Justia Contracts Opinion Summaries

The court affirmed the dismissal of Meridian's breach of contract suit against defendants, holding that the claim was time-barred under Virginia's five-year statute of limitations for contract actions because the parties acknowledged that more than five years passed between when the alleged injury accrued and Meridian's complaint. The court concluded that it may reach defendants' affirmative defense in reviewing the district court's dismissal of the action, because all facts necessary to decide whether defendants' defense applies appeared on the face of the complaint. The court rejected Meridian's claim that the six-year statute of limitations for contract suits brought against the United States should apply in this case, determining that defendants were private corporations, not government instrumentalities. In the alternative, the claim would still fail because the document at issue, a memorandum of understanding (MOU), was generally an unenforceable agreement to agree under Virginia law. Although some of the MOU's provisions may have been binding on the parties, Meridian has not demonstrated that defendants breached any of them. View "Meridian Investments, Inc. v. Federal Home Loan Mortgage" on Justia Law

BBII filed suit against the City for breach of contract, alleging that the City unlawfully assessed liquidated damages against the company for failure to complete a construction project on time. This case involved two public works contracts entered into by the parties, in which BBII agreed to build certain parts of a wastewater treatment system aimed at reducing pollution in the Chesapeake Bay. The court agreed with the district court that BBII is not excused from the normal requirement of administrative exhaustion under Maryland law. The court rejected BBII's remaining claims and affirmed the district court's dismissal for lack of subject matter jurisdiction. View "Balfour Beatty Infrastructure v. Mayor and City Council of Baltimore" on Justia Law

Plaintiff Fleur and her son, Sidney, filed breach of contract claims against Wilmington. A jury determined that defendants breached an agreement to lend money for the acquisition, maintenance, and certain investments relating to life insurance policies obtained for Charlie and his wife, Fleur. The jury awarded $23 million in damages. The district court then determined post-trial that Wilmington breached an agreement to return certain funds to the Estate upon Charlie's death, and ordered Wilmington to return those funds in accordance with the parties' agreement. The court concluded that the district court did not abuse its discretion in admitting an expert's testimony, because plaintiffs' noncompliance with Rule 26 was harmless in the context of the events that transpired. Furthermore, the district court did not abuse its discretion in rejecting Wilmington's Daubert challenge. The court rejected Wilmington's challenges to the sufficiency of the evidence adduced at trial, and affirmed the district court's order requiring Wilmington to return to the Estate the $5 million in collateral payments that Charlie had made. The court affirmed the portion of the damages award representing the net-in-trust shortfall, because that award was not reached against the clear weight of the evidence, and would not result in a miscarriage of justice. Finally, the court held that the jury properly awarded plaintiffs $3.9 million in consequential damages, and that this award was neither contrary to the clear weight of evidence nor one that would cause a miscarriage of justice. Accordingly, the court affirmed the judgment. View "Bresler v. Wilmington Trust Co." on Justia Law

Plaintiffs, a class of retirees and their union, filed suit against Constellium after the company unilaterally altered its retiree health benefits program. The district court granted summary judgment to Constellium. The court interpreted Article 15 of the collective bargaining agreement (CBA) using ordinary contract principles and concluded that the plain language of the CBA and summary plan description (SPD) clearly indicated that the retiree health benefits did not vest. The court rejected plaintiffs' assertion that the Cap Letters and other provisions of the CBA evince an intent to vest the retiree health benefits. The court also rejected plaintiffs' remaining claims and affirmed the judgment. View "Barton v. Constellium Rolled Products-Ravenwood, LLC" on Justia Law

Plaintiff filed suit against defendants, alleging fraud and conspiracy and seeking as damages the difference between the price he paid and the actual value of the restaurants he purchased from defendants based on a multiple of the restaurants' actual sales. The district court granted summary judgment for defendants, concluding that plaintiff failed to introduce adequate evidence of damages, particularly of the actual value of the restaurants at the time of the sale. The court vacated and remanded, concluding that plaintiff presented sufficient evidence to create a dispute of material fact as to the amount of their damages. In this case, plaintiff attempted to estimate with reasonable precision the actual value of the restaurants at the time of purchase, using the widely accepted income-based approach with a capitalization multiplier that was purportedly the industry standard and that the parties allegedly used to agree on the $600,000 purchase price. View "Sharma v. USA International, LLC" on Justia Law

