Justia Contracts Opinion Summaries

After Petitioner sold certain properties, he used the proceeds to purchase fractional interests in commercial office buildings. The fractional interests were called Tenants in Common Interests (TICs), and each of the TICs was promoted by a company called DBSI, Inc. DBSI later filed a petition for bankruptcy, and the properties underlying Petitioner's TICs became the subject of foreclosure proceedings. The bankruptcy court determined that many of DBSI's transactions were fraudulent. Petitioner filed a complaint against Cassidy Turley Maryland (Defendant), under whose advice Petitioner acted in purchasing the TICs, alleging that Defendant failed to disclose material facts regarding the investment. The circuit court granted summary judgment for Defendant. The Court of Appeals affirmed in part and reversed in part, holding (1) Petitioner's investment in this case was a "security" for purposes of the Maryland Securities Act; (2) the circuit court erred in determining that Petitioner's claims under the Act relating to fraud and misrepresentation by Defendant were barred by limitations; (3) the court erred in concluding that Petitioner's common law tort claims were time-barred as a matter of law; and (4) the court did not err in deciding to reserve judgment on the admissibility of a bankruptcy examiner's report until it had further information. View "Mathews v. Cassidy Turley Md., Inc." on Justia Law

Buyer purchased property located within a homeowners association. Buyer, who already owned other lots within the association, later canceled the contract with Sellers because he had not received mandatory disclosures from Sellers pursuant to the Maryland Homeowners Association Act, which requires that notice be given to "a member of the public who intends to occupy or rent the lot for residential purposes." Sellers sued Buyer for breach of contract, contending that Buyer was not a "member of the public" under the statute because Buyer, as a property owner in the association, already had access to the homeowners association policies and thus did not require disclosures making him aware of the relevant applicable rules and policies. The circuit court granted Buyer's motion to dismiss, and the court of special appeals affirmed. The Court of Appeals reversed, holding (1) Buyer was a "member of the public" for purposes of the statute; but (2) the circuit court erred in granting Buyer's motion to dismiss because Sellers presented a justiciable issue of equitable estoppel based on Buyer's affirmative refusal to receive the requirement documents and information proffered to him by Sellers. View "Lipitz v. Hurwitz" on Justia Law

Petitioner was appointed the Police Commissioner of Baltimore City by the Mayor. Petitioner and the Mayor entered into a memorandum of understanding (MOU) that addressed the terms and conditions of Petitioner's employment, including his removal as Commissioner. The Mayor and City Council (Respondents) later relieved Petitioner of his command. Petitioner filed an amended complaint against Respondents seeking reinstatement and money damages. The circuit court granted summary judgment to Respondents. The intermediate appellate court reversed, holding that the Mayor did not have the authority to remove a Police Commissioner pursuant to a contract providing for removal without cause, and therefore, the removal provisions of the MOU were invalid. The Court of Appeals affirmed. Petitioner subsequently filed a motion for writ of mandamus or motion for injunction or reinstatement. The circuit court denied the motion and granted summary judgment to Respondents. The court of special appeals affirmed. The Court of Appeals affirmed, holding (1) because this Court did not decide the merits of Petitioner's claims for reinstatement and monetary damages, Petitioner was not entitled to reinstatement or judgment as a matter of law; and (2) the court of special appeals did not err in granting Respondents' summary judgment motion and denying Petitioner's motion for partial summary judgment. View "Clark v. O'Malley" on Justia Law

Druid Ridge Cemetery Company entered into a contract to sell thirty-six acres of the approximately 200 acres it owned and were a part of its cemetery operation. The intended purchaser entered into the contract to construct residences on portions of the land immediately adjacent to Park Heights Avenue. The Dumbarton Improvement and Long Meadow Neighborhood Associations challenged the sale, claiming that the residential development violated a restrictive covenant contained in the deed conveying the cemetery property to Druid Ridge. The circuit court determined (1) the language of the restrictive covenant was ambiguous, and (2) alternatively, there were radically changed circumstances in the area rendering the restrictive covenant ineffective and unenforceable. The Court of Appeals reversed, holding (1) the language of the restrictive covenant was unambiguous; and (2) the nexus between the changed circumstances and the purpose of the covenant was not sufficient to render the restrictive covenant unenforceable. Remanded. View "Dumbarton Improvement Ass'n v. Druid Ridge Cemetery Co." on Justia Law

CareFirst, Inc., a nonstock, nonprofit Maryland corporation, is a holding company with two subsidiaries that provides health insurance for millions of Maryland residents. State law confers broad authority on the Maryland Insurance Commissioner to oversee its operation and adherence to its mission. This case arose from the termination of Leon Kaplan, a former executive of CareFirst. CareFirst declined to pay part of the post-termination compensation set forth in Kaplan's employment contract, reasoning that the compensation was not for "work actually performed," as that standard had been interpreted by the Commissioner. The Commissioner affirmed the decision not to pay the benefits, concluding that the payments would violate Md. Code Ann. Ins. 14-139. The Court of Appeals affirmed, holding (1) the Commissioner's determination was not preempted by ERISA; (2) the Commissioner's construction of the insurance code was legally correct; and (3) there was substantial evidence to support the Commissioner's determination in this case. View "Md. Ins. Comm'r. v. Kaplan" on Justia Law

