Justia Contracts Opinion Summaries

Appellants guaranteed a promissory note executed in favor of Respondent, which was secured by land in Arizona. The guaranties were executed in Nevada and contained a Nevada choice-of-law provision. After default on the note, Respondent filed a complaint in Nevada and then initiated foreclosure proceedings in Arizona. Respondent sought a deficiency judgment on the guaranty through its initially filed complaint. The district court concluded that because the property was located in Arizona and sold pursuant to Arizona law, neither Arizona’s nor Nevada’s limitations period applied for seeking a deficiency judgment, and therefore, the deficiency judgment could proceed. Judgment was entered in Respondent’s favor for $929,224. The Supreme Court reversed, holding (1) because of the choice-of-law provision in the promissory note, Nevada law - particularly Nevada’s limitations period - applied in this case; and (2) Respondent failed to comply with Nev. Rev. Stat. 40.455(1) because it did not apply for a deficiency judgment within six months of the foreclosure sale, and therefore, the district court erred when it denied Appellants’ motion to dismiss the complaint as time-barred. View "Mardian v. Greenberg Family Trust" on Justia Law

Appellant, a Utah-based credit union, loaned an amount of money secured by real property in Mesquite Nevada to Respondents. Respondents later defaulted. Appellant held a trustee’s sale, resulting in a deficiency on the loan balance. Appellant sued Respondents in Clark County to recover the deficiency. Respondents filed a motion to dismiss the action under Nev. R. Civ. P. 12(b)(1), alleging that Appellant could not sue to recover the deficiency in Nevada. The district court granted the motion to dismiss, finding that the note and loan agreement contained language clearly expressing the parties’ intent to submit litigation relating to the note and agreement to the jurisdiction of the State of Utah. At issue on appeal was whether forum selection clauses in the loan agreement and note were mandatory or permissive. The Supreme Court reversed, holding that the contract clauses stating that the parties shall “submit themselves to the jurisdiction of” Utah were permissive forum selection clauses, and therefore, the district court erred when it found that Utah was the sole forum for any controversy and dismissed the case for lack of subject matter jurisdiction. View "Am. First Fed. Credit Union v. Soro" on Justia Law

Stephen Hansen was injured when Brad Aguilar struck Hansen’s vehicle. Hansen sued Aguilar, who was insured by State Farm Mutual Automobile Insurance Company. State Farm agreed to defend Aguilar under a reservation of rights. Aguilar agreed to a settlement with Hansen in which he assigned his rights against State Farm to Hansen. Hansen filed this action in federal district court alleging, among other claims, that State Farm breached a contract in its representation of Aguilar. The federal district court concluded that State Farm breached its contractual duty to defend Aguilar because it did not provide Aguilar with independent counsel of his choosing. State Farm moved for reconsideration. The federal district court granted the motion in part and certified two questions to the Supreme Court concerning Nevada’s conflict-of-interest rules in insurance litigation. The Supreme Court answered (1) Nevada law requires an insurer to provide independent counsel for its insured when a conflict of interest exists between the insurer and its insured; and (2) an insurer is only obligated to provide independent counsel when an actual of conflict exists, and a reservation of rights letter does not create a per se conflict of interest. View "State Farm Mut. Auto. Ins. Co. v. Hansen" on Justia Law

Plaintiffs, Keith Randall Sparkman and In-Depth Sanitary Service, Inc., filed a complaint against Defendants, CONSOL Energy Inc. and CONSOL of Kentucky, Inc. for breach of contract and tortious interference with contract. The contracts at issue in this dispute were entered into by In-Depth Sanitary Service Group, which was not named in the complaint. The jury found in favor of “Keith Randall Sparkman d/b/a In-Depth Service Group." Defendants appealed, and Plaintiffs cross-appealed. The Court of Appeals disposed of the matter sua sponte based on a perceived lack of jurisdiction, concluding that the wrong parties had filed suit, and the trial court’s judgment awarded damages to a “non-party.” The Supreme Court reversed, holding (1) the judgment of the trial court identified the correct party because the parties mutually consented to the amendment of the complaint to reflect Keith Randall Sparkman d/b/a In-Depth Sanitary Service Group; and (2) the naming of the parties in the notice of cross-appeal was sufficient to transfer jurisdiction to the court of appeals. View "Sparkman v. Consol Energy of Kentucky, Inc." on Justia Law

