Justia Contracts Opinion Summaries

When a lessee does not timely exercise an option contained in a lease agreement, special circumstances may warrant granting them extra time to exercise the option. In this case, petitioner Burbank Properties LLC mailed its notice shortly after the deadline had passed, and the trial court awarded Burbank an equitable grace period to exercise the option on summary judgment where it was undisputed that no valuable permanent improvements were made. The Washington Supreme Court granted review to decide valuable permanent improvements to the property were a necessary prerequisite to granting the equitable grace period. The Court held that granting an equitable grace period was proper only when a lessee made valuable improvements to property that would result in an inequitable forfeiture if the lessee was not given a grace period. View "Borton & Sons, Inc. v. Burbank Properties, LLC" on Justia Law

The Fifth Circuit affirmed the dismissal, for failure to state a claim, of UIG's complaint alleging claims for fraud and detrimental reliance. UIG obtained a loan from Pedestal Bank and Wolters Kluwer provided written certification that the property subject to the loan was not in a flood hazard area. When the loan came up for renewal, the bank informed UIG that the property was in a special flood hazard area and required flood insurance. Because the company was unable to afford flood insurance, the bank foreclosed on the property.After determining that it had jurisdiction over the appeal, the court held that the district court did not err in ruling that UIG failed to state a claim for fraud. In this case, the only relevant fact that UIG has alleged beyond what little it alleges "on information and belief" is that Wolters Kluwer provided "written certification that the property subject to the loan was not in a flood hazard area that required insurance under FEMA regulations pursuant to the Flood Disaster Protection Act of 1973." The court held that this fact alone can ground nothing more than speculation as to the cause of the error. Likewise, UIG's claim of detrimental reliance failed. View "Umbrella Investment Group, LLC v. Wolters Kluwer Financial Services, Inc." on Justia Law

The Supreme Court affirmed in part and reversed in part the orders of the district court holding Plaintiff liable for additional taxes Defendants owed as a result of Plaintiff's prepayment on the contract, holding that Plaintiff was obligated to pay additional taxes that were incurred by Defendants over the term of the contract.Plaintiff entered into an agreement with Defendants for the purchase of real property. Plaintiff later sued, alleging that its obligations under the agreement were satisfied and seeking an order requiring Defendants to reconvey the property to Plaintiff. Defendants counterclaimed for breach of contract. After a trial, the district court held that Plaintiff had not fulfilled all obligations under the contract. The court awarded Defendants damages and denied Defendants' request for prejudgment interest on the damage award. The Supreme Court reversed in part, holding that the district court (1) correctly found that Plaintiff did not extinguish its obligations under the contract; (2) correctly denied Defendants' motion for prejudgment interest; but (3) erred when it interpreted the relevant documents to obligate Plaintiff to pay the additional taxes that were incurred by Defendants in the year the prepayment was made instead of the total additional taxes Defendants incurred over the term of the contract. View "First National Properties, LLC v. Hilstead Trust" on Justia Law

While living in California, Jefri and Debbie Davis sought to purchase a home in northern Idaho, and hired Charles Tuma and Tuma’s broker, Donald McCanlies, to help them. Tuma and McCanlies both worked for Johnson House Company, which in turn was doing business as Coldwell Banker Resort Realty. Some years after purchasing the property in question, the Davises learned that the road they believed provided access to their home, did not in fact do so. The Davises filed suit against Tuma, McCanlies, and Coldwell Banker Resort Realty (collectively, the Defendants), alleging fraud and constructive fraud. The Defendants moved for summary judgment against the Davises. The Davises responded, filing several declarations, portions of which the Defendants moved to strike. The Davises also sought to amend their complaint to add claims for unlicensed practice of law, surveying, or abstracting; and breach of contract and violation of contractual duties. The district court granted the Defendants’ motions for summary judgment and to strike, but did not specifically identify which statements were being stricken. The district court also denied the Davises’ motion to amend their complaint without explanation of the reasoning behind the decision. The Idaho Supreme Court found genuine issues of material facts to preclude the grant of summary judgment to Defendants. Further, the Court concluded the district court abused its discretion in denying the Davises' motion to amend their complaint. The Court vacated the trial court judgment entered and remanded for further proceedings. View "Davis v. Tuma" on Justia Law

In the summer of 2014, Mark and Jennifer Porcello sought to purchase property In Hayden Lake, Idaho. After making various pre-payments, the amount the couple was still short on a downpayment. Mark and Jennifer could not qualify for a conventional loan themselves. They hoped another property in Woodinville, Washington, owned by Mark’s parents, in which Mark and Jennifer claimed an interest, could be sold to assist in the purchase of the Hayden Lake property. In an effort to help Mark and Jennifer purchase the property, Mark’s parents, Annie and Tony Porcello, obtained financing through a non-conventional lender. "In the end, the transaction became quite complicated." Annie and Tony’s lawyer drafted a promissory note for Mark and Jennifer to sign which equaled the amount Annie and Tony borrowed. In turn, Mark signed a promissory note and deed of trust for the Hayden Lake house, in the same amount and with the same repayment terms as the loan undertaken by his parents. In mid-2016, Annie and Tony sought non-judicial foreclosure on the Hayden Lake property, claiming that the entire balance of the note was due and owing. By this time Mark and Jennifer had divorced; Jennifer still occupied the Hayden Lake home. In response to the foreclosure proceeding, Jennifer filed suit against her former in-laws seeking a declaratory judgment and an injunction, arguing that any obligation under the note had been satisfied in full when the Woodinville property sold, notwithstanding the language of the note encumbering the Hayden Lake property. Annie and Tony filed a counter-claim against Jennifer and a third-party complaint against Mark. A district court granted Jennifer’s request for a declaratory judgment. However, by this time, Annie and Tony had died and their respective estates were substituted as parties. The district court denied the estates’ request for judicial foreclosure, and dismissed their third-party claims against Mark. The district court held that the Note and Deed of Trust were latently ambiguous because the amount of the Note was more than twice the amount Mark and Jennifer needed in order to purchase the Hayden Lake property. Because the district court concluded the note and deed of trust were ambiguous, it considered parol evidence to interpret them. Ultimately, the district court found the Note and Deed of Trust conveyed the Hayden Lake property to Jennifer and Mark “free and clear” upon the sale of the Woodinville property. Annie’s and Tony’s estates timely appealed. Finding that the district court erred in finding a latent ambiguity in the Note and Deed of Trust, and that the district court's interpretation of the Note and Deed of Trust was not supported by substantial and competent evidence, the Idaho Supreme Court vacated judgment and remanded for further proceedings. View "Porcello v. Estates of Porcello" on Justia Law

