Justia Contracts Opinion Summaries

Plaintiff, a home-delivery subscriber to the St. Louis Post-Dispatch daily newspaper (the “Post-Dispatch”), filed a putative class action for damages against the owner and publisher of the Post-Dispatch in state court alleging that Defendants “double-billed” him for “overlapping days.” Defendants removed the case to federal court under the Class Action Fairness Act, alleging that Plaintiff is seeking aggregate class-wide damages for the applicable five-year statute of limitations period that exceed $5,000,000. Plaintiff filed a First Amended Class Action Complaint alleging six claims for relief under Missouri law. The district court granted summary judgment dismissing all claims.   On appeal, Plaintiff argued the district court erred in granting summary judgment dismissing his breach of contract and MMPA claims because there are genuine issues of material fact “whether overlaps cost subscribers money” and whether Defendants’ billing practices violate the MMPA because “overlaps are incorrect and wrong.”   The Eighth Circuit affirmed. The court explained that it might be evidence that Defendants made minor billing errors in Plaintiff’s individual subscriber account, but that claim was not pleaded. The district court did not err in granting Defendants summary judgment dismissing the claims Plaintiff asserted despite his belated raising of this unpleaded contract claim. Further, the court explained that Plaintiff failed to controvert Defendants’ evidence showing that DISCUS properly deducts from a subscriber’s payment-in-advance the applicable rate charged as each newspaper is delivered. Thus, because Plaintiff cannot establish the ascertainable loss element of an MMPA claim, the court held that it need not address his additional argument that the Post-Dispatch’s billing practices are unfair or unethical. View "Steven Goldsmith v. Lee Enterprises" on Justia Law

A collective bargaining agreement (“CBA”) required RoadSafe Traffic Systems, Inc. to contribute to four employee benefits Funds. The Funds sued for unpaid contributions, alleging that the CBA unambiguously requires contributions for all hours worked by covered employees, regardless of the type of work performed. RoadSafe countered that the CBA unambiguously requires contributions only for construction and highway work. The district court granted summary judgment to RoadSafe. The issue on appeal was whether the CBA obligates RoadSafe to make contributions to the Funds for all or only specified types of work   The Eighth Circuit affirmed. The court explained that by its plain language, Article V of the CBA limits RoadSafe’s contribution obligations to “Building Construction” and “Highway/Heavy” categories of work. Because work coded as NON or “shop hours” is not within the definitions of either “Building Construction” or “Highway/Heavy,” the CBA does not require RoadSafe to make contributions for the coded work. Therefore, the district court properly granted summary judgment to RoadSafe. View "Cons. Laborers Welfare Fund v. RoadSafe Traffic Systems, Inc." on Justia Law

GWG DLP Funding V, LLC was the policy owner and beneficiary of a life insurance policy issued by PHL Variable Insurance Company. After GWG transferred beneficiary rights and ownership to Wells Fargo, PHL terminated the policy. GWG and Wells Fargo disputed the termination, and the parties attempted to settle the dispute. After some negotiations, the insured died, and PHL refused to honor the alleged agreement the parties had reached. GWG and Wells Fargo sued PHL for breach of contract and breach of the covenant of good faith and fair dealing and sought a declaratory judgment that prevents PHL from terminating the policy. Plaintiffs appealed the district court’s dismissal of their claims.   The Eighth Circuit affirmed. The court concluded that the alleged agreement in early February was incomplete and that Plaintiffs have failed to state a claim for breach of contract. Further, the court wrote that Plaintiffs have failed to state a claim for breach of the covenant of good faith and fair dealing. First, there is no enforceable agreement based on the email exchange. Thus, there was no contract under which PHL could have breached the duty of good faith. Second, even if the parties were bound by the early February communications, Plaintiffs alleged no dishonest motive on PHL’s part. View "GWG DLP Funding V, LLC v. PHL Variable Insurance Co." on Justia Law

