Justia Contracts Opinion Summaries

Under the terms of a collective-bargaining agreement, the City of Newport provided health insurance benefits to its retired firefighters. After the City decided to modify those benefits, Local 1080, International Association of Firefighters, ALF-CIO (Union) filed grievances and sought arbitration. The City responded by seeking relief in the superior court to determine the arbitrability of disputes over changes to these benefits. The superior court determined that this dispute was not arbitrable. The Union disagreed and petitioned the Supreme Court for a writ of certiorari. The Court affirmed the judgment of the superior court, holding that the parties did not intend to arbitrate disputes regarding retiree healthcare, and therefore, such disputes must be resolved, if at all, judicially rather than through arbitration. View "City of Newport v. Local 1080, Int'l Ass'n of Firefighters, AFL-CIO" on Justia Law

Plaintiffs brought suit against Defendant, the Cranston School Department, seeking grievance arbitration of adverse actions taken against them as to their respective coaching positions at Cranston West High School. Plaintiffs, both of whom were teachers at Cranston West, separately filed grievances against Defendant in accordance with the collective bargaining agreement (CBA) that was in place between the Cranston Teacher's Alliance and the school department. Defendant responded that the CBA did not apply to Plaintiffs in their capacity as coaches, and it refused to submit to arbitration. Plaintiffs filed suit, seeking a declaratory judgment that they were entitled to binding arbitration as guaranteed by the CBA. The superior court ruled in favor of Defendant, determining that Plaintiffs, in their capacity as coaches, were not entitled to avail themselves of the CBA's grievance procedures. The Supreme Court affirmed, holding (1) the trial justice was correct in determining that Plaintiffs' coaching positions were contractually distinct from their teaching positions and did not constitute professional employment; and (2) Plaintiffs in their coaching capacities had no right to pursue relief based on the rights bargained for by the alliance on behalf of its teacher-members and as contained in the CBA. View "Sacco v. Cranston Sch. Dep't" on Justia Law

Plaintiff Mutual Development Corporation appealed a Superior Court's grant of summary judgment in favor of defendants Ward Fisher & Company, LLP (Ward Fisher) and WF Realty & Investment, LLC (WF Realty). On appeal, plaintiff contended that the hearing justice improperly interpreted and applied subsection 6 of G.L. 1956 sec. 9-1-4 (the Statute of Frauds) in deciding that that subsection could properly be invoked with respect to an alleged oral finder's fee agreement between plaintiff and the defendants, thereby barring recovery by plaintiff. The Supreme Court requested the parties address" (1) "the issue of whether there is a distinction between a finder and a broker with respect to real estate transactions, and, if so whether the language of the statute of frauds, G.L. 1956 sec. [9-1-4], encompasses a finder as well as a broker;" and (2) the issue of "[w]hether the statute of frauds applies equally to percentage-based commissions and flat-sum commissions, or solely to percentage-based commissions or fees." After review, the Supreme Court affirmed the judgment of the Superior Court.

Defendant Brown University appealed a Superior Court judgment in favor of Plaintiff Beverly Haviland in her action for declaratory relief. The issue arose over placement of Haviland in a tenured teaching position as a condition to the employment contract her husband, another tenured professor would receive. The husband would not accept a position with Brown unless the university made room for his plaintiff. Through a series of letters ad negotiations, plaintiff accepted Brown's offer of employment. When her contract was due for renewal, issues arose over promises made in those letters and negotiations that became the subject of this dispute. Brown contended that there was no justiciable issue in this case because plaintiff could not demonstrate an injury in fact, as she did not face any actual or imminent loss of employment. Brown also asserted that the trial justice erred in determining the existence of an implied-in-fact contract between the plaintiff and Brown because insufficient evidence was presented to establish an enforceable promise of de facto tenure. Further, Brown contended that no tenure-like standard of review applied to plaintiff because only the Brown Corporation was vested with the authority to grant tenure and none of the University administrators who communicated with plaintiff were vested with actual or apparent authority to provide the plaintiff with de facto tenure. Upon review, the Supreme Court rejected Brown's arguments and affirmed the Superior Court's judgment in this case.

