Justia Contracts Opinion Summaries

Some of Plaintiffs’ cattle grazed on Defendants’ ranch. Plaintiffs sued Defendant alleging that Defendant breached numerous grazing contracts while Plaintiffs’ cattle were supposed to be calving, fattening, and breeding on Defendants’ pastures and that Defendant failed in his duty to adequately feed, supervise, and care for their cattle. The district court found that Defendant had breached the grazing contracts and awarded a total of $240,416 in damages. Defendant appealed. The court of appeals affirmed the damage award in most respects but remanded the award to the district court to correct three errors. The court also concluded that one Plaintiff, Steve Peterson, did not have standing and dismissed his claims. The Supreme Court affirmed in part, reversed in part, and remanded, holding (1) the court of appeals correctly found that Peterson, who failed to present evidence that he personally owned any of the cattle in question, had no standing; (2) Defendant breached the grazing contract; and (3) the court of appeals correctly resolved the question of damages. View "Peterson v. Ferrell" on Justia Law

Plaintiff was an LLC formed to own, develop, and sell real estate. Defendants were two entities formed to develop and sell real estate under the management and control of two of Plaintiff’s managers. The managers transferred funds from Plaintiff to Defendants, which used the funds to develop and sell their respective properties. Plaintiff was later dissolved, and a liquidating trustee appointed by the circuit court demanded the immediate repayment of the money owed by Defendants to Plaintiff. Plaintiff then filed an amended complaint against Defendants alleging breach of contract, unjust enrichment, and breach of fiduciary duty and seeking the imposition of constructive trusts on Defendants’ respective properties and proceeds from the sale of their properties. The circuit court granted Defendants’ plea in bar and dismissed the amended complaint, concluding that the complaint was time barred. The Supreme Court affirmed, holding that Plaintiff did not prove its entitlement to the tolling of the statute of limitations. View "Birchwood-Manassas Assocs., LLC v. Birchwood at Oak Knoll Farm, LLC" on Justia Law

Plaintiffs, Spectra-4 LLP and Spectet Limited Partnership, LLC, individually owned and leased neighboring commercial buildings. Uniwest Commercial Realty provided management services for the commercial buildings. As between Uniwest and Spectra-4, and between Uniwest and Spectet, two separate implied-in-fact contracts existed. The implied-in-fact contracts encompassed specific portions of previously expired express contract executed by a different set of parties. After Plaintiffs terminated Uniwest’s management services for both commercial buildings Uniwest withdrew premature termination fees and copying charges from Plaintiffs’ operating accounts. Plaintiffs filed warrants in debt against Uniwest alleging conversion. Plaintiffs later amended the complaints to include breach of contract claims. The district court awarded judgment in favor of Plaintiffs. The circuit court reversed and entered judgment in favor of Uniwest. The Supreme Court reversed, holding that the circuit court erred in concluding that the implied-in-fact contracts permitted Uniwest’s withdrawal of premature termination fees from Plaintiffs’ operating accounts because the implied-in-fact contracts did not include terms and conditions permitting Uniwest to withdraw premature termination fees or copying charges from the operating accounts. View "Spectra-4, LLP v. Uniwest Commercial Realty" on Justia Law

In spring of 2000, Plaintiffs hired Meyer Modernizing Company to install siding, soffits, and gutters on the home they were constructing. Plaintiffs moved into the home by late 2000. No later than 2002, Plaintiffs noticed water infiltration around window and door openings when it rained. Plaintiffs did not bring suit regarding their water infiltration claim until 2010. In 2013, Plaintiffs amended their complaint to include the assertion that Meyer concealed the absence of installed flashing. Under the applicable statute of limitations, Plaintiffs were permitted to file their cause of action within six years of its accrual. The circuit court granted Meyer’s motion for summary judgment. Plaintiffs appealed, arguing that there were genuine disputes of material fact as to the beginning of the six-year limitations period, and Plaintiffs offered no reason why the period of limitation should be tolled. View "Gades v. Meyer Modernizing Co." on Justia Law

In 2005, Plaintiffs purchased property from Seller, and Seller conveyed the property to Plaintiffs by deed. After the sale was finalized but before Plaintiffs were able to move into the property, Plaintiffs experienced significant flooding in the driveway, garage, and basement. The flooding and water-penetration issues persisted over the next several years. In 2010, Plaintiffs experienced extensive flooding of their property. Plaintiffs brought this action against Seller and entities involved in the sale (collectively, Defendants), alleging breach of contract, negligence, and fraud. The superior court granted Defendants’ motions for summary judgment. The Supreme Court affirmed in part and vacated in part, holding (1) the superior court correctly granted summary judgment on Plaintiffs’ contract and negligence claims; but (2) the merger and disclaimer clause contained in the purchase and sales agreement was not drawn with sufficient specificity to bar Plaintiffs’ claim for fraud. Remanded. View "McNulty v. Chip" on Justia Law

