Justia Contracts Opinion Summaries

Plaintiffs and Defendant, members of an accounting firm (Firm), were parties to a stockholder agreement (Agreement) that contained an arbitration clause. The parties’ agreement to arbitrate was governed by the Massachusetts Uniform Arbitration Act for Commercial Disputes. When Plaintiffs voted to require the withdrawal of Defendant as a director and stockholder in the Firm, Defendant opened his own accounting firm. The nature and terms of Defendant’s withdrawal from the Firm and his subsequent competition with the Firm were the bases of a dispute between the parties. The dispute was submitted to binding arbitration. The arbitrator issued a final award awarding the Firm $1.7 million plus interest. The superior court confirmed the arbitration award. Defendant appealed, arguing (1) the arbitrator fundamentally misinterpreted the agreement, and (2) he was entitled to have a court consider the merits of his claim because, in the arbitration clause of the agreement, the parties specifically provided for judicial review of an award to determine if there was flagrant error by the arbitrator. The Supreme Judicial Court affirmed the motion judge’s confirmation award, holding (1) the grounds of judicial review in this case were limited to those delineated in Mass. Gen. Laws ch. 215, 12 and 13; and (2) Defendant’s claim was not reviewable by the Court. View "Katz, Nannis & Solomon, P.C. v. Levine" on Justia Law

Plaintiff, a black male of African descent who had a medical degree from the University of the West Indies, was terminated from his employment with Mount Auburn Hospital while completing the first year of his residency. Plaintiff filed a ten-count complaint against the Hospital and three physicians who supervised his work, asserting employment discrimination and breach of contract, among other claims. The Appeals Court reversed as to the discrimination and breach of contract claims. The Supreme Judicial Court vacated the judgments in favor of Defendants on Plaintiff’s claims for employment discrimination and breach of contract, holding that Defendants were not entitled to summary judgment and that Plaintiff presented sufficient evidence to allow a jury to hear his claims. View "Bulwer v. Mount Auburn Hospital" on Justia Law

EventMonitor, Inc. terminated the employment of Anthony Leness, characterizing the termination as “without cause.” After discovering that Leness had copies the data on a company laptop computer EventMonitor retroactively characterized the termination as having been for cause and stopped paying Leness any severance payments. EventMonitor filed suit against Leness, alleging breach of contract, breach of the covenant of good faith and fair dealing, and breach of fiduciary duty. Leness counterclaimed for breach of contract, breach of the covenant of good faith and fair dealing, and violations of the Wage Act. A superior court judge entered judgment for Leness on EventMonitor’s claims and Leness’s counterclaims, finding that Leness had not engaged in defalcation of EventMonitor’s assets and had not committed a material breach of the employment contract, and thus that his termination could not have been for cause. The Supreme Judicial Court affirmed, holding (1) the trial judge correctly found that Leness did not commit a material breach of the employment contract and did not engage in defalcation of company assets, and therefore, Leness committed no act giving rise to a termination for cause; and (2) the trial judge correctly concluded that Leness was entitled to severance payments under the terms of the contract. View "EventMonitor, Inc. v. Leness" on Justia Law