Justia Contracts Opinion Summaries

Retro Television Network appealed the district court's dismissal of its claims against appellees, Luken and Retro Television, under Rule 12(b)(6). In 2005, Equity entered into an intellectual property agreement (IPA) with Retro Television Network. Retro Television Network subsequently sued appellees seeking royalty payments and an accounting under the IPA. Because Retro Television Network failed to allege any facts that would make Luken liable for Equity's obligations under the IPA, the district court properly dismissed its claims against Luken. The court also held that the district court did not abuse its discretion in awarding attorneys' fees. View "Retro Television Network, Inc. v. Luken Communications LLC, et al" on Justia Law

Younglove Construction entered into a contract with PSD Development for the construction of a feed-manufacturing plant. When PSD withheld payment, Younglove brought this diversity suit against PSD and three other defendants. In its answer, PSD alleged it had sustained damages as a result of defects in a steel grain bin constructed by Custom Agri Systems, Inc. as a subcontractor. Younglove filed a third-party complaint against Custom Agri Systems, Inc. for contribution and indemnity. Custom turned to its insurer, Westfield Insurance Company, to defend and indemnify it in the litigation. Westfield intervened to pursue a judgment declaring it had no such duty under the terms of its commercial general liability (CGL) policy with Custom. At issue was whether the claims against Custom sought compensation for "property damage" caused by an "occurrence" under the policy. The district court granted summary judgment for Westfield. On appeal, the federal court of appeals certified questions of state law to the Supreme Court. The Court answered by holding that claims of defective construction or workmanship brought by a property owner are not claims for "property damage" caused by an "occurrence" under a CGL. View "Westfield Ins. Co. v. Custom Agri Sys., Inc." on Justia Law

Plaintiff loaned funds to Defendant. As part of their credit arrangement, Plaintiff acquired the right to purchase fifteen telecommunications towers from Defendant, either within a specific period or otherwise in the event of default. Plaintiff and Defendant also agreed that Plaintiff, in its discretion, could lend additional funds that would help Defendant acquire or develop more towers. Plaintiff, however, decided not to lend Defendant any more funds and instead elected to purchase the fifteen towers from Defendant. Defendant, believing Plaintiff had failed to satisfy a commitment to lend Defendant more funds, sued. The superior court ruled in favor of Plaintiff, and the Supreme Court affirmed. Plaintiff then sought a declaratory judgment for specific performance of its claimed contractual right to acquire the towers from Defendant. The Court of Chancery ruled in favor of Plaintiff, holding that neither mutual or unilateral mistake allowed for reformation of the contract, and because a valid contract existed and the balance of the equities tipped in Plaintiff's favor, Plaintiff's request for specific performance was granted. View "CC Fin. LLC v. Wireless Props., LLC" on Justia Law

The Supreme Court granted certiorari to decide whether the appellate court correctly construed the standing requirement for a motor vehicle dealership to sue under OCGA 10-1-664 (the anti-encroachment provision of the Georgia Motor Vehicle Franchise Practices Act). "While the anti-encroachment provision could have been drafted more clearly, we believe that the Act as a whole, and particularly its definitions provision, OCGA 10-1-622, elucidate[s] the proper application of the anti-encroachment provision to the facts of this case." Though the Court disagreed with the rationale of the majority of the appellate panel, it concluded the panel reached the right result, and therefore affirmed the court of appeals' judgment. View "WMW, Inc v. American Honda Motor Company, Inc." on Justia Law

In 1993, Bowers and the FAA entered into a lease for office and warehouse space. The FAA agreed to monthly payments, $19,509, beginning in January 1994, payable each month “in arrears.” The parties modified the lease eight times until termination on September 30, 2006. In 2008, Bowers filed a claim of $82,203.72 with the contracting officer (41 U.S.C. 7103(a)(1)), for the final month’s rent and property damage. Bowers claimed that because the contract provided for payment “in arrears,” payment made in September, 2006 was for the August rent. The contracting officer held that rent was actually paid in advance, but allowed other, minor, claims. Before the Civilian Board of Contract Appeals, Bowers attempted to establish that the FAA had not paid rent for three months in 1994. CBCA rejected the attempt and Bowers signed a certificate of finality. In 2009 Bowers submitted two more claims: $56,640.78 (plus interest) for assertedly unpaid rent for January, February, and March of 1994 and that the FAA underpaid by $664 every month from October 1, 1998 to October 1, 2006, a total of $64,408.00 (plus interest). The contracting officer denied the claims. The Claims Court held that the CBCA’s final decision precluded the litigation. The Federal Circuit affirmed. View "Bowers Inv. Co, LLC v. United States" on Justia Law