Plaintiff Fraser Trebilcock Davis & Dunlap, P.C. provided legal services to the defendants, a group of trusts, in connection with the financing and purchase of four hydroelectric dams. Dissatisfied with the representation they received, defendants refused to pay the full sum of fees billed by Fraser Trebilcock. To recover these unpaid fees, Fraser Trebilcock brought the underlying suit against defendants for breach of contract. Pursuant to MCR 2.403, the matter was submitted for a case evaluation, which resulted in an evaluation of $60,000 in favor of Fraser Trebilcock. Fraser Trebilcock accepted the evaluation, but defendants rejected it. The case proceeded to trial, resulting in a verdict for Fraser Trebilcock and a judgment totaling $73,501.90. Throughout the litigation of this breach-of-contract action, Fraser Trebilcock appeared through Michael Perry (a shareholder of the firm) and other lawyers affiliated with the firm. At no point did Fraser Trebilcock retain outside counsel, and there was no indication that the firm entered into a retainer agreement with its member lawyers or received or paid a bill for their services in connection with the litigation. After receiving the verdict, the parties filed posttrial motions: defendants moved for a new trial, and Fraser Trebilcock moved for case-evaluation sanctions under MCR 2.403(O), seeking to recover, inter alia, a “reasonable attorney fee” under MCR 2.403(O)(6)(b) for the legal services performed by its member lawyers. The trial court denied the defendants’ motion for a new trial, and granted Fraser Trebilcock’s motion for case-evaluation sanctions, ruling in particular that Fraser Trebilcock could recover an attorney fee as part of its sanctions. The issue on appeal to the Supreme Court was whether the plaintiff law firm could recover, as case-evaluation sanctions under MCR 2.403(O)(6)(b), a “reasonable attorney fee” for the legal services performed by its own member lawyers in connection with its suit to recover unpaid fees from defendants. Contrary to the determinations of the trial court and the Court of Appeals majority, the Supreme Court concluded it could not. Accordingly, the Court of Appeals was reversed in part, the trial court's award of fees was vacated, and the case remanded for further proceedings. View "Frazier Trebilcock Davis & Dunlap, P.C. v. Boyce Trust 2350" on Justia Law

Durukan America, a Texas candy company, sued Rain Trading, an Illinois wholesaler, and its president, Canbulat, breach of contract and deceptive practices for allegedly refusing to pay for $86,000 in merchandise. To prove service, Durukan filed with the court two affidavits from a process server. After a month passed without an answer from the defendants, the district court entered a default judgment for Durukan. About a year later, after Canbulat was arrested for failing to respond to a citation to discover evidence, the defendants moved to vacate the default judgment, submitting an affidavit and records to show that they were never served. Canbulat provided corroboration that he was not at the location where service purportedly occurred. Without holding a hearing to address the dueling affidavits, the district court denied the motion. The Seventh Circuit vacated and remanded, holding that the district court should have held a hearing to resolve the factual conflict in the affidavits. View "Durukan Am., LLC v. Rain Trading, Inc." on Justia Law

Red River Trucking, LLC, appealed an amended judgment determining Peterbilt of Fargo, Inc., had a valid repairman's lien for completed repairs to a truck owned by Red River Trucking, Peterbilt breached a contract with Red River Trucking to repair the truck, and Red River Trucking was entitled to $390.66 in damages for Peterbilt's breach of the repair contract. After review of the parties' arguments on appeal, the Supreme Court concluded Red River Trucking's appeal from the amended judgment was timely and issues about damages for breach of the repair contract were not moot because of the subsequent sheriff's sale of the truck. The Court also concluded the district court did not clearly err in finding Red River Trucking failed to mitigate its damages and in awarding Red River Trucking $390.66 in damages for Peterbilt's breach of the repair contract. View "Peterbilt of Fargo, Inc. v. Red River Trucking, LLC" on Justia Law

LoRoad, based in Oregon, negotiated to have GXV, based in Missouri, build a custom expedition vehicle. While the parties were exchanging drafts of an Agreement, LoRoad wired GVX $120,000, but subsequently expressed several concerns and requested revisions. GVX promised a final set of documents “incorporating everything we’ve come to agreement on” “for final review and then signatures, so we can get this thing moving.” After several disagreements, LoRoad stated “We do want you guys to create this vehicle however we are no where near having the documents done . . . and while you have our commitment in the form of a $120k deposit, that in no way means that you have an agreement with us until the final documents are signed, sealed and delivered properly.” The relationship further deteriorated and, with the project underway, LoRoad filed suit to compel arbitration, invoking the arbitration provision in the Agreement. GXV denied a valid, enforceable agreement to arbitrate. The district court held that LoRoad failed to accept the Agreement signed by GXV so that it could not enforce the arbitration provision in that Agreement. The Eighth Circuit affirmed. View "LoRoad, LLC v. Global Expedition Vehicles LLC" on Justia Law

Ramsey applied for $2 million in life insurance from Penn. His application indicated that he was a Cleveland firefighter and had last seen his physician for a checkup in 2006. During a medical examination by a nurse, Ramsey disclosed that he suffered from chronic ulcerative colitis; in 1984 a colorectal surgeon had surgically removed Ramsey’s colon to alleviate his symptoms. After reviewing his medical records, in mid-April, Penn offered him a policy with one of the lowest ratings Penn offers and an above-average premium. On April 28, Ramsey was examined at the Cleveland Clinic. Having had no treatment for 10-12 years, his visit was precipitated by “frequent bloody [bowel movements] and feel[ing] bad.” On June 1, Penn drafted and Ramsey signed amendments, changing the policy value to $500,000. Ramsey stated: I have not had a colon[o]scopy since 2004 and have had no gastrointestinal problems since that time. Ramsey was soon diagnosed with stage IV metastatic rectal cancer and died in September 2011. Penn denied an application for benefits, rescinded the policy, and returned $14,761.45 in premiums. The district court granted Penn summary judgment, finding Ramsey had failed to inform Penn of a change in the status of his health before the delivery of his policy, breaching a representation in the contract. The Sixth Circuit reversed, finding a genuine dispute as to whether Ramsey misrepresented the state of his health by failing to disclose his rectal bleeding and doctor visits. View "Ramsey v. Penn Mut. Life Ins.Co." on Justia Law