Justia Contracts Opinion Summaries

In this appeal from ongoing litigation involving adjoining property owners the Supreme Judicial Court vacated the motion judge's order denying plaintiff developer's special motion to dismiss defendant abutters' counterclaims, holding that the abutters could not demonstrate that their claims were not strategic lawsuits against public participation (SLAPP suits).The developer filed a complaint against the abutters alleging abuse of process and violation of Mass. Gen. Laws ch. 93A. Both parties were then involved in motions filed under the anti-SLAPP act, Mass. Gen. Laws ch. 231, 59H. Here, the developer appealed from the denial of its special motion to dismiss the abutters' counterclaims alleging breach of the implied covenant of good faith and fair dealing, abuse of process, and violation of chapter 93A. The Supreme Judicial Court remanded the case for entry of an order allowing the special motion to dismiss, holding (1) none of the abutters' contract-based counterclaims was colorable; and (2) the abutters failed to demonstrate that any of their remaining counterclaims were not retaliatory. View "477 Harrison Avenue, LLC v. JACE Boston, LLC" on Justia Law

A storm caused minor hail damage at the Winding Ridge condominium complex located in Indiana, which was not discovered until almost a year later when a contractor inspected the property to estimate the cost of roof replacement. Winding Ridge submitted an insurance claim to State Farm. The parties inspected the property and exchanged estimates but could not reach an agreement. Winding Ridge demanded an appraisal under the insurance policy. State Farm complied. After exchanging competing appraisals, the umpire upon whom both sides agreed issued an award, which became binding. Winding Ridge filed suit alleging breach of contract, bad faith, and promissory estoppel. The Seventh Circuit held that the appraisal clause is unambiguous and enforceable; there is no evidence that State Farm breached the policy or acted in bad faith when resolving the claim. Winding Ridge’s own appraiser found no hail damage to the roofing shingles on 20 buildings. The fact that Winding Ridge independently replaced the shingles on all 33 buildings for $1.5 million while its claim was pending does not obligate State Farm under the policy or mean State Farm breached the policy. There is no evidence that State Farm delayed payment, deceived Winding Ridge, or exercised an unfair advantage to pressure Winding Ridge to settle. View "Villas at Winding Ridge v. State Farm Fire and Casualty Co." on Justia Law

Plaintiffs, Lofts Essex, LLC and the Wilson Inn, Inc. (collectively, the Lofts), appeal the trial court’s pretrial denial of summary judgment and the court’s final decision ruling in favor of defendant, Strategis Floor and Décor, Inc. The dispute between the parties arose from a warranty claim made on laminate flooring in a 54-apartment unit complex. The Vermont Supreme Court concluded that the trial court’s pretrial denial of summary judgment was not reviewable and affirmed the final decision granting judgment to Strategis. View "The Lofts Essex, LLC v. Strategis Floor Decor Inc." on Justia Law

The Supreme Court affirmed in part and reversed in part the judgment of the circuit court dismissing Plaintiffs' claims against home builder gravestone Homes, Inc. seeking tort and contract remedies after mold developed in a new home, holding that the circuit court erred in dismissing negligent-repair claims and contract claims.George and Crystal Tingler entered into a construction contract with Graystone to construct a new home on property owned by a family-run company, Belle Meade Farm, LLC. After the house was built, rain water leaked into the house, and mold developed. Graystone tried unsuccessfully to remediate the mold. The Tinglers and their children subsequently abandoned the home and sued Graystone seeking contract remedies for roperty damage, personal injuries, and economic losses. The Tinglers and Belle Meade separately sued Graystone seeking contract remedies for economic losses and property damage. The circuit court dismissed all claims in each of the complaints. The Supreme Court reversed in part, holding that the circuit court erred (1) in dismissing the negligent-repair counts in the Tingler family's personal injury complaints and the Tinglers' and Belle Meade's complaint; and (2) in dismissing the contract claims and contractual claims in the Tinglers' and Belle Meade's complaint. View "Tingler v. Graystone Homes, Inc." on Justia Law

