Justia Contracts Opinion Summaries

Zachery Edens was killed in when an oncoming car turned in front of his motorcycle. David Edens, Zachery's father and the Chief Executive Officer of Edens Structural Solutions LLC (Edens LLC), and Rhonda Edens, Zachery's mother, sent a demand letter to The Netherlands Insurance Company, claiming that Zachery was an insured under Edens LLC’s Netherlands insurance policy and demanding $1,000,000 in underinsured motorist benefits. After Netherlands denied coverage, David, Rhonda, and Edens LLC sued Netherlands. On summary judgment, the district court concluded that David was an insured under the policy because he was an executive officer of Edens LLC, and that Zachery was an insured as David's family member. Despite this, because David and Rhonda Edens owned Zachery's motorcycle, the district court concluded that the Netherlands policy didn’t cover his accident. David, Rhonda and Edens LLC appealed, arguing, among other things, that the policy’s coverage terms were ambiguous and should be construed in their favor. Finding no reversible error in the district court's judgment, the Tenth Circuit affirmed. View "Edens v. Netherlands Insurance" on Justia Law

This attorneys’ fees dispute arises out of an underlying lease dispute between HDRE and RARE. HDRE appealed the district court's award of attorneys’ fees for RARE under an attorneys’ fees provision in a lease agreement between the parties that was subsequently novated by another agreement. The court held that the novation of the Lease extinguished the parties’ rights under that agreement to prevailing-party attorneys’ fees and that the district court consequently abused its discretion in awarding fees to RARE. The court disagreed with the district court’s conclusion that several provisions of the Lease evince the parties’ intent for the attorneys’ fees provision to survive a future novation. Accordingly, the court reversed the district court's judgment. View "HDRE Bus. Partners Ltd. Grp. v. RARE Hosp. Int'l" on Justia Law

This letter opinion addressed Third-Party Defendants’ motions to dismiss Third-Party Plaintiffs’ amended third-party complaint. The Third-Party Defendants advanced four bases on which the amended complaint should be dismissed, including lack of personal jurisdiction, failure to state a claim, failure to comply with Court of Chancery Rule 23.1, and an unreasonable delay in bringing the amended complaint. The Court of Chancery granted the Third-Party Defendants’ motions to dismiss, holding that the Third-Party Plaintiffs’ claims were time-barred because the Third-Party Plaintiffs failed to identify a tolling doctrine or extraordinary circumstances sufficient to avoid application of laches. View "CMS Inv. Holdings, LLC v. Castle" on Justia Law

In 2002, Deere became the exclusive North American wholesale supplier of Hitachi products. In 2014, Deere notified Rudd, a long-time authorized dealer of Hitachi equipment, of its intent to terminate its dealer agreements and initiated arbitration proceedings, as required by the agreement. Although Rudd agreed that arbitration was the proper forum, it sought injunctive relief to maintain the status quo during arbitration and moved to seal the case, stating that “the very fact of this lawsuit” could cause loss of customers, layoffs (or preemptive departure) of employees, and diminution of the value of Rudd’s financial investment. Two weeks later, the district court entered Rudd's proposed order, before Deere submitted a response. During an on-the-record telephonic status conference, the court asked the parties whether the case should remain under seal; Rudd’s counsel replied that it should, while Deere’s counsel was silent. The matter proceeded to an Agreed Order. The arbitration panel requested a copy of that Order, believing that it would obviate the need for an expedited hearing. Deere’s counsel forwarded the Order without consulting Rudd. Rudd moved for contempt . Deere moved to vacate the sealing order. The Sixth Circuit affirmed an order unsealing the case. Rudd cannot show any countervailing privacy interest sufficient to outweigh the strong presumption in favor of public access to federal court records View "Rudd Equip. Co., Inc. v. John Deere Constr. & Forestry Co." on Justia Law

Kurtrina Smith and Rickey Levins separately initiated actions against defendants the African Methodist Episcopal Church, Inc. ("the AME Church"); James L. Davis, bishop and presiding officer of the AME Church's Ninth Episcopal District (collectively, "the Ninth District"); and Lincoln National Life Insurance Company ("Lincoln National") after Lincoln National denied their respective claims for benefits filed pursuant to a group life-insurance policy Davis had purchased from Lincoln National on behalf of the Ninth District. Smith and Levins alleged the group policy provided coverage for Smith's mother and Levins's father. The defendants moved the trial court hearing each action to compel arbitration pursuant to arbitration provisions that were allegedly part of the group policy and certificates. The trial court denied those motions, and defendants appealed. Finding that the trial court erred in denying the motion, the Supreme Court reversed and remanded for arbitration proceedings. View "African Methodist Episcopal Church, Inc. v. Levins" on Justia Law

