Justia Contracts Opinion Summaries

David Platt and Steven Held purchased a ranch together and formalized their arrangement by entering into an operating agreement. Later, Held, Platt, and Tim Welu decided to divide the property into three parts, with each party owning 2,000 acres. After the land sale, all the parties entered into a recorded agreement. Later, the relationships soured. When Held refused to grant an easement across his property to Platt, Platt initiated this lawsuit, alleging easement by express grant, prescription and implication, and praying for reformation of the contract due to mutual mistake and fraud. Welu intervened, seeking reformation and alleging that the recorded agreement did not express the intent of the parties regarding usage. The district court reformed the recorded agreement consistent with its determination that the parties intended to grant each other non-exclusive, non-transferrable licenses to use each other’s property. The court granted a written, express easement in favor of Welu and Platt. The Supreme Court affirmed, holding that the district court did not err by (1) concluding that Platt and Welu’s mutual mistake claims were not barred by the statute of limitations; and (2) considering extrinsic evidence to interpret and reform the parties’ contract. View "Platt v. Held" on Justia Law

The Supreme Court affirmed the order of the district court affirming the final decision of the Department of Justice that approved, upon good cause, termination of S & P Brake Supply, Inc.’s (S&P) franchise agreement with Daimler Trucks North America, LLC (Daimler). On appeal, S&P argued that the district court erred by determining that Daimler met its burden to prove good cause for termination of the franchise agreement. The Supreme Court disagreed, holding that the district court did not err in upholding the Department’s determination that good cause existed to terminate the franchise agreement. View "S & P Brake Supply v. Daimler Truck" on Justia Law

The Supreme Court affirmed the order of the district court compelling arbitration and its judgment confirming the arbitration award.A few months after beginning work for Home Savings of America (HSOA), Plaintiff signed an employment agreement containing a provision that required the parties to submit any disputes to binding arbitration. After HSOA terminated Plaintiff’s employment, Plaintiff sued HSOA, its CEO and Board chair Dirk Adams, and Home Savings Bancorp (HSBC), which owned all of HSOA’s stock, alleging breach of contract, wrongful discharge, and fraud. The district court ordered the parties to proceed to binding arbitration. The arbitrator issued an award in favor of HSBC and Adams. The district court confirmed the award. The Supreme Court affirmed both orders, holding (1) the parties had a valid agreement to arbitrate, and therefore, the district court properly referred Plaintiff’s claims to arbitration; and (2) the district court did not abuse its discretion in confirming the arbitration award because the court had jurisdiction to hear Plaintiff’s motion to vacate the arbitration award, and the arbitrator did not manifestly disregard the law. View "Tedesco v. Home Savings Bancorp, Inc." on Justia Law

The Supreme Court affirmed the judgment of the district court granting judgment in favor of Bridger del Sol, Inc. (BDS) and awarding BDS attorney fees in this declaratory action filed by BDS against VincentView, LLC. In the complaint, BDS asked the district court to declare that it was not breaching a commercial lease agreement between the parties and claimed that VincentView anticipatory breached the lease, causing BDS damages. The district court found that VincentView anticipatorily breached the lease and the BDS did not breach the lease. The Supreme Court affirmed, holding that the district court’s findings were supported by substantial evidence in the record and were not clearly erroneous. View "Bridger Del Sol, Inc. v. Vincentview, LLC" on Justia Law

The Supreme Court reversed the judgment of the district court granted summary judgment for New West Health Services (New West) in this action brought by Plaintiff and the class she represented alleging breach of contract, violation of made-whole rights, and unfair claims settlement practices. At issue in this appeal was the district court’s grant to New West leave to amend its answer to include the affirmative defense of ERISA preemption. The district court subsequently allowed Plaintiff to amended her complaint to include ERISA claims. Ultimately, the district court concluded that ERISA preemption required dismissal of Plaintiff’s state law and ERISA claims and entered summary judgment for New West. The Supreme Court reversed, holding that, under the extraordinary circumstances of this case, the district court abused its discretion by granting New West leave to amend its answer to assert ERISA preemption. View "Rolan v. New West Health Services" on Justia Law