The Supreme Court affirmed in part and reversed in part the court of appeals' judgment reversing the district court's judgment dismissing Plaintiffs' claim for, inter alia, product liability, holding that the Kansas Product Liability Act, Kan. Stat. Ann. 60-3301 et seq., does not subsume or extinguish any legally viable alternative cause of action seeking recovery for direct or consequential economic loss.After Plaintiffs built thousands of homes they installed bathroom ceiling fans constructed by Defendants. Several ceiling fans caught fire and damaged several homes. Plaintiffs removed and replaced the remaining fans and then brought this lawsuit asserting several claims, including claims for product liability. The district court concluded that the economic loss doctrine barred Plaintiffs from recovery. The court of appeals reversed, holding that the economic loss doctrine did not bar Plaintiffs from asserting a product liability claim because the property damage to the homes was not economic loss. The Supreme Court reversed in part, holding (1) the court of appeals properly reversed the summary judgment with respect to any property damage; and (2) because it cannot be discerned whether some or all of the claims Plaintiffs claimed as removal and replacement damages were legally recoverable in an unjust enrichment cause of action, the case must be remanded. View "Corvias Military Living, LLC v. Ventamatic, Ltd." on Justia Law

In this action brought by Radiance Capital Receivables Fourteen, LLC seeking to collect the principal due on a promissory note the Supreme Court affirmed the decision of the circuit court sustaining Defendants' plea in bar based on the statute of limitations and dismissing Radiance Capital's complaint with prejudice, holding that Defendants were not estopped from pleading the statute of limitations.Foster and Wilson Building, LLC (the Company) executed a promissory note, and Robert Foster and James Wilson executed a continuing guaranty agreement guaranteeing to pay the Company's debt. In the guaranty, Foster and Wilson agreed to waive the benefit of any statute of limitations or other defenses affecting the guarantor's liability under the agreement. After the Company defaulted on the promissory note, Radiance Capital, the holder of the promissory note and guaranty, brought suit against Foster and Wilson seeking to collect the principal due on the note, interest, and attorney's fees. Foster and Wilson, in turn, argued that the claim was barred by the statute of limitations. The circuit court concluded that the contractual waiver of the statute of limitations defense was not valid and dismissed Radiance Capital's complaint with prejudice. The Supreme Court affirmed, holding that the waiver was neither valid nor enforceable under Virginia law. View "Radiance Capital Receivables Fourteen, LLC v. Foster" on Justia Law

In Langley v. MP Spring Lake, LLC, 813 SE2d 441 (2018), the Court of Appeals affirmed the trial court’s grant of summary judgment in favor of MP Spring Lake (“Spring Lake”) on two premises-liability tort claims brought by Pamela Langley. While a lawful tenant of Spring Lake Apartments in Morrow, Georgia, Langley fell in a common area of the complex when her foot got caught and slid on a crumbling portion of curb. She later made claims of negligence and negligence per se due to Spring Lake’s alleged failure to repair the curb despite being aware of its disrepair. Spring Lake asserted, as one of its defenses, that Langley’s claims were barred by a contractual limitation period contained within her lease. Spring Lake then moved for summary judgment on this basis, arguing that, because Langley’s lease contained a one-year limitation period for legal actions and she filed her complaint two years after the injury occurred, her claim was time-barred. Langley petitioned for certiorari, raising: (1) Does the “Limitations on Actions” provision of Langley’s lease contract apply to her premises-liability tort action against MP Spring Lake, LLC?; and (2) If so, is that provision enforceable? The Georgia Supreme Court concluded the provision was not applicable to Langley’s premises-liability tort action against Spring Lake. It therefore reversed the judgment of the Court of Appeal s and remanded for further proceedings. View "Langley v. MP Spring Lake, LLC" on Justia Law

