Justia Contracts Opinion Summaries

Amey Nelson brought a negligence claim against Stefani Kaufman, the Idaho Falls Anytime Fitness, and AT Fitness, LLC. Nelson was using a weight machine at the Idaho Falls Anytime Fitness under the direction of Kaufman, a personal trainer, when Nelson injured a metacarpal bone in her hand. Nelson filed suit alleging that Kaufman had improperly instructed her on the machine’s use, which caused her injury. The district court granted summary judgment in favor of Kaufman, holding that Kaufman was an express or apparent agent of Anytime Fitness and therefore released from liability under the terms of the Member Assumption of Risk and Release form Nelson signed when she joined the gym. Nelson unsuccessfully moved for reconsideration, and appealed. The Idaho Supreme Court determined Nelson did not waive her appeal by failing to expressly challenge the district court's finding of an express agency relationship. The Court determined the district court erred in granting summary judgment to Kaufman on the basis that Kaufman was an express agent of Anytime Fitness. Further, the court erred in apply the apparent agency doctrine defensively to find Kaufman was covered by the specific terms of the Membership Agreement. With judgment reversed, the Supreme Court remanded the case back to the district court for further proceedings. View "Nelson v. Kaufman" on Justia Law

JRE filed suit against defendants in an action stemming from a dispute concerning a television production based on the life of the Mexican-American celebrity Jenni Rivera. JRE filed suit against Rivera's former manager, the program's producers, and the program's broadcaster. JRE alleged that the manager breached a nondisclosure agreement by disclosing information to the producers and the broadcaster.The Court of Appeal affirmed the trial court's order denying the producers' special motion to strike under Code of Civil Procedure section 425.16, holding that JRE satisfied its burden to demonstrate a prima facie case, with reasonable inferences from admissible evidence, that the producers had knowledge of the nondisclosure agreement before taking actions substantially certain to induce the manager to breach the agreement. However, the court held that the First Amendment protected the broadcaster's use and broadcast of the information in the series, and the court reversed the trial court's order denying the broadcaster's special motion to strike. In this case, although First Amendment protection for newsgathering or broadcasting does not extend to defendants who commit a crime or an independent tort in gathering the information, it was undisputed that the broadcaster did not know of the nondisclosure agreement at the time it contracted with the producers to broadcast the series, and JRE did not show that the broadcaster engaged in sufficiently wrongful or unlawful conduct after it learned of the nondisclosure agreement to preclude First Amendment protection. View "Jenni Rivera Enterprises, LLC v. Latin World Entertainment Holdings, Inc." on Justia Law

Douglas Schoninger was interested in launching a professional rugby league in the United States. Toward that end, he formed PRO Rugby and approached the United States of America Rugby Football Union (“USAR”), the national governing body for rugby in the United States. PRO Rugby and USAR entered into the Sanction Agreement, which authorized PRO Rugby to establish a professional rugby league in the United States. At issue before the Colorado Supreme Court in this appeal was whether a nonsignatory to an arbitration agreement could be required to arbitrate under that agreement by virtue of the fact that it was a purported agent of a signatory to the agreement. Specifically, the Court was asked to decide whether the district court erred when it entered an order requiring petitioner Rugby International Marketing (“RIM”), a nonsignatory to a Professional Rugby Sanction Agreement (the “Sanction Agreement”), to arbitrate pursuant to an arbitration provision in that Agreement that covered the parties and their agents. The court found that because RIM was an agent for USAR, a signatory of the Sanction Agreement, RIM fell “squarely within the broad language of the arbitration provision.” The Supreme Court found that the weight of authority nationally established that, subject to a number of recognized exceptions, only parties to an agreement containing an arbitration provision could compel or be subject to arbitration. Here, because RIM was not a party to the Sanction Agreement and because respondents PRO Rugby and Schoninger had not established any of the recognized exceptions applied, the Supreme Court concluded the district court erred in determining that RIM was subject to arbitration under the Sanction Agreement. View "In re N.A. Rugby Union v. U.S. Rugby Football Union" on Justia Law

