Justia Contracts Opinion Summaries

National Union Fire Insurance Co. of Pittsburgh (National Union) filed suit to obtain a declaration that it owed no payment to Cargill, Inc. under the employee theft clause of the insurance policy held by Cargill. Cargill counterclaimed for breach of contract. The district court granted judgment on the pleadings for Cargill, ruling that Cargill had suffered a covered loss resulting directly from an employee’s theft. National Union appealed.   The Eighth Circuit affirmed and held that the district court did not err by concluding there were no disputes as to any material facts that precluded granting Cargill’s Rule 12(c) motion. Further, the court wrote that Cargill’s insurance policy provided coverage for employee “theft,” which was defined in the policy as “the unlawful taking of property to the deprivation of the Insured.” Additionally, the insured’s loss must have resulted “directly from” employee theft to be covered by the policy. Finally, the court concluded that the date of Cargill’s notice letter was the appropriate date to begin calculating prejudgment interest. View "National Union v. Cargill" on Justia Law

Plaintiff asked the Foreign Service Grievance Board to review the Foreign Service’s decision to deny her tenure. While the Board was considering her grievances, Plaintiff asked the Board to grant “interim relief.” That relief would have let Plaintiff keep working for the Foreign Service until her case was decided. But the Board refused to grant it. So Plaintiff filed suit, claiming that the Board should have given her relief. After Plainitff in lost in the district court and appealed to this court, the Board reached final decisions on her grievances. 
 The DC Circuit affirmed the district court’s decision to dismiss Plaintiff’s backpay claim, and the court dismissed Plaintiff’s appeal of her interim-relief claims as moot. The court explained backpay is not an available remedy on judicial review of the Board’s orders. Nothing in the Foreign Service Act authorizes a court to issue backpay. Plus, under the Act, judicial review is adjudicated “in accordance with the standards set forth in [the Administrative Procedure Act].” Here, the Board found no merit to four of Plaintiff’s grievances. As for the fifth grievance, the Board held that Plaintiff’s claim had merit, but it still denied her backpay. And because Plaintiff has not petitioned for judicial review of the Board’s decision to deny backpay in that grievance, the court wrote it cannot direct the Board to reconsider it. View "Julie Beberman v. Antony Blinken" on Justia Law

Plaintiff brought this products-liability suit against LG Chem, Ltd. (“LGC”) and LG Chem America, Inc. (“LGCA”), claiming that they negligently manufactured and distributed a battery that he used to power an electronic cigarette until the battery, and electronic cigarette both exploded in his mouth. Plaintiff sued LGC and LGCA in Hawaii state court, bringing various state-law claims related to the design, manufacture, labeling, advertising, and distribution of the subject battery. LGC and LGCA were timely removed from Hawaii state court to the District Court for the District of Hawaii and then moved to dismiss Yamashita’s complaint for lack of personal jurisdiction. Yamashita opposed the motions and moved for jurisdictional discovery. The district court denied Yamashita’s motion for jurisdictional discovery.   The Ninth Circuit affirmed the district court’s dismissal for lack of personal jurisdiction. The court held that Ford modified, but did not abolish, the requirement that a claim must arise out of or relate to a forum contact in order for a court to exercise specific personal jurisdiction. The panel explained that while LGC and LGCA’s Hawaii contacts clearly showed that they purposefully availed themselves of Hawaii law, they can only be subject to specific personal jurisdiction if Plaintiff’s injuries arose out of or related to those contacts. The panel held that Plaintiff had not shown that his injuries arose out of any contacts because he had not shown but-for causation. The panel concluded that the district court’s denial of jurisdictional discovery was not an abuse of discretion. View "MATT YAMASHITA V. LG CHEM, LTD., ET AL" on Justia Law