Dominion and Bransen entered into a contract wherein Bransen was paid $27 million for coal product which would satisfy rigid specifications and environmental regulations. When Bransen failed to deliver product meeting the requirements, Dominion filed suit in district court. Dominion was awarded partial summary judgment on claims related to Bransen's delivery of coke breeze, and the district court held in favor of Dominion after a bench trial on its claims related to the delivery of waste coal. The district court awarded Dominion $22 million in damages. The court affirmed the district court's ruling in favor of Dominion as to liability where Bransen was liable for delivery product that did not satisfy the contracts between the parties. The court rejected Bransen's argument that the district court awarded damages, including indirect damages, in violation of Section 8.8 of the parties' contract, and rejected Bransen's challenges to the calculation of the damages award. Because the court found no error, the court affirmed the district court's judgment. View "Virginia Electric and Power v. Bransen Energy" on Justia Law

Lord & Taylor filed suit against White Flint, alleging breach of contract. Lord & Taylor operated a retail department store at the White Flint Shopping Center until White Flint closed the Mall and began demolition for a mixed use development. Lord & Taylor objected to the redevelopment, arguing that the clear terms of the parties' agreement required White Flint to maintain the Mall, and that the proposed mixed-use alternative would negatively affect its business. A jury found White Flint in breach of contract and awarded Lord & Taylor $31 million in damages. Both parties appealed. The court rejected White Flint's challenge to the damages award, concluding that the district court did not abuse its discretion by instructing the jury not to consider the potentially positive economic effects of the planned redevelopment in assessing damages for lost profits. Furthermore, the district court properly admitted a store executive's construction cost estimate as lay testimony. Finally, the court concluded that the district court committed no legal error or other abuse of discretion in applying long-established Maryland law to reject Lord & Taylor's claim to separate damages for the taking of property rights. Accordingly, the court affirmed the judgment. View "Lord & Taylor v. White Flint, L.P." on Justia Law

Champion Pro filed suit against Impact Sports and others, principally alleging that Impact Sports engaged in deceptive and unfair practices in violation of the North Carolina Unfair and Deceptive Practices Act (UDTPA), N.C. Gen. Stat. 75–1.1, by their recruitment of a football player, Robert Quinn. The court affirmed the district court's denial in part of Champion Pro's motion for sanctions based on the alleged spoliation of evidence and grant of Impact Sports motion for summary judgment on all claims. The court agreed with the district court that Champion Pro's allegations, even when assumed to be true, are insufficient to establish a violation of the UDTPA. Likewise, Champion Pro's civil conspiracy claim fails as a matter of law. Finally, Champion Pro's claim that the district court erred in failing to award sanctions in the form of an adverse jury instruction is moot. Accordingly, the court affirmed the judgment. View "Champion Pro Consulting Group v. Impact Sports Football" on Justia Law

Dreamstreet sold a vacant lot for home construction and MidCountry financed the lot's purchase by a third party. This case arose from the "seller holdback" agreement between Dreamstreet and MidCountry, where part of the purchase price owed to Dreamstreet instead would be retained by MidCountry, pending completion of the home and subject to certain conditions. Dreamstreet alleged that MidCountry fraudulently induced it to enter into the seller holdback agreement, in violation of North Carolina’s Unfair and Deceptive Trade Practices Act (UDTPA). Dreamstreet also alleged a claim under the common-law doctrine of constructive fraud. The district court granted summary judgment to MidCountry. With respect to the UDTPA claim, the court concluded that the district court properly granted summary judgment to MidCountry on statute of limitation grounds. The court also concluded that the undisputed facts of this case reveal an ordinary contractual relationship, with nothing that could give rise to a special fiduciary relationship. Because the existence of a fiduciary relationship is a necessary element of constructive fraud, the district court properly granted summary judgment to MidCountry on this claim. Accordingly, the court affirmed the judgment. View "Dreamstreet Investments, Inc. v. MidCountry Bank" on Justia Law

The parties are involved in a dispute over a 12-year commercial lease of office space in Baltimore, Maryland. NCO, the lessee, claims that it properly exercised a right of early termination of the lease and that, during the course of the lease, it was overcharged for rent based on erroneous calculations of the space’s square footage. Montgomery Park, the lessor, claims that NCO failed to satisfy the lease’s specific conditions for early termination and that NCO now owes rent for the remainder of the lease term. The court reversed the district court’s ruling that NCO effectively exercised the right of early termination, and affirmed its ruling rejecting NCO’s overcharge claims. Accordingly, the court remanded for further proceedings on Montgomery Park’s claim that NCO breached the lease agreement in failing to pay rent. View "NCO Financial Systems, Inc. v. Montgomery Park, LLC" on Justia Law