Justia Contracts Opinion Summaries

Bayside installed hurricane-resistant windows manufactured by Viracon and supplied by EFCO. Shortly after installation, cracking and delamination occurred in some of the windows. Bayside filed suit against Viracon and EFCO nine years after it noticed the defect. The court affirmed the district court's grant of summary judgment to Viracon and EFCO, concluding that Minnesota's two-year statute of limitations applied to Bayside's breach of warranty claims and therefore, these claims were time-barred. View "Bayside Holdings, Ltd., et al v. Viracon, Inc., et al" on Justia Law

After Nada Payich's death, her son, Ivan Payich, sued Sorensen for negligent care of Nada, among other claims. Sorensen subsequently appealed the district court's denial of its application to compel arbitration in the suit filed by Ivan, the Special Administrator for the Estate of Nada Payich. On appeal, Sorensen argued that Nada was a third-party beneficiary of an Arbitration Agreement between Sorensen and Ivan and that the Estate was therefore compelled to arbitrate its claims. The court affirmed the judgment because it found no clear error in the district court's determination that Sorensen failed to prove it executed a valid contract with Ivan. View "GGNSC Omaha Oak Grove, LLC v. Payich" on Justia Law

Dittmer appealed the district court's dismissal under Federal Rule of Civil Procedure 12(b) of their two lawsuits against a failed bank, the FDIC as the bank's receiver, and the successor representative to the Estate of John Peters. Barkley is a Missouri general partnership with two equal partners, John Peters and Joe Dittmer. In the first of two eventual lawsuits arising out of a 2006 loan transaction to Barkley, Dittmer, representing Joe Dittmer's half interest in Barkley, sued Premier Bank, seeking declaratory judgment that the loan should be declared void as to Dittmer and sought to enjoin the bank from selling encumbered property. The suit was filed in Missouri state court, and the primary basis for Dittmer's complaint was that Peters did not have authority from his partner, Joe Dittmer, to mortgage Barkley property for this transaction. The second suit included the same claims as the first case but included various Dittmer successors as plaintiffs, and both the FDIC and the personal representative were added as defendants. The court found that under 12 U.S.C. 1821(j), the district court correctly dismissed Dittmer's claims for injunctive and declaratory relief; given the language of the Missouri Uniform Partnership Act, Mo. Rev. Stat. 358.090(1), the amended partnership agreement, and the power of attorney documents, the district court correctly dismissed the claim in the second suit against the FDIC; and the court agreed with the district court that the doctrine of res judicata required dismissal of the second suit. Accordingly, the court affirmed the judgment. View "Dittmer Properties v. FDIC, et al" on Justia Law

BancorpSouth (the bank) sued HLC and McKee (collectively, Hazelwood), alleging breach of contract against HLC, breach of guaranty against McKee, and asserting a security interest in some of HLC's property. Hazelwood raised lack of subject matter jurisdiction, improper venue and choice of forum, and a state law contract defense. MPT intervened, claiming priority over real property tax refunds owed to HLC and attached by the bank. The court held that the district court properly exercised jurisdiction under 28 U.S.C. 1332(a)(1); the forum selection clauses at issue were permissive and did not prohibit the bank from bringing the suit in the United States District Court for the Eastern District of Missouri; the district court did not err in granting summary judgment to the bank on its breach of contract claim against HLC, or the breach of guaranty claim against McKee; Hazelwood failed factually to contest the bank's damages assessment before the district court, and was not entitled to relief on appeal; and the court declined MPT's invitation to disregard state law and craft an "equitable" solution designed to protect a party who failed to take reasonable steps to protect itself and assumed a known risk. Accordingly, the court affirmed the judgment. View "BancorpSouth Bank v. Hazelwood Logistics Center, et al" on Justia Law

American Family appealed the district court's order denying its motion for judgment as a matter of law or, in the alternative, for a new trial and awarding defendant attorney's fees pursuant to section 91A.8 of the Iowa Wage Payment Collection Law (IWPCL). The court concluded that the district court did not abuse its discretion in granting defendant's Rule 15(b)(2) motion to amend the pleadings to add the IWPCL claim because the claim was tried with American Family's implied consent and the amendment did not result in prejudice to American Family. The district court did not abuse its discretion in awarding attorney's fees to defendant under the IWPCL. Any error in giving jury Instruction 13A was harmless in light of the subsequently given Instruction No. 14. Accordingly, the court affirmed the judgment of the district court. View "American Family Mutual Ins. Co. v. Hollander" on Justia Law