“Breathe” was previously known as the American Lung Association of Los Angeles County, affiliated with the national organization, ALA, and the American Lung Association in California (ALAC). Breathe’s predecessor entered into annual agreements with ALAC and the ALA that provided for “income sharing” between Breathe and ALAC, except for “funds restricted in writing by the donor, not later than the date of donation, to exclude or limit sharing, such restriction not having been invited by the donee association.” ALA sued ALAC and its affiliates, including Breathe, for trademark infringement and related causes of action. Under a 2006 Consent Judgment, Breathe disaffiliated from the ALA and ALAC and was renamed. The parties agreed to a process for settling their outstanding accounts.In 2015, ALAC moved to enforce the Consent Judgment by compelling Breathe to share three bequests that were created but not distributed before the Consent Judgment. The trial court ruled in favor of the ALA, concluding the restricted funds exception of the Affiliate Agreement was ambiguous and that the bequests were shareable. The court of appeal reversed. The plain language of the bequests indicates the testators' intentions to benefit only the organization now known as Breathe. Sharing the bequests with the ALA is incompatible with those intentions and is not required under the Affiliate Agreement. View "Breathe Southern California v. American Lung Association" on Justia Law

Plaintiffs William Kainz and GeoChemicals, LLC appealed a district court’s order granting Jacam Chemical Co. 2013, LLC’s motion to abate and an order and judgment awarding attorney’s fees to Jacam. Plaintiffs argued the district court erred by abating the action and by awarding attorney’s fees. The North Dakota Supreme Court concluded the district court misapplied the law in granting the motion to abate and abused its discretion by awarding attorney’s fees. Accordingly, judgment was reversed and the case remanded for further proceedings. View "Kainz, et al. v. Jacam Chemical Co. 2013" on Justia Law

Lane Knudsen, Ann Gochnour, and Marcia Talley and David Talley, Trustees of the Marcia K. Talley Living Trust (Landowners), appeal from a district court judgment foreclosing Henry Hill Oil Services LLC’s construction liens against the Landowners’ properties and awarding Henry Hill Oil its costs and attorney’s fees. Landowners owned real property in Williams County, North Dakota. In 2017 and 2018, the Landowners executed water pipeline easements with RWS Holdings, LLC. The agreements granted RWS Holdings 75-foot-wide temporary easements for constructing a water pipeline and related facilities across and under the Landowners’ properties. The agreements granted RWS Holdings 30-foot-wide permanent pipeline easements on the properties. The temporary easements expired upon completion of the water pipelines. The Talley-Gochnour Defendants also granted RWS Holdings an easement for constructing a freshwater reservoir on their property. The easement term was 20 years or “until Grantee permanently removes” the reservoir from the property. RWS Holdings hired Regional Water Service, LLC, which then hired Henry Hill Oil, to construct water reservoirs on the properties. Henry Hill Oil worked on the Landowners’ properties from June 2018 to October 2018. Henry Hill Oil recorded construction liens against the Landowners’ properties after it was not paid for its work. In May 2019, Henry Hill Oil sued Regional Water Service for breach of contract. In October 2019, Henry Hill Oil sued the Landowners to enforce the construction liens. The North Dakota Supreme Court concluded the trial court erred in determining the Landowners’ properties were subject to Henry Hill Oil’s construction liens. The Court reversed the judgment and remanded for a determination of the Landowners’ costs and attorney’s fees. View "Henry Hill Oil Services v. Tufto, et al." on Justia Law

