Justia Contracts Opinion Summaries

Ralph Fischer appealed from an order denying his request for attorney’s fees under N.D.C.C. 27-08.1-04. In February 2018, Fischer and Darin Hoyt executed a Cattle Share Lease. Under the terms of the lease, Fischer rented pasture land to Hoyt. In July 2019, Fischer sued Hoyt in small claims court arguing he was entitled to $15,000 for Hoyt’s failure to pay pasture rent in 2018. Hoyt removed the case to district court and filed an answer and counterclaim, asserting Fischer breached terms of the agreement. Fischer answered the counterclaim and requested attorney’s fees under N.D.C.C. 27-08.1-04. In February 2020, Fischer received leave of court to amend his complaint and increased his alleged damages to $25,000. After a bench trial, the district court found both parties breached the lease in different respects. Pertinent here, the district court found Hoyt breached the lease by failing to pay rent in 2018. The district court denied Fischer’s request for attorney’s fees, finding "the claims and counterclaims in this matter were far too complex for small claims court and would have been dismissed without prejudice to refile in district court." To the North Dakota Supreme Court, Fischer argues the district court erred in denying his request because he is the prevailing plaintiff after removal from small claims court. Fischer also argued he was entitled to attorney’s fees incurred in this appeal. The Supreme Court agreed, and reversed and remanded for an award of Fischer’s attorney’s fees in the district court action and on appeal. View "Fischer v. Hoyt" on Justia Law

In this dispute over terms of an online auction, the Fifth Circuit concluded that the district court abused its discretion by improperly admitting evidence and taking judicial notice of the terms. The court explained that Exhibit 41, an internet printout, was not properly authenticated, and the district court abused its discretion by determining that the exhibit was fit under Federal Rule of Evidence 803. Furthermore, the district court erred in taking judicial notice of the terms because a private internet archive falls short of being a source whose accuracy cannot reasonably be questioned as required by Rule 201. Because the district court's errors were not harmless, the court reversed and remanded for further proceedings. View "Weinhoffer v. Davie Shoring, Inc." on Justia Law

Vital produces and sells energy-drink products. In 2019, Vital hired Alfieri, Perry, LaRocca, and Maros. All four signed employment agreements containing restrictive covenants, including an agreement not to work for a competing company and not to solicit Vital employees while employed by and for one year after leaving Vital and “never to disclose” or utilize any of Vital’s confidential information. All four left Vital in 2020. Vital sued, alleging that they violated their non-compete covenants by working for Elegance, which sells a cannabidiol-infused caffeinated drink, within a year after leaving Vital; that Alfieri violated the employee non-solicitation covenant by encouraging the others to join Elegance; and that Elegance and Alfieri engaged in tortious interference with Vital’s contractual relationships with the other former employees.The district court determined that the restrictive covenants were enforceable under Florida law, rejecting an argument that Vital was required to “identify specific customers” to establish a legitimate business interest in its customer relationships. The court entered a preliminary injunction. The two time-limited provisions in the preliminary injunction had expired; the prohibition against using Vital’s confidential information had no time limit. The Eleventh Circuit dismissed as moot the portions of the appeal that concerned the expired provisions. The court vacated with respect to the unexpired provisions because Vital failed to prove its entitlement to preliminary relief. View "Vital Pharmaceuticals, Inc. v. Alfieri" on Justia Law

For 20 years, the vendor (SDM) provided food services at Drexel University in Philadelphia. In 2014 the university announced that it would competitively bid the contract for on-campus dining. The same vendor ultimately won that competition but about two years into the contract’s 10-year duration, the vendor sued the university for fraud, multiple breaches of contract, and alternatively for unjust enrichment. The university responded with fraud and breach-of-contract counterclaims. Only a few of the vendor’s breach-of-contract claims and portions of the university’s breach-of-contract claim survived summary judgment. The parties referred the remaining claims and counterclaims to arbitration and jointly moved to dismiss them. The district court granted that motion and entered final judgment, which the parties appealed, primarily to dispute the summary judgment ruling.The Third Circuit affirmed summary judgment in Drexel’s favor on SDM’s unjust enrichment and punitive damages claims, summary judgment in SDM’s favor on Drexel’s fraudulent inducement claim, and the district court’s decision to deny Drexel’s motion to strike declarations by SDM witnesses under the sham affidavit rule. The court vacated an order granting summary judgment to Drexel on SDM’s claims for fraudulent inducement, breach of contract for failure to renegotiate in good faith, and breach of a supplemental agreement for the Fall 2016 Semester. The surviving claims were remanded to the district court. View "SodexoMAGIC LLC v. Drexel University" on Justia Law

The Supreme Court accepted certified questions from the United States Court of Appeals for the Ninth Circuit in this arbitration dispute, holding that direct benefits estoppel cannot be invoked in a garnishment action to bind the judgment creditor to the terms of the contract because applying the doctrine in this context would contravene Arizona's statutory garnishment scheme.Specifically, the Court answered that in a garnishment action by a judgment creditor against the judgment debtor's insurer claiming that coverage is owed under an insurance policy where the judgment creditor is not proceeding on an assignment of rights, the insurer cannot invoke the doctrine of direct benefits estoppel to bind the judgment creditor to the terms of the insurance contract. View "Benson v. Casa De Capri Enterprises, LLC" on Justia Law

