Justia Contracts Opinion Summaries

Petitioners and Respondents executed a land contract whereby Respondents agreed to sell a piece of property to Petitioners. After the land contract had been fully consummated, Respondents refused to tender a deed to Petitioners. Petitioners filed suit, seeking a delivery of a general warranty deed for the property, including all oil and gas rights. Two months later, Respondents tendered a deed to Petitioners reserving oil and gas rights. The deed was recorded on February 17, 2010. Petitioners moved for summary judgment, arguing that because the land contract did not contained any language indicating Respondents' intention to except oil and gas rights, any questions of interpretation should be resolved in favor of the grantees. The trial court granted summary judgment for Respondents, finding that when the deed was recorded, the land contract was merged in the deed and any cause of action based upon the contract was extinguished. The Supreme Court reversed, holding (1) the contract was unambiguous, and Respondents failed to establish any legally sufficient basis for varying its terms; and (2) therefore, Respondents were obligated to convey their title and interest to the property, including their vested oil and gas rights. Remanded for entry of summary judgment in favor of Petitioners. View "Spitznogle v. Durbin" on Justia Law

This appeal arose from a dispute in district court over two liens on real property: a deed of trust and a mortgage. Appellants (Insight, LLC and several other companies) are assignees of a mortgage secured by 160 acres of real property owned by Summitt, Inc., which included an 18-acre parcel Summitt purchased from Respondents Patrick and Monica Gunter. The Respondents held a deed of trust on the 18-acre parcel. Summitt defaulted on its obligations to both Insight and the Gunters. Insight filed suit naming Summitt's principals and the Gunters as defendants. The Gunters denied that their deed of trust was junior to the Insight-Summitt mortgage. The district court denied Insight's motion for summary judgment because there was an issue as to who was the initial encumbrancer. After trial, the district court found that the closing of the Gunter-Summitt deed of trust was separate and independent from the Insight-Summitt mortgage. Furthermore, the court found that the Gunters' deed of trust effectively encumbered the Gunter property at the time the transaction between Summitt and the Gunters closed. However, it found that the Insight mortgage on the combined 160-acre parcel did not create an encumbrance on the Gunter property until the Gunter-Summitt transaction closed. On appeal, Insight argued that the mortgage had priority as a matter of law because it was a purchase money mortgage that was first recorded. Upon review, the Supreme Court concluded that the district court's finding that Insight had notice of the Gunters' deed of trust was clearly erroneous. Further, the Insight-Summitt mortgage was a purchase money mortgage , and that the court erred in concluding the deed of trust took priority. Accordingly, the Supreme Court vacated the district court's judgment in this case and remanded the case for further proceedings. View "Insight LLC v. Gunter" on Justia Law

The issue before the Supreme Court in this case arose from a commercial lease dispute. Boise Mode, LLC leased space in its building to Donahoe Pace & Partners, Ltd. (DPP). Timothy Pace executed a personal guarantee for the lease. During the term of the lease, Boise Mode remodeled part of the building for another tenant. After raising concerns to Boise Mode about the adverse effects of the construction to its business, DPP eventually stopped paying rent and vacated the premises prior to the end of the lease. Boise Mode then brought an action against DPP, alleging breach of contract, and against Pace for breaching the guarantee. DPP counterclaimed, alleging that the disruption caused by the construction constituted breach of contract and constructive eviction. After Boise Mode moved for summary judgment on all claims and counterclaims, DPP requested a continuance to complete discovery. The district court denied DPP's motion and ultimately granted Boise Mode's motion for summary judgment. DPP appealed the grant of summary judgment as well as the district court's denial of its request for a continuance. Upon review, and finding no error, the Supreme Court affirmed. View "Boise Mode, LLC v. Donahoe Pace" on Justia Law

Kristy Johnston, Judy Olsen, and their mother, Joyce Johnston, owned real property as tenants in common. Joyce left her one-third interest in the property to Kristy when she died. Kristy sent a letter to Judy in 2009 in which she offered to buy Judy's interest in the property or to sell her interest to Judy. Judy accepted Kristy's offer to sell. Kristy subsequently attempted to reject Judy's acceptance and revoke her offer to sell. Judy filed a complaint against Kristy. The court granted Judy's motion for summary judgment, determining that the letters exchanged between Judy and Kristy had created an enforceable contract that satisfied the statute of frauds. The Supreme Court affirmed, holding that the district court properly concluded that the parties' exchange of letters created an enforceable contract. View "Olsen v. Johnston" on Justia Law

Leisnoi, Inc. retained the law firm of Merdes & Merdes to represent it in litigation against Omar Stratman over its certification of and title to certain lands Leisnoi claimed under the Alaska Native Claims Settlement Act. Leisnoi and Merdes entered a contingency fee agreement under which, if Leisnoi was successful, Merdes would receive an interest in the lands Leisnoi obtained or retained. The case was resolved in 1992 in favor of Leisnoi, although Stratman appealed and the related litigation continued for another decade. In October 2008, the Stratman litigation finally concluded in Leisnoi's favor. The following year, Merdes moved the superior court to issue a writ of execution. Leisnoi opposed the motion, arguing among other things that the judgment was void under 43 U.S.C. 1621(a)'s restrictions on contingency fee contracts involving Alaska Native Claims Settlement Act lands. In January 2010, the Superior Court issued an order denying Leisnoi's motion and granting Merdes's motion to execute. Six months later, Leisnoi paid Merdes the remaining balance. Leisnoi then appealed the superior court's ruling. The issue before the Supreme Court concerned questions of waiver and whether the superior court's judgment was void or voidable. Upon review of the matter, the Court concluded: (1) Leisnoi did not waive its right to appeal by paying Merdes the balance due on the judgment; (2) an Arbitration Panel's fee award and the superior court's 1995 entry of judgment violated 43 U.S.C. 1621(a)'s prohibition against attorney contingency fee contracts based on the value of Native lands that were subject to the Act; (3) the superior court's 2010 order granting Merdes's motion to execute on the 1995 judgment separately violated the Act's prohibition against executing on judgments arising from prohibited attorney contingency fee contracts; (4) notwithstanding the illegality of the Arbitration Panel fee award and the 1995 judgment, Leisnoi was not entitled to relief pursuant to Civil Rule 60(b) (the 1995 order was voidable rather than void for purposes of Civil Rule 60(b), and therefore not subject to attack under Civil Rule 60(b)(4)); and (5) Leisnoi was not entitled to relief under Civil Rule 60(b)(5) or 60(b)(6). Accordingly, Merdes was ordered to return Leisnoi's payment of the balance on the judgment, but Leisnoi was not entitled to recover payments made prior to the issuance of the writ of execution. View "Leisnoi, Inc. v. Merdes & Merdes, P.C." on Justia Law