Petitioner, which operated an animal crematory, filed an action against Respondent, a planning and engineering firm, alleging breach of contract and professional negligence. The complaint failed to attribute Respondent's alleged failings to a licensed engineer and was not accompanied by a certificate of a qualified expert. The circuit court dismissed the complaint for failure to file a certificate within the required time period. The Court of Appeals reversed, holding that where the allegations of Petitioner's complaint did not fault a licensed engineer, it was premature to conclude that an expert certificate was required, as the certificate requirement applies only to a cause of action based on a licensed engineer's negligent act or omission in rendering engineering services within the scope of the engineer's license. View "Heavenly Days Crematorium, LLC v. Harris, Smariga & Assocs." on Justia Law

Dorothy Urban's estate (Estate) filed suit against Robert Street, asking the circuit court to declare null and void a deed executed by Urban to Street for a residential property on the grounds that the execution of the deed was procured through fraud. Street subsequently executed a deed of trust for a loan that was secured by the property. The majority of the loan was used to pay off a mortgage on the property placed by Urban. Later, the circuit court directed that the property be conveyed in Street's name to the Estate. The court created a constructive trust on the property without expressly declaring the Urban-to-Street deed void ab initio. Street subsequently defaulted on the deed of trust and Petitioners filed a foreclosure action on the property. The Estate filed a motion to dismiss the foreclosure proceedings, which the circuit court denied. The court of special appeals reversed. The Court of Appeals reversed, holding that although Petitioners were not bona fide purchasers of the property, under the doctrine of equitable subrogation, Petitioners were entitled to priority for the amount loaned to Street used to pay off the balance owed on the preexisting Urban mortgage. View "Fishman v. Murphy" on Justia Law

This dispute arose out of a contract to sell a shopping center. The contract was amended on several occasions. In one provision, the buyer agreed to indemnify the seller for a real estate commission, which they both disclaimed in the contract itself, that might ultimately be owed to a particular real estate broker. Another provision provided for forfeiture of the buyer's deposit if the transaction did not close on the timetable in the contract. The transaction ultimately closed after the appointed date, and the real estate broker successfully sued the seller for a commission. The buyer went bankrupt, and the seller and the assignee investors were left to sort of the consequences of the course of events. The Court of Appeals held (1) the seller here was not entitled to indemnification from the assignee investors for its liability for the broker's commission, even though the buyer (their assignor) was obligated to indemnify the seller; (2) the seller was not entitled to forfeit the deposit funded by the investors; and (3) the seller was entitled to have the investors' claim for refund of the deposit offset by the amount of indemnification that the buyer owed the seller. View "Pines Plaza Ltd. P'ship v. Berkley Trace, LLC" on Justia Law

Petitioner was a passenger in a motor vehicle accident in which her husband, the driver, was killed and Petitioner suffered serious injuries. At the time of the accident, Petitioner and her husband had a motor vehicle liability insurance policy with State Farm Auto and an umbrella policy with State Farm Fire and Casualty Company (collectively, State Farm). State Farm denied Petitioner's claim under the umbrella policy pursuant to a household exclusion, which excluded coverage in certain instances for injury the insured's family members. Petitioner contended that the household exclusion in the umbrella policy was void in light of Md. Code Ann. Ins. 19-504.1, which requires an insurer to offer liability coverage for family members in the same amount of liability coverage for nonfamily members under a policy of "private passenger motor vehicle liability insurance." The circuit court ruled in favor of State Farm. The Court of Appeals affirmed, holding that the umbrella policy did not fit within the definition of "private passenger motor vehicle liability insurance" as contained in section 19-504.1, such that State Farm was not required to offer Petitioner and her husband liability coverage for family members in the same amount as the liability coverage for nonfamily members. View "Stickley v. State Farm Fire & Cas. Co. " on Justia Law

When a property or casualty insurer becomes insolvent, the Maryland Property & Casualty Insurance Guaranty Corporation (PCIGC) assumes responsibility for any outstanding claims or litigation. In this case, an insurance company settled a claim with an insured party but became insolvent before the agreement could be approved by a court. Respondents filed a complaint against PCIGC seeking declaratory relief, asking the circuit court to find they settled the claim and that PCIGC was obligated to pay the statutory maximum on both an underlying insurance policy and an umbrella policy. PCIGC sought to challenge the settlement reached by the parties and argued that it should not have to pay its statutory maximum on the policies when the claims stemmed from a single incident. The court of special appeals held (1) PCIGC may challenge a settlement only on limited grounds, such as fraud or collusion, and the corporation bears the burden of proving its reason for challenging a claim, and (2) PCIGC was liable for the statutory maximum on both policies. The Court of Appeals affirmed, holding (1) PCIGC had no sufficient grounds for properly challenging the settlement; and (2) requiring PCIGC to pay covered claims under separate policies was within its statutory mandate. View "Prop. & Cas. Ins. Guar. Corp. v. Beebe-Lee" on Justia Law