Justia Contracts Opinion Summaries

St. Jude filed suit against Jose B. de Castro and Biosense, alleging state law claims of breach of contract and tortious interference. The court concluded that the district court correctly concluded that the Minnesota choice-of-law provision in St. Jude's employment agreement with de Castro is valid because the parties acted in good faith and without the intent to evade the law; the district court correctly concluded that St. Jude's term-of-years employment agreement with de Castro is valid and enforceable under Minnesota law and that Biosense was liable for tortuously interfering with that agreement; the district court correctly concluded that St. Jude could recover damages for lost profits based on Biosense's tortious interference; and the district court correctly determined that there was sufficient evidence from which a reasonable jury could conclude that Biosense caused St. Jude to lose profits. Accordingly, the court affirmed the judgment. View "St. Jude Medical S.C., Inc. v. Biosense Webster, Inc." on Justia Law

Loftness filed suit against Terry Twiestmeyer, Steven Hood, and TAI, seeking a declaratory judgment involving contracts associated with the development, manufacture, and sale of grain-bagging equipment. Defendants asserted counterclaims against Loftness for breach of two contracts: an Override Agreement and a non-disclosure agreement (NDA). On remand, the district court granted Loftness's motion for summary judgment on the claim for breach of the NDA. The court concluded that there is a genuine issue of material fact regarding TAI’s claim that Loftness had breached the NDA by disclosing and using confidential information when it agreed to have Brandt Industries sell Loftness manufactured grain-bagging equipment. In this case, so long as Loftness continued to pay TAI, TAI reasonably may have considered Loftness’s use of TAI’s confidential information as part of the Brandt Industries relationship to be a non-competitive use. Accordingly, the court reversed and remanded. View "Loftness Specialized Farm v. Twiestmeyer" on Justia Law

Affordable filed suit alleging breach of contract when Fannie Mae penalized Affordable for prepaying its loan after it was forced to sell its Jefferson Arms Apartments property to avoid condemnation. The district court found in favor of Fannie Mae. The court concluded that substantial evidence supports the district court's findings that the city's letter threatening condemnation did not cause the seller to sell Jefferson Arms because he had already intended to sell the property before receiving it. Moreover, the district court's findings were not based on an erroneous view of the law. In this case, the district court determined that the seller was not credible and the sequence of events leading to the sale of the property suggests that he did not actually fear condemnation and had requested the city letter merely to gain a tax advantage. The court also concluded that the district court did not err in determining that the voluntary payment doctrine prevents Affordable from recovering on its breach of contract claim. Accordingly, the court affirmed the judgment. View "Affordable Communities of MO v. Federal Nat'l Mortgage Ass'n" on Justia Law

Defendant appealed the district court's order enforcing the terms of an agreement he entered into with Western Thrift and Loan Corporation to settle a malpractice lawsuit. The court concluded that a district court may retain ancillary jurisdiction to enforce a settlement agreement when its order dismissing the case reserves such jurisdiction. Here, the district court's dismissal order expressly reserved ancillary jurisdiction to enforce the terms of the settlement agreement for forty-five days. The district court therefore had jurisdiction to enforce the agreement, because Western Thrift moved to enforce the settlement agreement within the forty-five day time period. The court also concluded that the record itself was sufficient to create a enforceable settlement agreement, even though the parties did not memorialize the agreement. Accordingly, the court affirmed the judgment. View "Western Thrift and Loan Corp. v. Rucci" on Justia Law

TCF filed suit against Market, alleging claims concerning the statutes of limitations for fraud, contract, and negligence. TCF had entered into a contract with Market under which TCF purchased Field Asset Verifications for Minnesota properties in 2002. The district court granted summary judgment for Market. The court held that the district court properly held that TCF discovered sufficient facts so that the limitations period for TCF’s fraud claims expired before TCF filed suit in September 2011. The court also held that the non-fraud claims accrued more than six years before TCF filed suit and that the limitations period was not tolled to prevent expiration prior to September 2011. Accordingly, the court affirmed the judgment. View "TCF Nat'l Bank v. Market Intelligence, Inc." on Justia Law

