Justia Contracts Opinion SummariesArticles Posted in Utah Supreme Court
Williamson v. MGS By Design, Inc.
The Supreme Court reversed the judgment of the district court granting Defendant's motion to dismiss this lawsuit brought by Plaintiff under the Utah Sales Representative Commission Payment Act for allegedly failing to pay commissions it owed to her, holding that the Act's writing requirement is not a precondition for recovery.In her complaint, Plaintiff claimed that Defendant violated the Act by failing to pay commissions for sales that she made while working as a commissioned sales agent for the company. Defendant filed a motion to dismiss, arguing that because there was no signed writing there could be no recovery under the Act. The district court granted the motion. The Supreme Court reversed, holding (1) under the plain text of the Act, the writing requirement is not a prerequisite for a sales representative to sue a principal under the Act; and (2) therefore, the district court erred in granting Defendant's motion to dismiss. View "Williamson v. MGS By Design, Inc." on Justia Law
Bonner County v. Western Insurance Co.
The Supreme Court affirmed the judgment of the district court concluding that Bonner County, an Idaho political subdivision, had failed to demonstrate to Western Insurance Company's Liquidator that Pend Oreille Bonner Development LLC's failure to complete several municipal projects had cost it anything, holding that the court's finding were not against the clear weight of the evidence.Bonner County contracted with Pend Oreille to construct the projects at issue and required Pend Oreille to obtain multiple surety bonds, which Pend Oreille purchased through Western. Pend Oreille defaulted on the projects. Bonner County filed a claim with the Liquidator of Western, which had been placed in liquidation, to recover the surety bonds. The district court entered judgment against Bonner County. The Supreme Court affirmed across the Board, holding that the district court did not err when it (1) admitted extrinsic evidence to determine the parties' intent; (2) read the statute to provide that a liquidator can amend a determination of claims in response to charged circumstances; and (3) made its findings. View "Bonner County v. Western Insurance Co." on Justia Law
Honnen Equipment Co. v. DAZ Management, LLC
The Supreme Court reversed the decision of the court of appeals reversing the judgment of the district court dismissing Honnen Equipment Company's (Honnen) breach of contract claim brought brought against Daz Management, LLC (LLC), holding that all elements of claim preclusion were met, and therefore, the breach of contract claim was barred.Honnen sued Tony Daz (Daz) claiming that Daz negligently operated and damaged a grader that had been rented by the LLC from Honnen and thus breached the rental agreement. The district court ruled for Daz on both Honnen's breach of contract and negligence claim. Thereafter, Honnen brought a second action against the LLC asserting the same claims. After Honnen voluntarily dismissed its negligence claim the district court dismissed the breach of contract claim under the claim preclusion branch of res judicata. The court of appeals reversed. The Supreme Court reversed, holding that Honnen's breach of contract claim was barred. View "Honnen Equipment Co. v. DAZ Management, LLC" on Justia Law
Ahhmigo, LLC v. Synergy Co. of Utah, LLC
The Supreme Court affirmed the judgment of the district court denying Ahhmigo, LLC's motion to vacate the arbitrator's ruling in favor of The Synergy Company of Utah, LLC in this breach of contract proceeding, holding that the district court did not err.Ahhmigo filed a complaint and demand for arbitration against Synergy, alleging breach of contract, unjust enrichment, and other climes. Synergy agreed to arbitrate Ahhmigo's claims, and the arbitrator ruled in favor of Synergy. Ahhmigo moved the district court to vacate the arbitration award, arguing that the arbitrator had manifestly disregarded the law. The district court denied the motion and confirmed the arbitration award. The Supreme Court affirmed, holding that this Court will not reach the question presented on appeal because Ahhmigo did not raise it in the district court. View "Ahhmigo, LLC v. Synergy Co. of Utah, LLC" on Justia Law
Hitorq, LLC v. TCC Veterinary Services, Inc.
The Supreme Court affirmed the decision of the court of appeals affirming the judgment of the district court compelling arbitration in this suit alleging breach of contract and breach of the covenant of good faith and fair dealing, holding that there was no error.Three doctors, including Lisa Pasquarello and John Artz, formed a limited liability company for their veterinary clinic and adopted an operating agreement that contained an arbitration clause. When Pasquarello tried to sell her portion of the practice to Artz through an oral agreement and the sale failed, Pasquarello brought this lawsuit against Artz. The district court compelled arbitration, concluding that the claims fell under the arbitration clause in the operating agreement. The court of appeals affirmed. The Supreme Court affirmed, holding (1) each of Pasquarello's claims related to the enforcement or interpretation of the operating agreement; and (2) therefore, court of appeals correctly held that the district court properly compelled arbitration. View "Hitorq, LLC v. TCC Veterinary Services, Inc." on Justia Law
Hayes v. Intermountain GeoEnvironmental Services, Inc.
