Justia Contracts Opinion Summaries

Plaintiff-appellant John Coates brought an action for breach of contract and breach of the duty of good faith and fair dealing against defendant-appellee Progressive Direct Insurance Company. Plaintiff was injured after a motorcycle collision; he was insured by Progressive under a motorcycle policy, an auto policy, and a policy providing UM coverage. Coates moved for partial summary judgment regarding his entitlement to uninsured/underinsured motorist benefits. Progressive moved for summary judgment regarding Coates' bad faith claim. Coates sought more time to conduct discovery to address Progressive's counterclaim on bad faith. The trial court granted Coates' Motion for Partial Summary Judgment, allowing his UM claim against Progressive. The trial court also granted Progressive's Motion for Summary Judgment, denying Coates' claim for breach of duty of good faith and fair dealing. The trial court denied Coates' Motion for Additional Time to Respond. After review of the parties’ arguments on appeal, the Oklahoma Supreme Court affirmed the trial court’s grant of partial summary judgment on Coates' UM claim. The Court reversed, however, the decisions granting Progressive's Motion for Summary Judgment and denying Coates additional time to respond to that motion. View "Coates v. Progressive Direct Ins. Co." on Justia Law

The dispute arose out of a contract between Purple Shovel and two companies Omnipol and Elmex Praha (“Elmex”), for the manufacture and delivery of AK-47 assault rifles. The U.S. Special Operations Command (“SOCOM”) entered into a contract (the “SOCOM contract”) with Purple Shovel to deliver the rifles for a set price. Together, the parties entered into a “Cooperation Agreement.”   Purple Shovel never paid Elmex and, in turn, Elmex failed to pay Omnipol. Plaintiffs brought an action against several individuals allegedly involved in the formation of the two contracts and asserted six claims against Defendants. The District Court dismissed the amended complaint on all counts and with respect to all Defendants.   On appeal, Plaintiffs challenged the district court’s substitution of the United States as a party in the place of the civilian employees. They also challenged the district court’s finding that it lacked subject matter jurisdiction to consider the state law claims due to the bar of sovereign immunity.   The Eleventh Circuit affirmed the district court’s dismissal of Plaintiff’s amended complaint. The court held that the district court was correct in concluding both that no additional discovery was needed on the scope-of-employment issue and that the United States had been properly substituted as Defendant. Further, the district court did not err in dismissing the claims for lack of subject matter jurisdiction. View "Omnipol, A.S., et al. v. Christopher Worrell, et al." on Justia Law

The United States District Court for the Western District of Oklahoma certified two questions of law to the Oklahoma Supreme Court relating to the Oklahoma Consumer Protection Act, and whether it applied to conduct outside of Oklahoma. The matter concenred a dispute between Continental Resources, Inc. (Continental), an oil and gas producer headquartered in Oklahoma, and Wolla Oilfield Services, LLC (Wolla), a North Dakota limited liability company that operated as a hot oil service provider in North Dakota. Continental alleged the parties entered into an agreement for Wolla to provide hot oil services at an hourly rate to Continental's wells in North Dakota. As part of the contract, Wolla agreed to submit its invoices through an "online billing system" and to bill accurately and comprehensively for work it performed. A whistleblower in Wolla's accounting department notified Continental about systematic overbilling in connection with this arrangement. Continental conducted an audit and concluded Wolla's employees were overbilling it for time worked. Wolla denies these allegations. The Oklahoma Supreme Court concluded: (1) the Oklahoma Consumer Protection Act does not apply to a consumer transaction when the offending conduct that triggers the Act occurs solely within the physical boundaries of another state; and (2) the Act also does not apply to conduct where, even if the physical location is difficult to pinpoint, such actions or transactions have a material impact on, or material nexus to, a consumer in the state of Oklahoma. View "Continental Resources v. Wolla Oilfield Services" on Justia Law

Progressive Technologies, Inc. sued Defendant for breaching a non-compete agreement, tortious interference with business expectancy, and civil conspiracy. Plaintiff appealed the district court’s preliminary injunction entered against them.The Eighth Circuit reversed the district court’s ruling that granted Plaintiff’s motion for a preliminary injunction on its claim that Defendant was in breach of the non-compete provisions of their contract. The court concluded that the district court abused its discretion by issuing the preliminary injunction based on Plaintiff's civil conspiracy claim.   The court held that the non-compete agreement is properly characterized and analyzed as one in an employment contract and the claim is reviewed under the strict scrutiny associated with non-compete agreements in employment contracts. The court reasoned that the noncompete agreement's competition and customer-solicitation restrictions both likely fail under strict scrutiny, and it is unlikely Plaintiff will prevail on the merits on those claims, as they are too long, too broad in defining protected business activity, or go well beyond what is required to protect Plaintiff's vital interests. Further, the balance of other preliminary injunction factors does not overcome the fact that Plaintiff is unlikely to prevail on the merits; likewise, Plaintiff's tortious interference with business expectancy cannot support the injunction as Plaintiff failed to show any irreparable harm resulting from it. View "Progressive Technologies Inc. v. Chaffin Holdings Inc." on Justia Law

