in an accident caused by Winslett. The certified questions certified asked the Supreme Court to analyze how Georgia law applied to an unusual set of circumstances that implicated both Winslett’s duty to give GEICO notice of suit and GEICO’s duty to settle the claim brought against Winslett. The Supreme Court was unable to give unqualified “yes” or “no” answers to two of the certified questions as they were posed; rather, the Court answered the questions only in the context of the circumstances of this particular case. "Winslett remains liable to Guthrie, even if her bankruptcy trustee succeeds on the failure-to-settle claim against GEICO; therefore, if the bankruptcy estate does not recover enough from GEICO to satisfy Guthrie’s judgment, the estate would not be fully compensated for Winslett’s damages, and GEICO would escape responsibility for breaching its settlement duty to Winslett. Such an outcome would deny Winslett the full measure of compensatory damages allowed under Georgia law." View "GEICO Indemnity Co. v. Whiteside" on Justia Law

The Supreme Court reversed the judgment of the court of appeals with respect to Plaintiff's constitutional claims, holding that a state university's dismissal of a student for poor academic performance does not implicate a liberty or property interest protected by the Texas Constitution's guarantee of due course of law.Plaintiff was dismissed from Texas Southern University's Thurgood Marshall School of Law after one year due to his failure to maintain the required grade point average. Plaintiff brought this suit against the School, alleging breach of contract and deprivation of his property and liberty without due course of law. The trial court granted the School's plea to the jurisdiction invoking sovereign immunity. The court of appeals reversed in part, concluding that Plaintiff's procedural and substantive due course of law claims were viable. The Supreme Court reversed in part and rendered judgment dismissing the case, holding that an academic dismissal from higher education does not implicate a protected liberty interest. View "Texas Southern University v. Villarreal" on Justia Law