Pro se Defendant Mary Y. Seguin challenged a Superior Court's grant of summary judgment in favor of the Plaintiff Jessup & Conroy, P.C. (the law firm), on her counterclaim in this collection action. In late 2001, Seguin retained the law firm to represent her in two Rhode Island Family Court matters, a divorce action involving her former husband, Marc Seguin, and a paternity action involving her former boss at a prior place of employment. The law firm entered its appearance in both cases. Soon thereafter, Defendant received a large cash settlement from her former employer. Mr. Seguin successfully entreated a Family Court justice to impound the settlement as a marital asset and to place the funds in an escrow account with the children's guardian ad litem. Over the next year, litigation ensued in both Family Court matters; ultimately, the law firm withdrew as counsel for Defendant in the two cases, citing Defendant's repeated requests that the law firm file baseless motions, as well as her refusal to pay over $30,000 in legal fees for services rendered. Defendant and her former husband signed an addendum to their property-settlement agreement, which stipulated that any funds held in escrow were to be deposited in equal shares into irrevocable trusts established for the benefit of the minor daughter fathered by Mr. Seguin. That August, both Seguin and Mr. Seguin requested, via correspondence to the law firm, that the law firm release all escrowed funds to them personally. However, the law firm declined to honor that request based on the addendum's provision that the escrow funds be deposited into irrevocable trusts. After a repeated request from Defendant and her former husband coupled with the imposition of a Family Court sanction upon Defendant in the paternity action, the law firm filed a motion for instructions in the divorce action, seeking guidance from the Family Court in regard to distribution of the escrow funds at issue. A Family Court justice ordered the law firm to provide an accounting of the funds and to deposit them into irrevocable trusts as set forth in the addendum. The law firm complied by providing an accounting of the funds and deposited the money into two trust accounts. Subsequently, the law firm filed a complaint against Defendant seeking to recover unpaid legal fees. In response, Defendant filed an answer, as well as a counterclaim, setting forth fifteen counts against the law firm, including: (1) false advertising; (2) deceptive trade practices; (3) fraud; (4) wire fraud; (5) mail fraud; (6) RICO violations; (7) breach of fiduciary duty; (8) breach of fiduciary duty by trustee; (9) breach of trust; (10) grand theft; (11) tampering with/altering legal records; (12) legal malpractice; (13) negligence; (14) breach of contract; and (15) breach of an implied covenant of good faith and fair dealing. After hearing from both parties, the motion justice concluded that Defendant had failed to meet her burden in opposing Plaintiff's motion. Defendant appealed. After its review, the Supreme Court affirmed, finding Defendant indeed failed to meet her burden to defeat Plaintiff's motion.

Plaintiffs Joseph and Josephine Iozzi owned a home located in Cranston. On October 15, 2005, excessive rainfall overwhelmed the sewer system servicing the Iozzis's home, causing water and sewage to back up and enter their basement, resulting in extensive damage to their home and personal property. Plaintiffs filed suit seeking declaratory relief and compensatory damages from Triton Ocean State, LLC (Triton); U.S. Filter Operating Services, Inc. (Veolia); and Peerless Insurance Company (Peerless). The complaint alleged that Triton and Veolia were jointly and severally liable for negligently "operating, maintaining and repairing the sewer disposal system" in the city. As to Peerless, the complaint alleged that it was liable for breach of contract for rejecting plaintiffs' claim for damages under their homeowner's insurance policy. Peerless moved for summary judgment arguing that the language in the homeowner's policy was clear and unambiguous and excluded coverage for the claims Plaintiffs made. Triton and Veolia filed a joint motion for summary judgment arguing that neither of them had a contractual or common-law responsibility to Plaintiffs for the damage to their property because a lease service agreement with the City of Cranston relieved them of responsibility for the damage and because the flooding that caused Plaintiffs' damages was caused by an "Act of God." Agreeing with the superior court's reasoning for granting defendants' motions for summary judgment, the Supreme Court affirmed dismissal of Plaintiffs' case.