Irish Oil & Gas, Inc. was an oil and gas exploration, production, and brokerage company. Border Resources, LLC provided landman services to clients, including acquiring leases, performing due diligence, and providing title curative work. This case involved Border's claim against Irish Oil for breach of contract for landman services Border provided to Irish Oil and Irish Oil's counterclaim against Border for breach of fiduciary duty in performing those services. Irish Oil appealed the judgment entered after a bench trial, that awarded Border damages and prejudgment interest and dismissed Irish Oil's counterclaim for breach of fiduciary duty. After review, the Supreme Court concluded the district court did not clearly err in finding Border did not breach its fiduciary duty while providing professional landman services to Irish Oil and in finding leases Border acquired for Irish Oil were sold for $1,100 per net mineral acre. Furthermore, the Court concluded the trial court did not abuse its discretion in denying Irish Oil's motion to amend its counterclaim to add individual landmen as counterclaim defendants. View "Border Resources, LLC v. Irish Oil & Gas, Inc." on Justia Law

In 2005, Landmark Investment Group, LLC entered into a contract with Chung Family Realty Partnership, LLC (Chung, LLC) to purchase certain property. Chung, LLC repudiated the contract after receiving a more attractive offer from CALCO Construction & Development Company (Calco) and John Senese, Calco’s president and owner (together, Defendants). Landmark successfully sued for specific performance of the contract but was unable to purchase the property after it was sold at a foreclosure auction where a company controlled by Senese was the highest bidder. Landmark then filed suit against Defendants, alleging tortious interference with its contractual relations and a violation of the Connecticut Unfair Trade Practices Act (CUTPA). The jury returned a verdict in favor of Landmark on both counts. The trial court, however, granted Defendants’ motion for judgment notwithstanding the verdict (JNOV) and rendered judgment for Defendants. The Supreme Court reversed, holding that the trial court (1) improperly granted Defendants’ motion for JNOV because it failed to view the evidence in the light most favorable to sustaining the jury’s verdict; and (2) incorrectly concluded that Landmark presented insufficient evidence to support its claims. View "Landmark Inv. Group, LLC v. CALCO Constr. & Dev. Co." on Justia Law

In 2010, Yan Chen, who had a business interest in a restaurant, entered into a 10-year lease agreement with Russell Realty, LLC, and MRT, LLC. The property to be leased was located in Greenville. The lease agreement was drafted by Russell Realty and contained an arbitration clause. In 2012, Russell Realty and MRT sued Chen along with Qiaoyun He, Joe Zou, and Yami Buffet, Inc., alleging breach of contract. Chen filed a response to the motion, alleging that she had been in China for a few months, and that she had not been personally served with notice of the lawsuit. She subsequently filed a motion to dismiss the complaint, asserting that the lease agreement contained an arbitration clause and that "said complaint[] fails to state any measures that have been taken in lieu of the fulfillment of such agreed Arbitration Clause." The trial court denied both Russell Realty and MRT's motion for a default judgment and Chen's motion to dismiss. About a month after this, Chen filed a motion to compel arbitration, asserting that, as "part of Plaintiffs['] lease agreement, plaintiff[s] agreed to binding arbitration. In 2013, Chen filed a second motion to dismiss, alleging that Russell Realty and MRT had refused to mediate and had refused to arbitrate. Russell Realty and MRT filed an objection to Chen's second motion to dismiss, asserting that "time of the stay set by the court has almost expired and Defendant Yan Chen has not made any movement, act, or effort to seek Arbitration to resolve the issues." Russell Realty and MRT again sought a default judgment against the defendants, including Chen. She asserted that counsel for Russell Realty and MRT had failed to respond to her attempts to seek a settlement before the hiring of a mediator or arbitrator and that, subsequently, she had contacted a mediator/arbitrator and Russell Realty and MRT had not responded to her choice of mediator/arbitrator. The trial court then entered an order stating that the Chen's appeal was moot as the court had not yet entered a final order. In early 2015, the trial court entered an order awarding Russell Realty and MRT $682,050.10 against all the defendants, including Chen, jointly and severally. Chen appealed. Based on its review of the facts in the circuit court record, the Supreme Court reversed with regard to Chen and remanded the case for the trial court to enter an order requiring arbitration in accordance with the terms of the lease agreement. View "Chen v. Russell Realty, LLC" on Justia Law

