Justia Contracts Opinion Summaries

These appeals arose out of LJL's exercise of its contractual option to purchase Pitcairn's ownership stake in a jointly owned high-rise luxury residential building in New York City, after which the parties pursued an arbitration to determine the value of the property. Both parties subsequently appealed from the district court's judgment. In LJL's appeal, the court agreed with its contention that the arbitrator's exclusion of Pitcairn's hearsay exhibits was within the arbitrator's authorized discretion and, therefore, vacated the district court's order overturning the arbitrator's determination of the Stated Value. The court agreed with the district court's conclusion that the arbitrator acted in accordance with the terms of the arbitration agreement in refusing to determine the Purchase Price and, therefore, remanded with instructions to confirm the arbitration award in its entirety. In Pitcairn's appeal, the court found no error in the district court's dismissal of Pitcairn's claims for breach of fiduciary duties and breach of the covenant of good faith and fair dealing. Accordingly, the court affirmed the judgment. View "LJL 33rd Street Associates, LLC v. Pitcairn Properties Inc." on Justia Law

In 1999, I-4 leased Florida land to Lazy Days, with an option to purchase, prohibiting assignment without written consent. In 2008, Lazy Days notified I-4 of its intention to file for Chapter 11 bankruptcy and assign the lease to LDRV. The parties negotiated a settlement agreement in 2009. I-4 consented to assignment. Lazy Days agreed not to “argue against the Bankruptcy Court abstaining from consideration of Lease interpretation issues ... except to the extent necessary in connection with the assumption and assignment of the Lease.” The agreement provided that “there is no intent to, nor is the Lease modified in any respect,” but did not state whether the purchase option survived. The Bankruptcy Court confirmed a reorganization plan incorporating the agreement and closed the case in 2010. In 2011, LDRV attempted to exercise the option. The parties each filed state court lawsuits and LDRV moved to reopen in Bankruptcy Court, which held that the anti-assignment provision was unenforceable and that refusal to honor the option violated the agreement. The district court vacated. The Third Circuit reversed, holding that the Bankruptcy Court properly exercised jurisdiction; the agreement’s exception applied because the proceeding was “in connection with ... assignment of the Lease.” The court rejected arguments that the parties agreed to waive application of 11 U.S.C. 365(f)(3) and that the Bankruptcy Court committed an unconstitutional taking and denied I-4 due process. View "In Re: Lazy Days' RV Ctr., Inc." on Justia Law

Steven Johnson appealed an order compelling discovery of his federal income tax returns, and a judgment canceling a contract for deed and dismissing his action for specific performance against Sandra Mark, individually and as personal representative of the estate of Jeanne Johnson, and Stuart Johnson and Scott Johnson. Upon review of the matter, the Supreme Court concluded the district court did not abuse its discretion in compelling discovery, in canceling the contract for deed, and in dismissing the action for specific performance. View "Johnson v. Mark" on Justia Law

Plaintiff Robin Plaisted appealed a superior court order that dismissed her case against defendant Jeffrey LaBrie as untimely. The issue between the parties stemmed from the contract to sell real estate. Plaintiff wrote, and the defendant cashed, a check made out to "Jeff LaBrie" in the amount of $19,500. The check noted that it was "[f]rom R. Plaisted for full payment for 50% of 10 Nelson [Street] Property." Defendant, as president of Blue Star, signed a "Declaration of Ownership" stating that Blue Star granted to the plaintiff a fifty percent interest in the property. Two years later, Blue Star sold the property for a profit of $98,855.97 and wired the proceeds to a bank account "[f]or the benefit of Blue Star Consulting (Jeff LaBrie)." Plaintiff petitioned the trial court, seeking a declaration that she had been a one-half owner of the property, as well as an order requiring the defendant to pay her one-half of the sale proceeds. Finding no error in the trial court's determination that plaintiff's suit was time barred, the Supreme Court affirmed dismissal. View "Plaisted v. LaBrie" on Justia Law

Plaintiffs refinanced their home through Lender. The monthly payment on the loan was $600 greater than Plaintiffs' total monthly income. After the mortgage was funded, it was sold and assigned to Bank. Servicer serviced the loan. After Plaintiffs defaulted on the loan, Bank foreclosed on the mortgage. Plaintiffs subsequently brought this action asserting violations of the Consumer Protection Act, the Predatory Home Loan Practices Act, and the Borrower's Interest Act, and asserting that the loan was unenforceable because it was unconscionable. A superior court judge granted summary judgment to Defendants, Bank and Servicer, on all claims based on the ground that Defendants, as assignees, had no liability for the acts of Lender. The Supreme Court (1) reversed summary judgment in favor of Bank, holding that Bank was not shielded from liability as a matter of law by virtue of its status as an assignee and that Bank failed to establish the absence of material issues of disputed fact entitling it to judgment on any individual claim; and (2) affirmed summary judgment in favor of Servicer because Servicer was not shown to be an assignee and Plaintiffs offered no alternative basis on which Servicer might be held liable. Remanded. View "Drakopoulos v. U.S. Bank Nat'l Ass'n" on Justia Law