After Defendant’s Arkansas home burned to the ground, her insurer, Hiscox Dedicated Corporate Member Limited (a "capital provider" to an underwriting syndicate doing business within the Lloyd's of London insurance marketplace), declined to pay her for her loss and instead rescinded the insurance policy because she had made material misrepresentations in her insurance application. Hiscox then sued Defendant in federal court, seeking a declaratory judgment that it had properly rescinded the policy and had no obligation to Defendant. The district court agreed with Hiscox and granted it summary judgment.   The relevant question is whether Defendant "had a foreclosure, repossession, bankruptcy or filed for bankruptcy during the past five (5) years." Defendant maintains that the district court erred in concluding that the phrase "had a foreclosure" meant the initiation of foreclosure proceedings.   The Eighth Circuit reversed and remanded. The court agreed with Defendant that the question is ambiguous. Under Arkansas law, the court read the question in its "plain, ordinary, and popular sense," as "the common usage of terms should prevail". Further, the court wrote it sees no indication in any case that the parties meant to adopt Arkansas statutes as the standard to determine the meaning of the words in the application question. View "Hiscox Dedicated Corp Member v. Suzan Taylor" on Justia Law

This case concerns the application of two Minnesota statutes and a rule promulgated by the Minnesota Department of Agriculture (MDA) that establishes the liability of a parent company for the unmet contractual obligations of its subsidiary under certain kinds of agricultural contracts. At issue is whether the relevant laws apply to chicken production contracts between Defendants (collectively, the Growers), who are Minnesota chicken producers, and Simply Essentials, LLC (Simply Essentials), a chicken processor. If they apply, then Plaintiff Pitman Farms (Pitman Farms), a California corporation and Simply Essentials’ parent company is liable to the Growers for Simply Essentials’ breaches of contract.   The district court granted Pitman Farms’s summary-judgment motion and denied the Growers’ cross-motion based upon its conclusion that the Minnesota parent-liability authorities do not by their terms apply to the subject contracts because those authorities do not apply to parent companies of LLCs.   The Eighth Circuit reversed. The court explained that the Minnesota legislature’s lack of amendment subsequent to the advent of LLCs played a significant role in the district court’s conclusion. The court concluded that it does think that this fact suffices to exclude LLCs from the operation of the laws at issue in this case. Further, here, the legislative intent is clear: with respect to agricultural contracts, the Minnesota legislature intended parent companies to be liable for the breaches of their subsidiaries. Accordingly, the court held that the use of the phrase “corporation, partnership, or association” in the relevant statutes and Rule is intended to include LLCs for the purpose of parent company liability. View "Pitman Farms v. Kuehl Poultry, LLC" on Justia Law

Plaintiff suffered serious injuries when his motorcycle collided with a car driven by a negligent motorist. After exhausting its liability limits, he next looked to the underinsured-motorist benefits of a policy covering just his motorcycle. When those benefits fell short too, he turned to a policy underwritten by Standard Fire Insurance Company that covered vehicles other than his motorcycle.   Relying on what the parties call the owned-but-not-insured exclusion, it denied coverage because the accident occurred with a vehicle that Plaintiff had decided to insure elsewhere. On cross-motions for summary judgment, the district court agreed with Standard Fire that it owed nothing. The Eighth Circuit affirmed. The court rejected Plaintiff’s argument that the exclusion is ambiguous. Even if “this coverage” might lend itself to some ambiguity in isolation, the remainder of the policy points to only one reasonable interpretation: the owned-but-not-insured exclusion applies in precisely this situation. View "John Eberlein v. Standard Fire Ins Co" on Justia Law

After being hit by an under-insured motorist, Plaintiff experienced worsening symptoms from his Parkinson’s disease. His condition eventually deteriorated to the point that he could no longer work as a doctor. Plaintiff sued Encompass Insurance for $500,000, the maximum available under his automobile policy. The state trial court granted summary judgment to Plaintiff, concluding that Encompass failed to refute that Plaintiff lost at least $500,000 in earning capacity because of the accident. On removal, a federal district court held that it was unable to vacate that judgment.   The Eighth Circuit reversed and remanded. The court interpreted Encompass’s notice of appeal as challenging the Arkansas court’s ruling, as merged into the final judgment of the district court, and held that it constituted an appeal of a “final decision of a district court of the United States” under 28 U.S.C. Section 1291.   The court also rejected the district court’s conclusion that a federal court lacks jurisdiction to vacate the state court’s summary judgment order. The court explained that the Rooker-Feldman doctrine has no application to a properly removed case where, as here, there is no attack on a separate and final state-court judgment. Finally, the court held that the Arkansas court erred by granting summary judgment. The conflict between expert witnesses created a genuine dispute of material fact, so summary judgment was improper. View "Paul Wills v. Encompass Insurance Company" on Justia Law