The Supreme Court reversed in part the circuit court's judgment granting Defendants summary judgment in part and, after a trial, entering a judgment consistent with the jury verdict, holding that a new trial on Plaintiffs' conversion and unjust enrichment claims was necessary.Plaintiffs loaned Defendants nearly $1.2 million, securing the loans with fifty-five promissory notes. Plaintiffs later sued Defendants for breach of contract, unjust enrichment, and conversion. Defendants counterclaimed for conversion and unjust enrichment. The circuit court granted Defendants summary judgment in part, dismissing forty-eight of the promissory notes as time barred and concluding that the related mortgage was unenforceable. After a trial, the jury returned a verdict for Plaintiffs on their breach of contract claim, rejected their claim for conversion, and awarded Defendants $135,000 on their conversion counterclaim. The jury then rendered an advisory verdict for Defendants as to the parties' competing claims for unjust enrichment. The Supreme Court reversed in part, holding that the circuit court (1) abused its discretion by giving a missing witness instruction at trial, (2) erred by allowing the jury to determine the date to begin calculating interest on the enforceable promissory notes, and (3) erred in allowing the jury to consider evidence of the time-barred notes when considering Plaintiffs' claims of unjust enrichment. View "Mealy v. Prins" on Justia Law

In 1983-1984, the Farmers Home Administration issued apartment owners (Appellants) 50-year loans to provide low-income housing under 42 U.S.C. 1485. A promissory note provided that prepayments “may be made at any time at the option of the Borrower.” The mortgage stated that the loan must be used in compliance with the statute and that Appellants must use the property for low-income housing for 20 years before they could prepay and exit the program. The documents were contemporaneously executed and cited each other. The Emergency Low Income Housing Preservation Act of 1987 and Housing and Community Development Act of 1992 provided that borrowers could no longer prepay after the 20-year period but must notify FmHA’s successor, which was to make “reasonable efforts" to extend the low-income use,” 42 U.S.C. 1472(c)(4)(A). If the agreement is not extended, the borrower must attempt to sell the property at fair market value to a nonprofit organization or a public agency. Appellants rejected incentive offers and, in 2009-2010, unsuccessfully marketed their properties for the required period. Facing foreclosure and low occupancy due to high unemployment, Appellants submitted deeds in lieu of foreclosure, then filed suit. The Federal Circuit reinstated certain claims. In transferring deeds to the government, Appellants did not assign away their accrued claims for breach of the prepayment right. The Claims Court properly dismissed a contract-based Fifth Amendment “takings” claim. In entering contracts, the government acts in its commercial capacity and remedies arise from the contracts themselves, rather than from constitutional protections. Appellants can succeed under a theory premised on their property interests in the land and buildings before entering the contracts. View "Callaway Manor Apartments v. United States" on Justia Law

S. Mark Booth petitioned the Alabama Supreme Court for a writ of mandamus directing the the trial court to dismiss an action filed against him by the City of Guin. In 2008, Booth and the City entered into a contract entitled "Commercial Development Agreement." The agreement provided that the City would sell Booth approximately 40 acres of real property located in Marion County at a price of $5,000 per acre. Booth, in turn, promised to subdivide the property into lots for commercial development. The agreement included a provision granting the City the right to repurchase the property should Booth fail to develop the land within three years following the execution of the agreement. In 2017, the City sued Booth, asserting a claim for specific performance pursuant to the agreement's repurchase option. The City alleged Booth failed to construct at least one commercial facility on the property within three years from the effective date of the agreement. The City alleged that it had "timely tendered the purchase price to [Booth] and requested a conveyance of the real property described in the contract but [that Booth] refused to accept the tender or to make the conveyance." Booth moved to dismiss, arguing that, although he had fulfilled his obligations under the agreement by developing a hotel on the property, the City's complaint seeking to specifically enforce the repurchase of the property pursuant to its option to repurchase in Section 4.4(b) of the agreement was time-barred by the two-year statutory limitations period for such options in 35-4-76(a), Ala. Code 1975. After review, the Supreme Court granted Booth's petition as to the City's claims for specific performance, and its claims alleging fraud and breach of contact; the trial court was ordered to dismiss those claims. The Court denied Booth's petition relating to the City's rescission claim. View "Ex parte S. Mark Booth." on Justia Law