Multidistrict litigation was formed to handle claims filed by former professional football players against the NFL based on concussion-related injuries. The district court (Judge Brody) approved a settlement agreement, effective January 2017. The Third Circuit affirmed; the Supreme Court denied certiorari. Under the agreement, approximately 200,000 class members surrendered their claims in exchange for proceeds from an uncapped settlement fund. Class members had to submit medical records reflecting a qualifying diagnosis. The Claims Administrator determines whether the applicant qualifies for an award. In March 2017, the claims submission process opened for class members who had been diagnosed with a qualifying illness before January 7, 2017. Other class members had to receive a diagnosis from a practitioner approved through the settlement Baseline Assessment Program (BAP). Class members could register for BAP appointments beginning in June 2017. While waiting to receive their awards, hundreds of class members entered into cash advance agreements with litigation funding companies, purporting to “assign” their rights to settlement proceeds in exchange for immediate cash. Class members did not assign their legal claims against the NFL. Judge Brody retained jurisdiction over the administration of the settlement agreement, which included an anti-assignment provision.Class counsel advised Judge Brody that he was concerned about predatory lending. Judge Brody ordered class members to inform the Claims Administrator of all assignment agreements, and purported to void all such agreements, directing a procedure under which funding companies could accept rescission and return of the principal amount they had advanced. The Third Circuit vacated. Despite having the authority to void prohibited assignments, the court went too far in voiding the cash advance agreements and voiding contractual provisions that went only to a lender’s right to receive funds after the player acquired them. View "In Re: National Football League Players Concussion Injury Litigation." on Justia Law

Plaintiffs, former and current members of the band WAR, filed suit for breach of contract, alleging that their music publisher failed to pay them a share of the royalties generated from public performances of the band's songs. Plaintiffs alleged that paragraph 22 of the 1972 Agreement defined Composition Gross Receipts to include "all moneys" FOM had received from the sale, lease or license of the compositions.The Court of Appeal reversed the trial court's grant of summary judgment for the publisher and held that the language of the 1972 Agreement, considered in conjunction with plaintiffs' extrinsic evidence, demonstrated that the contract was reasonably susceptible to plaintiffs' proposed interpretation. The court also held that plaintiffs' interpretation was more reasonable than the interpretation FOM has proposed. In this case, FOM chose not to submit any extrinsic evidence that contradicted or otherwise responded to plaintiffs' extrinsic evidence. Rather, FOM relied solely on the text of the 1972 Agreement and asserted that it unambiguously excluded performance royalties from the revenue-sharing provision described in paragraph 22. View "Brown v. Goldstein" on Justia Law

George Zakk filed suit against Vin Diesel, One Race Films, Inc., and Revolution Studios for breach of an oral contract, breach of an implied-in-fact contract, intentional interference with contractual relations, quantum meruit, promissory estoppel, and declaratory relief. Plaintiff alleged that he was entitled to be paid and receive an executive producer credit for a film that was a sequel to a film he had worked on and developed. The trial court sustained defendants' demurrers and dismissed the third amended complaint.With regard to oral contracts that fall within the statute of frauds category of contracts not to be performed within a year, the Court of Appeal held that the promisee's full performance of all of his or her obligations under the contract takes the contract out of the statute of frauds, and no further showing of estoppel is required. The court distinguished cases involving other categories of contracts within the statute of frauds, such as contracts to make a will or contracts not to be performed within the promisor's lifetime, because those categories of contracts historically have been treated differently than contracts not to be performed within a year. The court held that, to the extent those cases hold that avoidance of the statute of frauds requires the promisee to satisfy the elements of estoppel--showing extraordinary services by the promisee or unjust enrichment by the promisor--they do not apply to the category of contracts not to be performed within a year.In this case, the court affirmed in part and reversed in part, holding that Zakk's allegation that he fully performed his obligations under the alleged oral contract at issue is enough to avoid the statute of frauds. The trial court erred in finding that Zakk's breach of contract and related claims were barred by the statute of frauds absent alleged facts showing defendants were estopped to assert the statute. Furthermore, the trial court erred by finding that the third amended complaint was a sham pleading and that the quantum meruit claim was time-barred. However, the trial court did not abuse its discretion in dismissing the promissory estoppel claim. View "Zakk v. Diesel" on Justia Law