Heubel and Raymond appealed the district court's grant of summary judgment in favor of Universal on Heubal's claim for coverage under a Universal insurance policy. The district court held that Heubel's breach of a cooperation clause in the Universal policy absolved Universal of the duty to defend or provide coverage for a products liability lawsuit against Heubel. Because no reservation of rights or conflict of interest entitled Heubel to select its own counsel while continuing to enjoy the coverage benefits of the Universal policy, Heubel breached the policy by refusing to allow Universal to control the defense. Because nothing in the Universal policy or the Raymond indemnification program precluded a third-party indemnification claim by Universal against Raymond in the Harris suit, Universal suffered substantial prejudice from Heubel's refusal to allow Universal to control the defense. As a result, Universal was justified in denying coverage based on Heubel's breach of the cooperation clause. Accordingly, the court affirmed the judgment. View "Heubel Materials Handling Co. v. Universal Underwriters Ins. Co." on Justia Law

Hallmark sued its former employee, defendant, for a breach of the parties' separation agreement and won a jury verdict of $860,000 on its breach of contract claim. Defendant appealed, arguing that the district court erred in delivering an adverse inference instruction to the jury and the award on Hallmark's breach of contract claim was excessive. In light of the overwhelming evidence of bad faith and prejudice before the district court, the court concluded that its failure to issue explicit findings before delivering the otherwise warranted adverse inference instruction was harmless error which did not prejudice defendant. By awarding Hallmark more than its $735,000 severance payment, the jury award placed Hallmark in a better position than it would find itself had defendant not breached the agreement. Accordingly, the jury's award of the $125,000 payment was improper and the court vacated and remanded for the district court to reduce the fee award appropriately. View "Hallmark Cards v. Murley" on Justia Law

Plaintiffs sued Wells Fargo for fraudulent misrepresentation and promissory estoppel after Wells Fargo initiated foreclosure when plaintiffs stopped paying on their mortgage loan. The court held that plaintiffs have not stated a plausible claim for fraudulent misrepresentation regarding the modification of their home loan and therefore, the district court did not err in dismissing plaintiffs' claims under Rules 12(b)(6) and 9(b). The court also held that plaintiffs have not stated a plausible claim for promissory estoppel and the district court did not err in dismissing their claim. View "Freitas, et al v. Wells Fargo Home Mortgage, Inc." on Justia Law

General Mills sued Five Star for breach of contract and breach of warranties after the meatballs General Mills purchased from Five Star contained beef that was recalled. The district court granted summary judgment to General Mills on the breach-of-contract claim and to Five Star on the breach-of-warranty claims. The parties cross-appealed. The court concluded that the press release that General Mills relied upon to recall the meatballs constituted hearsay. However, the press release set out findings from an investigation pursuant to authority granted by law and was therefore admissible. The court also concluded that sufficient admissible evidence supported the conclusion that the meat was procured in violation of regulations and that it was adulterated. Therefore, the district court properly granted summary judgment to General Mills on the breach-of-contract claim. The court further concluded that the district court properly analyzed the breach-of-contract and breach-of-warranties claims separately. The court dismissed General Mills' cross-appeal as moot and affirmed the award of attorneys fees to General Mills. View "General Mills Operations, LLC v. Five Star Custom Foods, Ltd." on Justia Law

A railroad employee sued his employer, DM&E, after he was injured while working as the employee-in-charge of a construction site. DM&E then brought a third-party complaint against Corman, contending that Corman was required to indemnify and defend it against the employee's Federal Employers' Liability Act (FELA), 45 U.S.C. 51-60, claim pursuant to a contract between the parties. Nothing in the Contract Work Agreement (CWA) indicated that it extended to claims which were unrelated to Corman's common-law negligence. The indemnity clause in the CWA did not mention the FELA. Therefore, the court held that DM&E had not shown any issues of material fact existed and therefore no negligence could be attributed to Corman. The court also held that the indemnification provision in the CWA did not trigger the insured contract exception to the general exclusion provision contained in the Lexington Insurance policy, and, as a result, no obligation existed based on the terms of the policy. View "Dakota, MN & Eastern R. R. v. R. J. Corman R. R. Construction" on Justia Law