Plaintiffs in these consolidated appeals brought claims under the Truth in Lending Act (TILA), 15 U.S.C. 1601 et seq., related to their mortgage transactions. The court held that to accomplish rescission within the meaning of section 1635(f), the obligor must file a rescission action in court. Because neither plaintiffs accomplished rescission in this way within three years of their respective transactions, their right to rescind expired and the district court correctly entered summary judgment on these claims. Further, plaintiffs were not entitled, as a matter of law, to money damages for the banks' refusal to rescind, although their claim was cognizable, where the violation - that each set of plaintiffs were given one, rather than two TILA disclosures - was not facially apparent on the loan documents as set forth in section 1641. View "Keiran, et al. v. Home Capital, Inc., et al." on Justia Law

Karla Brown brought a lawsuit against Deutsche Bank and others seeking rescission of a note and first mortgage securing that note, alleging that she was the victim of a predatory lending scheme. The mortgage was originated by Deutsche Bank's predecessor in interest in connection with the purchase of Brown's home. Deutsche Bank requested that First American Title Insurance Company defend Deutsche Bank's mortgage interest pursuant to the terms of its title insurance policy. First American refused coverage, claiming the lawsuit did not trigger its duty to defend because Brown was claiming she was misinformed as to the terms of the note rather than challenging that she granted the mortgage. Deutsche Bank subsequently brought this action seeking a judgment declaring First American had a duty to defend it in Brown's lawsuit. The superior court granted summary judgment in favor of First American. The Supreme Court affirmed, holding that the allegations in Brown's complaint did not trigger First American's duty to defend because the complaint's claims were not specifically envisioned by the terms of the title insurance policy. View "Deutsche Bank Nat'l Ass'n v. First Am. Title Ins. Co." on Justia Law

Lakeview Reserve Homeowners Association filed an action against Maronda Homes for breach of the implied warranties of fitness and merchantability, also referred to as the implied warranty of habitability in the residential construction context. The underlying cause of action arose from alleged defects in the construction and development of a residential subdivision that Maronda Homes and T.D. Thomson Construction Company developed. Lakeview Reserve served as the homeonwers association of the division. Maronda Homes filed a third-party complaint against T.D. Thomson for indemnification based on the alleged violations by Maronda Homes. The trial court entered summary judgment in favor of Maronda Homes and T.D. Thompson, finding that the common law implied warranties of fitness and merchantability do not extend to the construction and design of the private roadways, infrastructure, or any other common areas in a residential subdivision. The court of appeal reversed, holding that the common law warranty of habitability applied in this case. The Supreme Court affirmed, holding that the implied warranties of fitness and merchantability applied to the improvements that provided essential services to the homeowners association. Remanded. View "Maronda Homes, Inc. of Fla. v. Lakeview Reserve Homeowners Ass'n" on Justia Law

Appellants Richard Hehr and Greystone Villages, LLC (collectively "Greystone") appealed a district court's grant of summary judgment in favor of Respondent City of McCall. Greystone's claims arose out of its development agreement with McCall. Greystone alleged it deeded nine lots to McCall in lieu of paying the required community housing fee, which was later declared unconstitutional in a separate proceeding. Greystone brought inverse condemnation claims against McCall alleging that the conveyance of the lots and the improvements made to those lots constituted an illegal taking under both the Idaho Constitution and the United States Constitution. McCall moved for summary judgment, which the district court granted. Finding no error in the district court's decision, the Supreme Court affirmed. View "Hehr v. City of McCall" on Justia Law

Amjad Tufail leased property to Midwest Hospitality pursuant to a lease agreement. The City Board of Zoning Appeals ultimately approved Midwest's application for a special use permit to operate a Church's Chicken fast-food restaurant with a drive-through on the property but placed conditions on the permit. Midwest subsequently notified Tufail that it was no longer responsible for lease payments because Tufail made a false representation to Midwest regarding the terms of the lease. Specifically, Midwest contended that Tufail represented that Midwest may not be prevented from using the property for certain specified purposes. Tufail brought this breach of contract action against Midwest. Midwest counterclaimed for breach of contract, deceptive advertising, and unjust enrichment. The trial court ruled in favor of Tufail. The court of appeals reversed, determining that Midwest's early termination of the lease was justified by Tufail's misrepresentation. The Supreme Court reversed, holding that Tufail's representation was not false where (1) the representation did not include any use of the property as a Church's Chicken fast-food restaurant with a drive-through; and (2) the circuit court found Midwest was not prevented from using the property for the uses specified in the lease. Remanded. View "Tufail v. Midwest Hospitality, LLC" on Justia Law