Plaintiffs filed a class action against Riceland, requesting the district court compel Riceland to contribute a portion of its recoveries in various cases to the common benefit fund established by the district court to compensate plaintiffs for their legal work. The district court dismissed Riceland's counterclaims of breach of contract and tortious interference and certified the dismissal as a final judgment under FRCP 54(b). The court agreed with its sister circuits and held that a res judicata effect can properly be considered as a “miscellaneous factor” under the Hayden factor analysis. In this case, the district court did not err in considering the res judicata ramification in the Arkansas state court case. The district court found that plaintiffs and the district court itself would suffer injustice if entry of final judgment was delayed. On the merits, the court concluded that the claims regarding genetically-modified rice were released by the Settlement Agreement and Release, but the Release does not govern plaintiffs’ unjust enrichment and quantum meruit claims against Riceland for its failure to contribute to the fund. Accordingly, the court affirmed the district court's judgment. View "Riceland Foods v. Downing" on Justia Law

Plaintiff, individually and as surviving spouse of Arlie Walls, filed suit against Petrohawk alleging claims related to an oil and gas lease. The court concluded that Petrohawk's failure to pay royalties in a timely manner did not substantially defeat the purpose of the contract and therefore does not constitute a material breach of contract; plaintiff waived the breaches with respect to all of the assignments except the Petrohawk-Exxon assignment; the district court did not err in concluding that plaintiff unreasonably withheld consent to the assignment from Petrohawk to Exxon; the language of the lease does not support plaintiff's argument that the lease holds Petrohawk liable for breaches of previous assignees, specifically Alta; and plaintiff is not entitled to statutory penalties because she failed to make factual allegations of Petrohawk's willfulness or bad faith. Accordingly, the court affirmed the district court's judgment. View "Walls v. Petrohawk Properties, LP" on Justia Law

CMI filed suit against Bancorp, alleging breach of contract after Bancorp refused to cure or repurchase eleven loans. The district court granted summary judgment for CMI on eight of the eleven loans. Determining that Residential Funding Co. v. Terrace Mortg. Co. controls the court's analysis, the court held that the parties’ agreement granted the buyer sole discretion to determine whether a loan was defective and required the seller to repurchase if the buyer made such a determination, and the court should not inquire further by reviewing the validity of that determination. Even if CMI erroneously exercised its sole and exclusive discretion, Bancorp has presented no evidence that CMI exercised its discretion under the agreement in a manner intended to sabotage or evade the spirit of the agreement or to deny Bancorp the expected benefit of its bargain. Accordingly, the court concluded that the district court did not err in granting summary judgment on the Brown, Hansen, Maggio, and Perez loans. The court also concluded that the district court properly awarded CMI the repurchase price for the Brown and Bennett loans, as calculated using the formula set forth in the agreement. Finally, the court concluded that the district court did not err in granting summary judgment on the Curtis, Maggio, and Villares loans and rejected Bancorp's argument that there is a genuine issue of material fact regarding which party's negligent underwriting caused the loans to be defective. Accordingly, the court affirmed the judgment. View "CitiMortgage v. Chicago Bancorp." on Justia Law

Plaintiffs, 19 workers employed by Degeller, filed a class action suit on behalf of themselves and similarly situated Deggeller employees. The court concluded that the district court erred in dismissing the breach of contract claim where the workers’ allegation that Deggeller failed to pay the prevailing wage stated a valid claim for breach of their employment contracts. The court also concluded that the district court erred in dismissing the workers' claim for statutory damages under 26 U.S.C. 7434 because they alleged that Deggeller intentionally filed fraudulent tax documents on their behalf. Accordingly, the court reversed the district court’s Rule 12(b)(6) dismissals of these claims and vacate its decision under 28 U.S.C. 1367(c)(3) not to exercise supplemental jurisdiction over the Arkansas minimum wage claim. View "Cuellar-Aguilar v. Deggeller Attractions, Inc." on Justia Law

BLB filed suit against Jet Linx and Jamie Walker for damages arising from breach of contract. Jet Linx counterclaimed. The district court awarded damages to both parties and both parties appealed. The court concluded that cost-of-repair damages as argued by BLB would result in windfall and, therefore, in economic waste, a result the district court properly avoided. The court further concluded that diminution in value provides the appropriate measure of damages. Finally, the district court did not err in finding that BLB failed to prove its damages with sufficient certainty because BLB did not offer evidence of the reduced value of either airplane resulting from Jet Linx’s failure to provide a complete set of maintenance records and parts tags. Accordingly, the court affirmed the district court's judgment for Jet Linx. View "BLB Aviation South Carolina v. Jet Linx Aviation, LLC" on Justia Law