The Supreme Court affirmed the order of the district court granting summary judgment to State Farm Mutual Automobile Insurance Company on Kilby Butte Colony, Inc.’s complaint filed after State Farm declined the Colony’s underinsured motorist (UIM) claim submitted on behalf of Mary Ann and Ivan Stahl. The Stahls, members of the Kilby Butte Hutterite Colony, were injured in an automobile accident. Hutterite colony members own assets of the community collectively, and therefore, the Stahls could not own a vehicle in their individual capacities. All of the Colony’s auto insurance policies were purchased through State Farm, and no individual Colony members were listed as named insureds on any vehicle owned by the Colony. The district court determined the the Stahls did not qualify for UIM coverage because they did not satisfy the definition of an “insured” within the terms of the policy. The Supreme Court affirmed, holding that the district court did not err in finding that the Stahls did not satisfy the unambiguous definition of “insured” under UIM coverage in the policy and that they were therefore not entitled to those benefits. View "Kilby Butte Colony, Inc. v. State Farm Mutual Automobile Insurance Co." on Justia Law

The Supreme Court affirmed the order of the district court granting partial summary judgment for Defendant on Plaintiff’s claims alleging negligence and breach of contract. Plaintiff claimed that it incurred more than $1 million resolving problems caused directly by Defendant’s design work on a facility. Defendant argued that it could not be liable to Plaintiff under the parties’ contract for any amount exceeding $50,000. The district court agreed with Plaintiff, thus rejecting Defendant's argument that the contractual limitation of liability violates Mont. Code Ann. 28-2-702 and is therefore unenforceable. The Supreme Court affirmed, holding (1) the limitation of liability found in the agreement is enforceable; and (2) the district court did not err in granting partial summary judgment to Defendant on Plaintiff’s breach of contract claim. View "Zirkelbach Construction, Inc. v. DOWL, LLC" on Justia Law

The Supreme Court reversed the district court’s judgments ruling that the Montana Public Employees’ Association (MPEA) breached its duty of fair representation (DFR) to Jeffrey Folsom and engaged in common law fraud, awarding Folsom attorney fees as an element of compensatory damages on his DFR claim and awarding $50,000 in punitive damages on his common law fraud claim. The Supreme Court held (1) Folsom’s separately pled common law fraud claim is necessarily subsumed in his DFR claim and is thus not independently cognizable in this case; (2) the district court did not err in denying Folsom’s claim for compensatory lost wages and benefits on his DFR claim; (3) the district court erred in awarding fees to Folsom as an element of compensatory damages on his DFR claim; (4) the district court erred in awarding punitive damages without a compensatory damages predicate; and (5) the district court abused its discretion in refusing to grant MPEA’s motions for postjudgment relief from its summary judgment. View "Folsom v. Montana Public Employees’ Ass’n" on Justia Law

In this breach of contract action, the district court properly granted summary judgment to Plaintiff because Defendant failed to present sufficient admissible evidence to establish a genuine issue of material fact.Plaintiff, the owner of a gravel pit, entered into a contract with Defendant, a limited liability company, in which Plaintiff agreed to provide Defendant crushed aggregate material for a project. Once Defendant had removed all of the materials from the pit that it needed, Defendant refused to pay Plaintiff’s final invoices, arguing that the contract did not specify how the parties would measure the amount of material taken from the gravel pit and that the materials should be measured by volume at the project. The district court granted summary judgment for Plaintiff, concluding that the contract unambiguously required Defendant to base payment on the tonnage of crushed aggregate weighed by Plaintiff’s scales. The Supreme Court affirmed, holding that the contract designated that the material was to be sold by weight - in this case by tons - and the gravel pit scales were the only place to weigh the material by the ton. View "Moore v. Goran, LLC" on Justia Law

Nan Stevenson purchased a fifth wheel trailer at the Billings, Montana location of Big Sky RV, Inc., a Montana corporation with its principal office registered in Bozeman, Gallatin County, Montana. Stevenson provided a down payment and financed the remainder of the purchase price through Ally Bank. Ally later initiated this complaint against Stevenson in Chouteau County, claiming that Stevenson had defaulted on her payment obligations under the loan agreement. Steven filed a third-party complaint against Big Sky, alleging damages for breach of contract, violation of the implied covenant of good faith and fair dealing, negligence, and violations of the Montana Consumer Protection Act (MCPA). Big Sky filed a motion for judgment on the pleadings and for change of venue, arguing that, under Mont. Code Ann. 30-14-133(1), venue was improper in Chouteau County and that the district court lacked subject matter jurisdiction over the MCPA claim. The district court denied the motion. The Supreme Court affirmed, holding that the district court did not err in determining that it had subject matter jurisdiction and that venue was proper in Chouteau County. View "Ally Financial, Inc. v. Stevenson" on Justia Law