In 2006, fire destroyed Calvin’s home. His insurer paid the claim, but indicated that it would not reinsure him. Calvin rebuilt on the same land and applied for a policy through the Mackey Agency. Calvin answered questions posed to him by Eleen Mackey, an employee, who entered the information into a computer. Asked if he had a fire loss within the previous three years, Calvin stated that he had a fire at the same location. Mackey printed the application. Calvin signed without reading it. The “No” box next to the question about prior fire loss was marked, but the blank within the question was not filled in. The space for Calvin's initials is also blank. Metropolitan issued a homeowner’s policy in 2007. Calvin paid the premiums regularly. In 2011, Calvin’s rebuilt home was destroyed by fire while the family was on vacation. Metropolitan’s investigation was inconclusive; no cause could be determined. Metropolitan denied Calvin’s claim and sought a declaratory judgment to void the policy, based on material misrepresentations in the application and the claims process, claiming that Calvin caused the fire to be set. Calvin counterclaimed breach of contract, slander, outrage, and bad faith. The district court determined that Calvin misrepresented his prior loss and that there was no evidence that Metropolitan acted in a dishonest, malicious, or oppressive manner. The Eighth Circuit reversed as to misrepresentation in the application and breach of contract, but affirmed with respect to bad faith and on Metropolitan’s defense of arson claim. Metropolitan can seek rescission of the contract. View "Metro. Prop. & Cas. Ins. Co. v. Calvin" on Justia Law

Jennifer Ploutis’ home was insured under a policy issued by Allstate Property and Casualty Insurance Company when water pipes in the home burst, damaging the home and certain contents. When the parties were unable to reach an agreement on the cost of certain repairs, Ploutis filed a complaint for breach of contract against Allstate. Upon the request of Ploutis, the action was nonsuited. Well after two years after the damage was sustained, Ploutis filed the present action. Allstate filed a demurrer asserting that Ploutis failed to comply with the conditions precedent under the policy by bringing the action within two years “after the inception of loss or damage.” The circuit court overruled the demurrer, concluding that the limitations period was tolled pursuant to Va. Code Ann. 8.01-229(E)(3), which tolls the “statute of limitations” with respect to nonsuited actions. Judgment was entered in favor of Ploutis. The Supreme Court reversed the judgment of the circuit court and entered final judgment for Allstate, holding that the circuit court erred in ruling that section 8.01-229(E)(3) applies to the contractual period of limitations for filing an action under Allstate’s policy. View "Allstate Prop. & Cas. Ins. Co. v. Ploutis" on Justia Law

This appeal arose from a failed land sale contract between Plaintiff and Defendant. Plaintiff filed a complaint against Defendant, asserting claims for, inter alia, breach of contract and recession based on mutual mistake. Defendant counterclaimed for, inter alia, breach of contract, abuse of process, and nuisance. After a trial, the jury returned a unanimous verdict for Defendant on its nuisance and abuse of process counterclaims. The Supreme Court affirmed in part and reversed in part, holding (1) the district court did not err in denying Plaintiff’s motion for summary judgment on its mutual mistake rescission claim, as a mutual mistake will not provide a ground for rescission where one of the parties bears the risk of mistake; (2) an abuse of process claim may not be supported by a complaint to an administrative agency instead of one involving a legal process, and therefore, Defendant failed to establish the elements of abuse of process; and (3) a nuisance claim seeking only emotional distress damages does not require proof of physical harm, and the facts in this case supported the damages award arising under Defendant’s nuisance counterclaim. View "Land Baron Invs., Inc. v. Bonnie Springs Family LP" on Justia Law