The Court of Chancery found for Plaintiff on all counts and counterclaim counts in this case involving affordable rental housing property held by a limited partnership, holding that the new limited partner lacked caused to remove the general partner.At issue was affordable housing projects in a federal program that were held by a Delaware limited partnership. Plaintiffs were the partnership and general partner and Defendant was a new limited partner. Defendant sought either a sale of the property or a buyout of its partnership interests, and when the general partner refused to cooperate, the limited partner attempted to remove the general partner for cause. The general partner sought a declaratory judgment that its removal was invalid, and the limited partner asserted counterclaims for, inter alia, breach of contract. The Court of Chancery found in favor of Plaintiffs on all counts, holding (1) the limited partner failed to prove that the general partner breached its modified judiciary duties or the limited partnership agreement; and (2) therefore, the limited partner lacked cause to remove the general partner. View "JER Hudson GP XXI LLC v. DLE Investors, LP" on Justia Law

The Supreme Court reversed the decision of the court of appeals affirming in part and reversing in part the judgment of the trial court holding that the settlement agreement between the parties in this case barred the claims asserted in this suit and in an arbitration proceeding, holding that the trial court did not err.A billion-dollar break-up between two large corporations engaged in the international petroleum business resulted in numerous claims and lawsuits, which the parties finally resolved through a comprehensive settlement agreement. The trial court concluded that the settlement agreement, including its release provisions and a disclaimer of reliance, were valid and enforceable and barred the claims asserted in both this lawsuit and in the arbitration proceeding. The court of appeals reversed in part, concluding that the settlement agreement did not bar certain claims. The Supreme Court reversed and reinstated the final judgment of the trial court, holding that the parties fully and finally resolved the current claims through their comprehensive settlement agreement. View "Transcor Astra Group S.A. v. Petrobras America Inc." on Justia Law

The Supreme Court reversed the district court's grant of summary judgment in favor of Plaintiff in this real estate dispute, holding that Plaintiff offered sufficient evidence to survive Defendants' motion for summary judgment.A few months after purchasing a home Plaintiff discovered water in the basement. Plaintiff later sued the sellers, her real estate agent, the seller's real estate agent, and a home inspector, alleging that they had misrepresented the condition of the house. The district court granted summary judgment for Defendants based on Plaintiff's failure to designate an expert on causation and damages. The court of appeals affirmed. The Supreme Court vacated the opinion of the court of appeals and reversed the summary judgment, holding that expert testimony was not required for Plaintiff to survive Defendants' motion for summary judgment on either causation or damages. View "Putman v. Walther" on Justia Law

The Supreme Court affirmed the judgment of the district court denying a motion to vacate a decree of specific performance that also sought an order of joinder, holding the there was no error.Wilkinson Development, Inc. brought an action against Ford & Ford Investments for specific performance of a real estate contract concerning the purchase of commercial real estate. The district court granted Wilkinson's complaint for specific performance. PSK, LLC, a subsequent purchaser of the subject real estate, later filed the motion at issue on appeal seeking vacation of the degree and an order of joinder. The district court denied the motion. The Supreme Court affirmed, holding that there was no merit to any of PSK's assignments of error. View "Wilkinson Development, Inc. v. Ford & Ford Investments" on Justia Law

The Supreme Judicial Court affirmed the judgments of the trial court entering summary judgment in favor of Defendants and denying Plaintiffs' motion to amend their complaint, holding that the trial court did not err or abuse its discretion.The Masonic Temple Association of Quincy, Inc. entered into a purchase and sale agreement with a trust under which the trust would develop the Mason's temple building into two condominium units, with the trust becoming the owner of one unit. The trust later assigned its interest to Jay Patel, the president and sole owner of Dipika, Inc. Later a fire broke out at the site. The Masons brought negligence claims against Patel and Dipika. Dipika brought third-party claims against Union Insurance Company for wrongful denial of coverage and Roblin Insurance Agency for professional negligence. The Masons then amended their complaint to assert claims against Union and Roblin. The superior court granted summary judgment in favor of Union and Roblin on all counts. The Supreme Judicial Court affirmed, holding (1) Dipika's putative liabilities arising from the fire were not covered by its general liability insurance policy; and (2) Dipika's insurance broker did not commit a breach of its duty of care. View "Masonic Temple Ass'n of Quincy, Inc. v. Patel" on Justia Law

Plaintiff sued PetroTel Oman, LLC (“PetroTel”) and affiliated entities in Texas state court, alleging that they breached an oral contract to compensate him for helping them raise funds for an oil and gas project in Oman. The PetroTel entities removed the action to federal court, arguing that removal was proper under the federal officer removal statute because they “acted under” a federal agency by partnering with the United States International Development Finance Corporation  (“DFC”) to raise funds for the project. The district court remanded the action, rejecting both grounds for removal offered by the PetroTel entities.   The Fifth Circuit affirmed the district court’s finding rejecting Defendant’s grounds for removal to federal court. The court held that the federal officer removal statute nor the Grable doctrine provides a basis for federal subject-matter jurisdiction in Plaintiff’s breach of contract action against Defendant.   First, the court reasoned that PetroTel did not assist or help the DFC carry out a task that the DFC—or any federal superior—otherwise would have had to do itself. Accordingly, PetroTel did not act under the DFC, so it was not entitled to remove under Sec. 1442(a)(1).  Next, the court held that because Plaintiff’s state court petition does not satisfy the well-pleaded complaint rule, the district court correctly determined that Grable does not provide a basis for federal jurisdiction. View "Box v. PetroTel" on Justia Law