The Supreme Court affirmed the judgment of the court of appeals affirming the judgment of the district court dismissing Plaintiffs' claims against Intermountain GeoEnvironmental Services, Inc. (IGES), holding that the court of appeals correctly construed the Economic Loss Statute, Utah Code 78B-4-513(1) to (2), to reach Plaintiffs' negligence claims.After moving into their home, Plaintiffs discovered that the walls and foundation were cracking due to "failure surfaces" in the soil approximately sixty-five feet beneath their home. Plaintiffs brought suit against IGES, a geotechnical engineering firm that provided a geotechnical report stating that the site was safe for residential construction, asserting a variety of tort and contract claims. The district court dismissed the claims. The court of appeals affirmed. The Supreme Court affirmed, holding (1) Plaintiffs brought an action for defective design, and therefore, the Economic Loss Statute applied and barred Plaintiffs' negligence claims; and (2) the court of appeals did not err in failing to analyze whether a common law independent duty exception applied to their claims because no common law exception was available. View "Hayes v. Intermountain GeoEnvironmental Services, Inc." on Justia Law
Drew v. Pacific Life Insurance Co.
The Supreme Court vacated the determination of the court of appeals that R. Scott National, Inc. (RSN) was an "agent" of Pacific Life Insurance Company (Pacific Life) based on Utah Code 31A-1-301(88)(b), and therefore granting partial summary judgment to Plaintiffs on their claim that Pacific Life should be held liable for RSN's alleged misdeeds, holding that remand was required.The district court granted summary judgment to Pacific Life, concluding that nothing RSN did was within the actual or apparent authority Pacific Life granted RSN. The court of appeals reversed and granted partial summary judgment for Plaintiffs, holding that RSN was Pacific Life's agent and that RSN's actions fell within the scope of authority Pacific Life had granted RSN. The Supreme Court vacated the judgment below, holding that the court of appeals (1) erred in ruling that section 31A-1-301(88)(b) made RSN an agent of Pacific Life and in injecting respondeat superior principles into Utah Code 31A-23a-405(2); and (2) Plaintiffs were entitled to the entry of partial summary judgment on the issue of RSN's apparent authority from Pacific Life. View "Drew v. Pacific Life Insurance Co." on Justia Law
Al-In Partners, LLC v. LifeVantage Corp.
The Supreme Court affirmed the judgment of the district court denying a wellness company's motion to dismiss this breach of contract action brought by an independent distributor, holding that the distributor's allegation of an express oral waiver was legally sufficient to defeat a motion to dismiss.In its complaint, the distributor claimed that the company had waived - through express oral statements and conduct - the provision upon which it later relied to terminate the distributor's contract. In moving to dismiss the complaint, the company argued that where the contract contained both an antiwaiver provision and a requirement that any waiver be in writing, the distributor's claims were insufficient as a matter of law to waive a provision of the contract. The district court denied the motion to dismiss. The Supreme Court affirmed, holding (1) a contracting party alleging waiver must show the other party intentionally waived both the underlying provision and any applicable antiwaiver provisions; and (2) the alleged facts, taken as true, were sufficient to infer that the company waived the underlying provision and the applicable antiwaiver provisions. View "Al-In Partners, LLC v. LifeVantage Corp." on Justia Law
Rossi v. University of Utah
The Supreme Court affirmed the judgment of the district court dismissing Plaintiff's claims against the University of Utah for breach of contract, breach of the covenant of good faith and fair dealing, and negligence, holding that Plaintiff did not identify a basis for a legal cause of action against the University.After the University dismissed Plaintiff from its neuroscience Ph.D. program, and the decision was affirmed at every level of administrative review, Plaintiff brought his action against the University. The district court dismissed all claims on summary judgment. The Supreme Court affirmed, holding (1) as to Plaintiff's breach of contract claims, the University was entitled to judgment as a matter of law; (2) Plaintiff's claims for breach of the covenant of good faith and fair dealing failed; and (3) the district court correctly dismissed Plaintiff's negligence claim. View "Rossi v. University of Utah" on Justia Law
doTERRA v. Kruger
The Supreme Court affirmed the judgment of the district court denying doTERRA International, LLC's motion for partial summary judgment asserting that Jessica Kruger, who sought, among other things, punitive damages based on doTERRA's failure to warn about the potential dangers of its product, waived the right to seek punitive damages, holding that the trial court correctly denied doTERRA's motion for summary judgment.Kruger, a doTERRA International, LLC distributor, applied a doTERRA product to her skin before visiting a tanning salon and was later diagnosed with second and third-degree chemical burns. doTERRA filed a motion for summary judgment, arguing that Kruger was contractually restricted from seeking punitive damages because she had waived her ability to claim punitive damages in the agreement she signed to become a doTERRA distributor. The Supreme Court affirmed but vacated the district court's reference to doTERRA's contract as one of adhesion, holding that because the waiver in doTERRA's agreement was neither clear nor unambiguous Kruger did not waive her right to sue doTERRA for punitive damages arising out of a personal injury. View "doTERRA v. Kruger" on Justia Law