Plaintiffs, citizens of the United States and Haiti, filed suit against the UN, asserting various causes of action sounding in tort and contract, seeking to hold defendants responsible for injuries directly resulting from the cholera epidemic in the Republic of Haiti in 2010. Principally at issue on appeal is whether the UN’s fulfillment of its obligation under Section 29 of the Convention on the Privileges and Immunities of the United Nations (CPIUN), Apr. 29, 1970, 21 U.S.T. 1418, to “make provisions for appropriate modes of settlement of . . . disputes arising out of contracts or other disputes of a private law character to which the [UN] is a party,” as well as “disputes involving any official of the [UN] who by reason of his official position enjoys immunity, if immunity has not been waived by the Secretary‐General,” is a condition precedent to its immunity under Section 2 of the CPIUN, which provides that the UN “shall enjoy immunity from every form of legal process except insofar as in any particular case it has expressly waived its immunity.” The court held that the UN’s fulfillment of its Section 29 obligation is not a condition precedent to its Section 2 immunity. Accordingly, the court affirmed the district court's dismissal against named defendants for lack of subject matter jurisdiction. View "Georges v. United Nations" on Justia Law

Freddie Mac is a privately-owned, publicly-chartered financial services corporation, 12 U.S.C. 1452, created to provide stability in the secondary residential mortgage market. Piszel began working as the CFO of Freddie Mac in 2006. Piszel with a signing bonus of $5 million in Freddie Mac restricted stock units that would vest over four years, an annual salary of $650,000, and performance-based incentive compensation of $3 million a year in restricted stock. If terminated without cause, Piszel would receive a lump-sum cash payment of double his annual salary and certain restricted stock units would continue to vest. In 2008, facing Freddie Mac's potential collapse, Congress passed the Housing and Economic Recovery Act,12 U.S.C. 4511, establishing the FHFA as Freddie Mac's new primary regulator, with authority to disaffirm any contract, after which damages for the breach would be limited to “actual direct compensatory damages.” The Act contained a limit on “golden parachutes.” Piszel alleges that he was terminated without cause and Freddie Mac “refused to provide him with any of the benefits to which he was contractually entitled.” The Claims Court dismissed his allegations of an unconstitutional taking. The Federal Circuit affirmed, noting that Piszel’s breach of contract claim remains intact despite the legislation, particularly in light of Piszel’s assertion that his contract called for “deferred compensation,” rather than a golden parachute. View "Piszel v. United States" on Justia Law

Dickinson Elks Building, LLC, appealed after the district court forfeited a construction lien filed by Rick and Janan Snider, doing business as RJ Snider Construction, and awarded the Dickinson Elks attorney's fees. In December 2011, Snider contracted with Beaver Brinkman to perform work on real property owned by the Dickinson Elks. Snider recorded a construction lien in January 2013 against the property after it did not get paid for all of its work. In May 2014, the Dickinson Elks served Snider with a demand to start a lawsuit to enforce the lien and record a lis pendens within 30 days of the demand. Snider sued the Dickinson Elks in June 2014, seeking foreclosure of the construction lien and a money judgment. Snider recorded a notice of lis pendens in July 2014. The Dickinson Elks moved for summary judgment, arguing Snider's complaint should have been dismissed because Snider was not a licensed contractor when it started the work on the property. The Dickinson Elks also argued Snider did not have a valid construction lien, because Snider did not record a lis pendens within 30 days of receiving the demand to enforce the lien. The district court granted the motion in part and entered a judgment forfeiting Snider's construction lien because Snider did not record a lis pendens within 30 days of receiving the Dickinson Elks' demand to enforce the lien. After review, the Supreme Court concluded it did not have jurisdiction and dismissed the appeal. View "Snider v. Dickinson Elks Building, LLC" on Justia Law

The Minnesota Department of Transportation (MnDOT) contracted with Mathy Construction Company for a public highway project. Mathy subcontracted with Storms, Inc. for excavation and fill work. After Storms completed its work, MnDOT issued a deductive change order reducing Mathy’s contract amount by $327,064 because of errors in the estimated quantities of excavation and fill required for Storms’ work. Mathy reduced Storms’ subcontract by the same amount. Storms subsequently sued Mathy for the reduction in the subcontract price. The district court granted summary judgment in favor of Storms, concluding that Mathy had breached the subcontract. The court of appeals affirmed. The Supreme Court reversed, holding that Mathy did not breach its subcontract with Storms by issuing a corresponding deductive change order to Storms. View "Storms, Inc. v. Mathy Constr. Co." on Justia Law

Concrete Construction (Contractor) was sued by employees of Nibbi Concrete, who were injured after a shoring system designed by Contractor collapsed. Subsequently, Contractor sued Employer for indemnification based on a specific provision in the parties’ contract. The trial court dismissed, relying on the allegations in the underlying lawsuit that set forth claims only against Contractor and not against Employer. The court of appeal reversed, stating that the allegations in the underlying lawsuit are not determinative of Contractor’s claim for indemnity. View "Aluma Systems Concrete Constr. of Cal. v. Nibbi Bros., Inc." on Justia Law