The Supreme Court denied relief to Banner University Medical Center Tucson Campus, LLC and other Banner entities (collectively, Banner) which challenged the denial of its motion for summary judgment in this vicarious liability case, holding that the vicarious liability claim against Banner was not precluded.Doctors jointly employed by Banner provided treatment to Plaintiffs' fourteen-month-old son, who died. Plaintiffs brought medical malpractice claims against the doctors, a vicarious liability claim against Banner based on the doctors' conduct, and direct claims of breach of contract and fraud against Banner. The trial court granted summary judgment for the doctors because Plaintiffs failed to serve each of them with a notice of claim. Banner then filed a motion for summary judgment, arguing that the trial court's dismissal of the doctors with prejudice served as an adjudication on the merits precluding any claim of vicarious liability against Banner. The court denied the motion. The Supreme Court affirmed, holding that because there was no final judgment on the merits, Plaintiffs' vicarious liability claim against Banner was not precluded. View "Banner University Medical Center Tucson Campus, LLC v. Honorable Richard Gordon" on Justia Law

The Supreme Judicial Court affirmed in part the judgment entered in the Business and Consumer Docket (BCD) awarding attorney fees and expenses to Forney & Weygandt, Inc. (F&W) but vacated a portion of the judgment awarding F&W attorney fees and expenses related to subcontractor claims, holding that remand was required.Lewiston DMEP IX, LLC, et al. (collectively, GBT), a group of limited purpose entities and a commercial real estate developer, appealed the attorney fees and expenses award to F&W, a commercial general contractor, pursuant to Maine's prompt payment statute, Me. Rev. Stat. 10, 1111-1120. Specifically, GBT contended that the BCD erred in awarding attorney fees and expenses that were not incurred in direct pursuit of F&W's prompt payment claims, including those related to F&W's contract claims, GBT's counterclaims and affirmative defenses, and subcontractor claims against F&W. The Supreme Judicial Court largely affirmed the judgment but vacated the award of attorney fees and expenses related to the subcontractor claims, holding that the court abused its discretion when it did not articulate a basis for an award of fees that would be proper under the prompt payment statute and this Court's interpretative case law. View "Fortney & Weygandt, Inc. v. Lewiston DMEP IX, LLC" on Justia Law

Two cases were consolidated for the Mississippi Supreme Court's review. In the first appeal, Singing River MOB, LLC (MOB), argued that the leases between itself and Singing River Health System (SRHS) and the lease between Jackson County, Mississippi (County), and SRHS were valid and that the chancery court erred by finding the leases invalid under Mississippi’s “minutes rule.” In the second appeal, Jackson County and SRHS contended the chancery court erred by fashioning its own equitable relief as a result of the first ruling. MOB also raised its own objection as to the manner in which the equitable relief was fashioned. After careful review, the Supreme Court affirmed and remanded the partial summary-judgment order as to the first appeal (No. 2019-IA-01630-SCT); however, the Court reversed and remanded that order as to the second appeal (No. 2019-IA-01653-SCT). View "Singing River MOB, LLC v. Jackson County" on Justia Law

Ken Rogers and Costas Pavlou entered into an agreement for Rogers to potentially purchase a concession stand from Pavlou. The concession business, costas Place, would operate at the Mississippi State Fair, The agreement required Rogers to pay Pavlou $35,000 “on or before October 25, 2009.” If that condition was satisfied, Pavlou would give Rogers the option to purchase Costas Place for an additional $35,000 payment “on or before two weeks after the last day of the Mississippi State Fair in the year 2011.” Rogers failed to pay the first $35,000 by the deadline; he first made a payment of $30,225 on November 23, 2009, which Pavlou accepted. Then, from 2009 to 2011, Pavlou paid Rogers an equal share of the net income from Costas Place per the agreement. Nevertheless, all that remained was for Rogers to provide the final $35,000 payment in 2011, but the deadline passed. Rogers contended Pavlou waived the 2011 deadline. Rogers claimed that during his divorce proceeding, Pavlou represented to Rogers that he would extend the deadline for the option to purchase the business until after the divorce proceedings ended. Pavlou countered that, pursuant to the contract, Rogers’s option to purchase the business lapsed when he failed to pay the remaining $35,000. Rogers sued Pavlou asserting breach of contract. Including his claims of waiver, Rogers insisted that Pavlou gave reassurances that he would accept that second installment of $35,000 after Rogers’s divorce was final. The case proceeded to trial, but, in the meantime, Pavlou died, and his estate was substituted as party-defendant. After discovery and litigation but before trial, Pavlou’s estate filed two pretrial motions, a motion to take judicial notice of prior testimony and a motion to exclude parol evidence. Pertinent here, the estate sought to introduce Rogers' testimony at his divorce proceeding; Pavlou’s counsel asked the trial judge to “take judicial notice that he testified [the joint venture agreement] was void, that he swore to the Chancery Court it was void.” On the motion to exclude parole evidence, Pavlou’s counsel argued the 2009 agreement “very specifically and expressly said that modifications had to be in writing, that there would be no verbal alterations to the contract.” The trial court granted Pavlou's motion for a directed verdict, finding Rogers failed to present competent proof that Pavlou waived the payment deadline. Finding no reversible error, the Mississippi Supreme Court affirmed the circuit court's judgment. View "Rogers v. Estate of Pavlou" on Justia Law

William Greenwood was in the business of salvaging valuable materials from old buildings. Greenwood was insured by Mesa Underwriters Specialty Insurance Company through a policy sold by Dixie Specialty Insurance. Greenwood was later sued by adjoining building owners who complained he had damaged their property, and Mesa denied coverage based, in part, on a policy exclusion for demolition work. Greenwood later brought suit against his insurers alleging breach of contract and bad-faith denial of coverage. Greenwood averred that his business was actually “deconstruction” rather than demolition, but the trial court granted summary judgment to the insurers. Finding no reversible error in that judgment, the Mississippi Supreme Court affirmed the trial court. View "Estate of Greenwood v. Montpelier US Insurance Company, et al." on Justia Law