This action arose from a bidding dispute between Bidder and Owner over a contract to install rubber flooring for a renovation project. Bidder filed a complaint against Owner, alleging that the biding specifications were ambiguous, the bidding process was unfair, and that Owner improperly imposed a sole source specification in violation of law. Bidder also sought recovery of attorneys' fees incurred in bringing this action. Later, Owner withdrew the solicitation, rendering Bidder's complaint moot. The parties subsequently filed cross-motions for summary judgment on Bidder's request for attorneys' fees. The Court of Chancery granted Owner's motion for summary judgment, holding that Bidder failed to demonstrate that Owner's conduct warranted an award of attorneys' fees and expenses. View "Marra v. Brandywine Sch. Dist." on Justia Law

Defendant entered into an oral agreement with his sister, Defendant, for the bailment of farm animals and farm equipment on her land. After their cooperative effort to breed horses broke down, Defendant sold her farm and the horses. Plaintiff subsequently retrieved most of his equipment from the farm and sued Defendant for conversion and breach of the bailment contract. Defendant counterclaimed for the expenses of maintaining the equipment and caring for the horses. The district court awarded no damages. The court of appeals affirmed the rulings against Plaintiff but found the district court erred in denying sanctions against Plaintiff. The Supreme Court reversed in part, holding (1) Plaintiffs' action in tort was not barred by the statute of limitations; (2) the district court erred by rejecting Plaintiff's claim for conversion; (3) the court of appeals correctly found that the district court abused its discretion by refusing to award attorney fees as a sanction, but the question of attorney fees was remanded to the district court for determining the amount of fees to be awarded. View "Schoenholz v. Hinzman" on Justia Law

This matter was before the Supreme Court on a motion for reconsideration filed by Appellant, Acordia of Ohio, LLC (the LLC). The Supreme Court granted the motion. In Acordia I, the Court affirmed the judgment of the court of appeals, concluding that while the noncompete agreements of employees (Appellees), who were originally employed by a contracting employer, transferred by operation of law following merger with the LLC, the language found in those agreements precluded the LLC from enforcing them as if it had stepped into the shoes of the original contracting employer. Upon reconsideration, the Supreme Court reversed the court of appeals, holding (1) the language in Acordia I stating that the LLC could not enforce the employees noncompete agreements as if it had stepped into the original contracting company's shoes was erroneous; and (2) the LLC here may enforce the noncompete agreements as if it had stepped into the shoes of the original contracting companies, provided that the noncompete agreements are reasonable under the circumstances of this case. View "Acordia of Ohio, LLC v. Fishel" on Justia Law

Leete & Lemieux (L&L) filed a four-count complaint against Appellant for failure to pay $10,917 for legal services rendered, plus accrued interest. The district court stayed the action until resolution by a panel of the fee arbitration commission upon a motion by Appellant. A fee arbitration panel determined that Appellant owed L&L the full amount of the unpaid fees charged, plus interest. The district court confirmed the award. Appellant appealed, asserting that the panel and the district court erred in declining to consider his claim that the statute of limitations barred L&L's recovery of fees. The Supreme Court affirmed, holding that the district court did not err in confirming the arbitration award, as (1) Defendant could have asserted the statute-of-limitations affirmative defense in his request to stay the matter pending arbitration and asked to have had that issue decided by the court prior to arbitration; and (2) therefore, Appellant was estopped from asserting a statute-of-limitations defense at this stage in the proceedings. View "Leete & Lemieux, P.A. v. Horowitz" on Justia Law

Appellant Voltage Vehicles appealed an order of the Arkansas Motor Vehicle Commission directing Voltage to repurchase six 2008 electric vehicles from two Arkansas dealers (collectively referred to as "Rainbow"). The order stemmed from a safety recall issued by Voltage regarding its vehicles, Rainbow's subsequent letter to Voltage and to the Commission notifying them of its desire to terminate the licensing agreement, and Voltage's refusal to repurchase the six vehicles Rainbow purchased from Voltage. The circuit court affirmed the Commission's order. Voltage appealed, arguing that the buy-back provisions of the Arkansas Motor Vehicle Commission Act did not require it to repurchase the vehicles in Rainbow's inventory because they were not for the "current model year and one year prior model year." The Supreme Court reversed, holding that because the Commission failed in its obligation to make sufficient findings of fact relevant to the contested issued of what constituted the current model year, the Court could not determine whether the Commission resolved that issue in conformity with the law. Remanded to make findings based on the correct termination date. View "Voltage Vehicles v. Ark. Motor Vehicle Comm'n" on Justia Law