SM Energy Company appealed a summary judgment declaring that A.G. Golden and other plaintiffs were entitled to a four percent overriding royalty interest in leases and lands covered by a 1970 letter agreement and ordering SM to pay amounts due to Golden and the other plaintiffs for these interests, and an order denying SM's motion to amend or for relief from the judgment. Upon review of the matter, the Supreme Court concluded the district court erred in ruling as a matter of law that SM through its predecessors in interest, expressly assumed an "area of mutual interest" clause in the 1970 letter agreement and in expanding the judgment to include unpled and unlitigated properties within the area of mutual interest. Furthermore, the Court concluded the court correctly ruled as a matter of law that SM owed Golden and the other plaintiffs retroactive royalty payments on production from a certain well located on the subject property. View "Golden v. SM Energy Company" on Justia Law

Levy Gardens appealed the district court's decision ordering Commonwealth to pay Levy Gardens pursuant to Levy Gardens' title insurance policy with Commonwealth. The court held that the district court did not err in concluding that Levy Gardens had coverage under the insurance policy and that Levy Gardens did not violate the conditions of the policy in a manner prejudicial to Commonwealth. The district court did not err in concluding that the insurance policy provided coverage for only the diminution in value of title to the property resulting from the zoning encumbrance. The district court's findings that Commonwealth's actions were not arbitrary and capricious and Commonwealth made its assertions in good faith were reasonable and supported by the record. Therefore, the court held that the district court did not manifestly err by declining to impose penalties to Commonwealth. Accordingly, the court affirmed the judgment. View "Levy Gardens Partners 2007, LP v. Lewis Title Ins. Co." on Justia Law

A builder sued a homebuyer in a Utah state district court for failing to pay some charges for his home's construction; the homebuyer counterclaimed, alleging that the construction was defective. Shortly before the Utah state court rendered a judgment, the homebuyer sued the builder in an Idaho state district court, seeking to void the builder's allegedly fraudulent transfer of a ranch and appurtenant water shares in Franklin County, Idaho. The homebuyer also filed and recorded the Utah judgment in Franklin County, creating a lien on all of the builder's currently owned and after-acquired real property located there. The builder reversed the transfer, and therefore the ranch became subject to the lien. However, the homebuyer continued to prosecute the fraudulent-transfer action, and did not request a writ of execution. A few months later, the builder declared bankruptcy. In a settlement agreement, the bankruptcy trustee agreed to lift the automatic stay on the homebuyer's fraudulent-transfer action, and also abandoned the ranch from the bankruptcy estate. The homebuyer's judgment lien was not discharged in the builder's bankruptcy, but apparently all in personam causes of action were discharged. The fraudulent-transfer action was repeatedly delayed, and after five years from the entry of the Utah judgment, the homebuyer's lien expired. The homeowner had never attempted to renew the judgment, and had never requested a writ of execution from the Idaho district court. The builder then moved for summary judgment; the homebuyer filed a cross-motion for summary judgment, arguing that he was entitled to a writ of execution. The Idaho district court granted the builder's motion for summary judgment, denied the homebuyer's motion for summary judgment. Upon review, the Supreme Court concluded that the district court properly granted summary judgment in favor of the builder because no relief could be granted based on the expired lien, and because there was no timely request of a writ of execution for the Utah judgment. View "Grazer v. Jones" on Justia Law

Appellant landlord appealed the grant of partial summary judgment in favor of the tenant. The trial court concluded that the landlord's eviction of the tenant from a property was wrongful. The landlord also appealed the court's denial of a post-trial motion that tenant was not liable to landlord for rent that accrued post-eviction. Because landlord's notice of default was defective, and because a wrongful eviction releases a tenant from liability for rent accrued post-eviction, the Supreme Court affirmed the grant of partial summary judgment. View "Vermont Small Business Development Corp. v. Fifth Son Corp." on Justia Law

Buyers sued Bahamas Sales, and others associated with Bahamas Sales, alleging that they engaged in appraisal fraud. Buyers purchased undeveloped lots in a planned resort in the Bahamas where the purchase contracts contained a provision that required all disputes to be litigated in the Bahamas. The district court dismissed for improper venue. The court held that the district court erred when it determined that Buyers' claims fell within the scope of the lot purchase contracts' forum-selection clauses; the district court erred in applying equitable estoppel to allow the Mortgage Entities and the Credit Suisse Entities (nonsignatories to the lot purchase contracts) to invoke the lot purchase contracts' forum-selection clauses; and reversed the district court's judgment granting the motions to dismiss for improper venue and remanded for further proceedings. View "Bailey, et al v. ERG Enterprises, LP, et al" on Justia Law