This insurance coverage dispute involves claims for coverage by Doe Run Resources Corporation against its insurer, St. Paul Fire & Marine Insurance Company, stemming from multiple lawsuits against Doe Run’s Peruvian subsidiary, Doe Run Peru, which allege various claims stemming from Doe Run Peru’s alleged release of toxic chemicals from a metallurgical plant. After an earlier coverage dispute in state court, where the court determined that a pollution exclusion in St. Paul’s policy precluded coverage, Doe Run filed this action alleging that additional, newly discovered facts implicated an exception to the exclusion that was not raised in the previous state court action. St. Paul filed a motion to dismiss based on issue and claim preclusion. The district court granted the motion based on issue preclusion, and Doe Run appeals.   The Eighth Circuit affirmed, concluding that the district court did not err in granting St. Paul’s motion to dismiss based on issue preclusion, and because the district court did not err, the court wrote, it need not consider the parties arguments regarding claim preclusion. The court explained that in the absence of subsequent events or circumstances representing an actual change between the prior state court action and this action, issue preclusion applies. Here, St. Paul did reconsider Doe Run’s claim for coverage when Doe Run resubmitted the claim following the nine newly filed lawsuits alleging pollution from the La Oroya plant, which alleged a new theory of liability. View "Doe Run Resources Corporation v. St. Paul Fire & Marine Ins Co" on Justia Law

The Northwest Arkansas Conservation Authority is a public corporation created to handle wastewater treatment for municipalities in northwest Arkansas. After a series of pipeline failures, the Authority sued the pipeline contractor and its surety, alleging deficient construction. The Authority sued outside the time periods specified in the relevant statutes of limitations and repose, but asserted that the time did not run against its claims, because the Authority was suing as a public entity seeking to vindicate public rights. The district court concluded that the rights the Authority sought to enforce were merely proprietary and that its claims were therefore time-barred.   The Eighth Circuit affirmed. The court explained that the relevant proprietary interests are not transformed into public rights just because the Authority spent public money to repair the pipeline. Every action by a public entity impacts the public fisc to some degree. But if financial implications alone were enough to invoke nullum tempus, then the public-rights exception would swallow the general rule that statutes of limitations and repose run against municipal entities. Here, the damages sought would replenish the public entity’s coffers, but the relief would not vindicate a distinct public right. The Authority therefore cannot invoke nullum tempus to avoid the statutes of limitations or repose. View "NW AR Conservation Authority v. Crossland Heavy Contractors" on Justia Law

Plaintiff made contributions to a 401(k) plan during her employment at Honeywell International Inc. She originally designated her husband, Defendant, as the sole beneficiary in the event of her death. The parties later divorced and in the marital termination agreement (MTA), they agreed that Plaintiff will be awarded, free and clear of any claim on the part of Defendant’s, all of the parties’ right, title, and interest in and to the Honeywell 401(k) Savings and Ownership Plan. Plaintiff submitted a change-of-beneficiary form to Honeywell. She, however, did not comply with a requirement.   Plaintiff died in 2019 and Honeywell paid the benefits to Defendant. The personal representative of Plaintiff’s estate sued Honeywell for breach of fiduciary duty, and Defendant for breach of contract, unjust enrichment, conversion, and civil theft. The Eighth Circuit affirmed summary judgment for Honeywell and reversed summary judgment for Defendant on the breach of contract and unjust enrichment claims.   The court explained that even if the Plan gave the administrator discretion to accept Plaintiff’s defective Form, it is not an abuse of discretion to act in accordance with plan documents. ERISA directs administrators to “discharge [their] duties . . . in accordance with the documents and instruments governing the plan.” Thus, because Honeywell followed plan documents in rejecting Plaintiff’s defective change-of-beneficiary form and distributing benefits, the breach of fiduciary duty claim fails. Further, even if the MTA were ambiguous, a reasonable jury could find that Plaintiff and Defendant intended for the MTA to waive his beneficiary interest in the 401(k). View "Robert Gelschus v. Clifford Hogen" on Justia Law