In this case arising from a failed attempt to restore and reopen the historic Cal Neva Lodge, the Supreme Court affirmed the district court's decision to deny relief on the claims brought by Plaintiff, an investor, against the developers and others involved in setting up Plaintiff's investment on the project, but reversed the damages award for Defendants, holding that the record did not support upholding the damages award.Plaintiff sued Defendants for breach of contract, breach of fiduciary duty, fraud, negligence, conversion, and securities fraud. After a bench trial, the trial judge ordered judgment in favor of Defendants and sua sponte awarded Defendants damages, along with attorney fees and costs. The Supreme Court reversed in part and affirmed in part, holding (1) the district court erred in awarding damages to Defendants in the absence of an express or implied counterclaim; and (2) the record supported the district court's denial of relief on Plaintiff's claims. View "Yount v. Criswell Radovan, LLC" on Justia Law

After plaintiff lost an investment property to foreclosure, he filed suit against the lender and its assignee, as well as the loan servicer, alleging breach of contract, wrongful foreclosure and three fraud claims. Plaintiff's claims were based on his assertion that, before the parties executed the credit agreement and deed of trust securing it in 2005, the lender made a verbal commitment that, at the end of the 10-year term, plaintiff could refinance or re-amortize the loan with a new 20-year repayment period.The Court of Appeal affirmed the trial court's judgment, holding that the verbal agreement to refinance or reamortize plaintiff's loan is subject to the statute of frauds and is unenforceable on that ground. Furthermore, the oral agreement is too indefinite to be enforceable. Therefore, plaintiff's allegations are insufficient to state a breach of contract claim. The court also held that plaintiff's allegations are the very sort of general and conclusory allegations that are insufficient to support a fraud claim, promissory or otherwise; because the alleged oral agreement is not an enforceable contract, its breach cannot support a claim of wrongful foreclosure; and plaintiff has not shown how he can amend to cure the defects in the complaint. View "Reeder v. Specialized Loan Servicing LLC" on Justia Law

The Supreme Court made permanent its preliminary writ of prohibition prohibiting the circuit court from ordering certain defendants to be joined as necessary parties, holding that Mo. R. Civ. P. 52.04(a) did not mandate that the added defendants be joined.After deficiencies in the construction of an independent senior living facility (the Project) were discovered, Plaintiff brought contract and tort claims against the architect, the structural engineer, the construction company, the framer, and the supplier, alleging construction defects. The masonry company hired to perform brick masonry work was not included as a defendant. Certain defendants moved to add the masonry company, arguing that the company must be added pursuant to Rule 52.04. The circuit court ordered the masonry company be joined. Plaintiff filed a petition for a writ of prohibition seeking to direct the circuit court to dismiss and remove the masonry company. The court of appeals denied the petition. The Supreme Court granted the petition, holding that the masonry company was not a "necessary" defendant, and therefore, the circuit court did not have the authority to require joinder. View "State ex rel. Woodco, Inc. v. Honorable Jennifer Phillips" on Justia Law

Jonathon Gregory appealed a district court’s award of summary judgment in favor of Richard and Eileen Stallings (collectively, “the Stallings”) in a breach-of-contract action stemming from the parties’ oral agreement to develop real property in Rexburg, Idaho. The property was sold in December 2012. Gregory, believing the Stallings wrongfully withheld a portion of the proceeds, filed a complaint in September 2017. The district court granted the Stallings’ subsequent motion for summary judgment, concluding that Gregory’s cause of action was barred by Idaho Code section 5-217’s four-year statute of limitations. After review, the Idaho Supreme Court determined the district court properly granted summary judgment to the Stallings because Gregory's cause of action was indeed barred by the statute of limitations in Idaho Code 5-217. Further, Gregory’s equitable-estoppel claim failed because he could not show that he pursued his claim in a reasonable amount of time. View "Gregory v. Stallings" on Justia Law

Victor Bliss appealed the grant of summary judgment in favor of the Minidoka Irrigation District (“MID”). Bliss filed a complaint against MID in April 2017, alleging: (1) breach of contract; (2) breach of fiduciary duty; (3) trespass; (4) declaratory relief; and (5) wrongful prosecution/infliction of extreme emotional distress. The complaint encompassed multiple events stemming from his decades-long relationship with MID. The district court granted MID’s motion for summary judgment on all claims, dismissing Bliss’s complaint for lack of notice under the Idaho Tort Claims Act, lack of standing, and failure to produce evidence. Bliss timely appealed, but finding no reversible error, the Idaho Supreme Court affirmed summary judgment. View "Bliss v. Minidoka Irrigation District" on Justia Law