Nodak Insurance Company (“Nodak”) appealed, and John D. Miller, Jr. d/b/a John Miller Farms, Inc. and JD Miller, Inc. (collectively, “Miller”) cross-appealed a judgment determining Miller’s insurance policy with Nodak provided coverage and awarding Miller damages. The dispute arose from Miller’s sale of seed potatoes to Johnson Farming Association, Inc. (“Johnson”). Miller operated a farm in Minto, North Dakota. During the 2015 planting season, Miller planted seed potatoes. Miller claimed a North Dakota State Seed Department representative inspected the field where the seed was being grown on July 13, July 26, and September 3, 2015, which indicated no problems with the seed crop. On or about September 3, 2015, Miller “killed the vines” in anticipation of and as required to harvest the seed crop. Miller harvested the seed crop between September 18 and September 25, 2015, and the harvested seed crop was immediately taken from the field to Miller’s storage facility south of Minto. n December 31, 2015, Miller and Johnson entered into a contract for the sale of seed potatoes. The contract for sale disclaimed any express or implied warranty of merchantability or fitness for a particular purpose and contained a limitation of consequential damages and remedies. In June or July 2016, Johnson informed Miller of problems with some of the seed potatoes he had purchased. Johnson stated an analysis definitively showed very high levels of the herbicide glyphosate, which caused the problems with the seed potatoes. The seed potatoes did not grow properly, and Johnson alleged damages as a result. It was undisputed the seed potatoes were damaged because an employee of Miller inadvertently contaminated the seed potatoes with glyphosate while they were growing on Miller’s Farm. In July 2016, Miller sought coverage for the loss from Nodak. Because the North Dakota Supreme Court concluded a policy exclusion applied and precluded coverage, the North Dakota Supreme Court reversed the district court's judgment. View "Miller, et al. v. Nodak Ins. Co." on Justia Law

In this dispute over indemnification arising from an underlying negligence case, the First Circuit vacated the decision of the district court as to a contractual crossclaim for indemnification, holding that the district court erred.John Caruso was staying at the Omni Hotel in Providence, Rhode Island when he tripped and fell on a curb separating the hotel's valet from its main entrance. Caruso brought this complaint against the both the hotel's valet operator and its owner, claiming that Defendants negligently maintained the premises and had a duty to warn him of an unreasonably safe condition, causing his injuries. The hotel owner filed crossclaims against the valet in the action, seeking indemnification for its litigation costs. As to the indemnification crossclaims the district court held that Omni was not entitled to relief. The First Circuit vacated the judgment for the valet and directed the district court on remand to enter judgment for the hotel owner, holding that the district court's rejection to the hotel owner's right to contractual indemnification was premised on an incorrect view of both Rhode Island law and the language of the parties' contractual agreement. View "Omni Hotels Management Corp. v. Ultimate Parking, LLC" on Justia Law

The Supreme Court held that on-going, at-will, consumer-business relationships consist of the day-to-day offer and acceptance of unilateral contracts, and thus, businesses may effectively modify the non-negotiated, standardized terms governing those relationships if the business can demonstrate certain elements.The United States District Court for the District of Arizona certified to the Supreme Court the question of whether an effective modification of a consumer contract can occur when the offeror sends notice of the proposed modification to the offeree through a communication channel to which the offeree previously consented even if the offeree fails to respond. In considering the requirements for modifying the terms of at-will, on-going, business-consumer relationships, the Supreme Court held that its jurisprudence did not provide definitive guidance and that Restatement of Consumer Contracts 3 is hereby adopted to fill that void. View "Cornell v. Desert Financial Credit Union" on Justia Law

Lindenwood Female College (Lindenwood) asserted class action claims against its casualty insurer, Zurich American Insurance Company (Zurich), alleging a wrongful denial of coverage for COVID-19 business interruption at its Missouri and Illinois properties. The district court granted Zurich’s motion to dismiss, finding no plausible allegation of coverage.   The Eighth Circuit affirmed. The court concluded that Lindenwood’s argument fails to identify an ambiguity. The court explained that in its view, no lay person—no reasonable insured—could look at the policy as a whole and fail to appreciate that the state-specific endorsements are intended to apply in the respective states. The references to Louisiana and other states are not mere titles; they serve to establish the structure of the policy as a whole. And it would simply make no sense to define a contamination exclusion with express reference to viral contamination in the main body of the policy only to wholly eliminate that same exclusion nationwide in a later endorsement that references an individual state. View "Lindenwood Female College v. Zurich American Insurance Co." on Justia Law