In a contract dispute between film producer Adam Rosenfelt and the Mississippi Development Authority ("MDA"), Rosenfelt claimed the MDA promised loan guarantees so he could make movies in Mississippi. He made one film, which was not financially successful, and the MDA refused to guarantee the loan for his next project. Rosenfelt claimed the MDA breached a contract with him, personally. The Mississippi Supreme Court concluded Rosenfelt lacked standing to file suit: the actual documents showed any agreement was between the MDA and one or more LLCs, not Rosenfelt personally. Furthermore, the Court determined no error has been shown as to the dismissal of one of those LLCs, Element Studios, LLC, for want of standing. View "Rosenfelt v. Mississippi Development Authority" on Justia Law

A 1988 consent order settled a suit brought by plaintiff against past and then present members of the rock band known as Lynyrd Skynyrd, seeking to clarify each party's rights with respect to the use of the name "Lynyrd Skynyrd" and their rights to make films about the band and their own lives.In this case, the Second Circuit vacated the district court's judgment and vacated its permanent injunction prohibiting distribution of a film about the band and other related activities, holding that the terms of the consent order were inconsistent, or at lease insufficiently precise, to support an injunction. The court reasoned that, even though the injunction has allegedly been imposed as a result of private contract rather than government censorship, it nonetheless restrained the viewing of an expressive work prior to its public availability, and courts should always be hesitant to approve such an injunction. The court held that the injunction restricted the actions of an entity that was not a party to the contract that was alleged to be the source of the restriction; Cleopatra in this case. Furthermore, the film told a story about the history of the band, as well as the experience of Artimus Pyle with the band. The court held that provisions of a consent decree that both prohibit a movie about such a history and also permit a movie about such an experience were sufficiently inconsistent, or at least insufficiently specific, to support an injunction. View "Ronnie Van Zant, Inc. v. Cleopatra Records, Inc." on Justia Law

The Ninth Circuit reversed the district court's grant of summary judgment for Paramount in an action under section 301 of the Labor Management Relations Act. AFM filed suit alleging breach of Article 3 of the Basic Theatrical Motion Picture Agreement, a collective bargaining agreement, in connection with the motion picture, Same Kind of Different As Me, which was scored in Slovakia.The panel held that the district court misinterpreted Article 3 to apply only if a signatory producer employs the cast and crew shooting the picture; Article 3 functions as a work preservation provision that dictates when a signatory has to hire those musicians; and Article 3 applied when a signatory studio produces a motion picture and has authority over the hiring and employment of scoring musicians. The panel held that there was a disputed question of fact as to whether Paramount produced the movie and had sufficient authority over the hiring of scoring musicians such that Article 3 applied. Finally, the panel rejected Paramount's affirmative defense that Article 3 violated the National Labor Relations Act's "hot cargo" prohibition and reversed two of the district court's evidentiary rulings. View "American Federation of Musicians of the United States and Canada v. Paramount Pictures Corp." on Justia Law

Rooftops sells tickets to view Cubs games and other events at Wrigley Field from the roofs of buildings it controls. Chicago has an ordinance allowing the rooftop businesses. Before the 2002 season, the Cubs installed a windscreen above the outfield bleachers, obstructing the views from rooftop businesses and sued Rooftops, claiming misappropriation of Cubs’ property by charging fees to watch games.The parties settled by entering into the License Agreement running through 2023. Rooftops agreed to pay the Cubs 17% of their gross revenues in exchange for views into Wrigley Field. The Agreement contemplated Wrigley Field's expansion. In 2013, the Cubs released a mock‐up of its proposed renovation, showing that rooftop businesses would be largely blocked by the construction. The city approved the plan over objections. Rooftops claimed that Cubs’ representatives used the threat of blocking views and other “strong-arm tactics” as leverage to force a sale, and sued, alleging: attempted monopolization; false and misleading commercial representations, defamation, false light, and breach of the non‐disparagement provision; and breach of contract. The court denied Rooftops’ motion for a preliminary injunction. The Seventh CIrcuit affirmed its dismissal of monopolization claims because Major League Baseball’s antitrust exemption applies; Rooftops failed to establish a plausible relevant market; and the Cubs cannot be limited by antitrust law from distributing their own product. The contract's plain language did not limit expansions to Wrigley Field's seating capacity. View "Right Field Rooftops, LLC v. Chicago Cubs Baseball Club, LLC" on Justia Law