The facts of this case were "clear and undisputed; in point of fact, they are a textbook example of a mechanic's-lien dispute." Plaintiff, GSM Industrial, Inc., was a subcontractor that entered into an agreement with AirPol, Inc., a general contractor, to install an air-pollution-control mechanism on property owned by Defendant Grinnell Fire Protection Systems Company, Inc. When AirPol failed to pay GSM the balance of its fee, GSM filed a complaint to enforce a mechanic's lien against Grinnell. The particular issue before the Supreme Court was whether a notarial acknowledgment in a subcontractor's notice of intention satisfied the statutory requirement that such a statement be "under oath." A justice of the Superior Court ruled that a Pennsylvania notary public's "acknowledgement" was insufficient to satisfy the oath requirement, and, as a result, the notice was fatally defective. Upon review, the Supreme Court agreed, and affirmed the judgment of the Superior Court.

The Cumberland Teachers Association (union), appealed to the Supreme Court that confirmed an arbitrator's award in favor of the Cumberland School Committee (school committee). After protracted contract negotiations, the school committee and the union agreed on a three-year collective bargaining agreement (CBA) that would govern their relations for the 2006-2007, 2007-2008 and 2008-2009 academic years. "However, the parties soon discovered that they had left the negotiating table with two very different understandings of how a key component of their agreement would be implemented." An arbitrator was selected and the parties agreed that the issue to be decided by the arbitrator was whether “the Cumberland School Committee place[d] the aggrieved teachers at the correct salary level for the 2007-08 school year?” On appeal to the Supreme Court, the union argued that the arbitrator manifestly disregarded a contract provision when he found that there was no written agreement about how the new salary schedule would be implemented for the 2007-2008 year. Upon review, the Supreme Court concluded that the union did not demonstrate that the arbitrator manifestly disregarded the contract or that he was completely irrational in arriving at his decision and award.

The dispute at the center of this case arose from a business relationship that "rapidly turned sour." Plaintiffs Charles and Marguerite Takian and Defendants Ralph and Lucia Rafaelian together purchased property in South Kingstown that included a motel, restaurant and trailer park. The couples formed a business to manage the property and Plaintiffs agreed to run the businesses. In 2002, the relationship between the parties deteriorated when Defendants alleged Plaintiffs were mismanaging the businesses. Defendants decided to sell their interest to Plaintiffs' son Randolph. As part of the sale, Defendants signed a release absolving Plaintiffs from "any and all claims arising out of the ownership of the property and operation of the business." After the sale, Defendants continued to feel "unsettled" about how the business had been operated. They investigated further and alleged to have discovered facts that suggested far more serious misdeeds in management. Plaintiffs filed an action for declaratory relief, in which they sought a ruling that the release that had been executed by Defendants contemporaneous with the sale barred any further claims. Defendants counterclaimed, both on behalf of themselves and derivatively on behalf of the corporation, alleging embezzlement, misrepresentation, misappropriation, and loss of corporate opportunity. A justice of the Superior Court granted summary judgment in favor of Plaintiffs, after he found that the release was both valid and effective against both defendants and the corporation. Defendants appealed. Upon review, the Supreme Court affirmed in part, and reversed in part. The Court found triable issues of fact that were inappropriate for resolution by summary judgment. The case was remanded for further proceedings with respect to those remaining issues.

Defendant Michael A. Langlois appealed a Superior Court's declaratory judgment entered in favor of Plaintiff Townhouses at Bonnet Shores Condominium Association. The judgment decreed that a lease agreement that Defendant had entered into violated the "Declaration of Condominium of Townhouses at Bonnet Shores Condominiums." Defendant asserted on appeal that the declaration was ambiguous and that, therefore, the trial justice incorrectly interpreted it to exclude the lease agreement. Upon review of the lease agreement in question, the Supreme Court concluded the trial justice did not incorrectly interpret the language, and affirmed that court's decision.