Justia Contracts Opinion Summaries

This appeal stemmed from numerous trademark and unfair competition claims over the name "Patsy's." Patsy's Italian Restaurant appealed, and Patsy's Pizzeria cross-appealed, from a judgment of the district court after a jury trial on claims brought pursuant to trademark and unfair competition law. The court upheld the district court's jury instructions; affirmed the district court's refusal to grant a new trial on the issue of whether Patsy's Pizzeria made fraudulent statements to the Patent and Trademark Office, as well as its refusal to vacate the jury's verdict that Patsy's Italian Restaurant did not fraudulently obtain its trademark registrations; affirmed the district court's refusal to reinstate Patsy's Pizzeria's trademark registrations; and upheld the district court's denial of attorneys' fees and injunctive relief. Accordingly, the court affirmed the judgment of the district court.

Eric Walters was a federal employee covered by a Standard Option health insurance plan (the Plan) administered by Blue Cross Blue Shield of Kansas City (Blue Cross). In November 2007 he went to Weight Loss Healthcare Centers of America, Inc. (Weight Loss) to inquire about surgical treatment for obesity. Because Weight Loss had no contractual arrangement with Blue Cross as either a preferred provider or a participating provider, Walters would expect to pay more than if he used a provider that had a contract. Nevertheless, Walters had outpatient laparoscopic surgery at Weight Loss to help him better control his weight. Although Walters obtained preauthorization from Blue Cross for the surgery, there was no indication in the record that he requested or received information about his out-of-pocket costs. Weight Loss billed Blue Cross for the procedure. The Blue Cross Plan paid $2,300 according to the Planâs benefit for out-of-network providers. Weight Loss appealed the payment to the federal Office of Personnel Management (OPM), which held that Blue Crossâs interpretation of Waltersâs Plan was correct and it had paid the proper amount. The district court affirmed OPMâs decision. Upon review, the Tenth Circuit determined that OPM reasonably interpreted the Plan language. However, the Court reversed the district courtâs decision because OPM neither (1) reviewed the evidence that would show whether Blue Cross had correctly calculated the Plan allowance, nor (2) explained why such review was unnecessary.

WPP Luxembourg Gamma Three Sarl (WPP) appealed from the district court's dismissal of the amended complaint pursuant to Federal Rule of Civil Procedure 12(b)(6). Defendant and cross-appellants cross-appealed the district court's decision to dismiss some of WPP's claims without prejudice. WPP generally alleged violations of the Securities and Exchange Act of 1934, 15 U.S.C. 78(a), that amidst large operating losses unknown to investors, Spot Runner executives solicited WPP to buy shares in it at the same time that executives of the company were selling personally owned shares. The court affirmed the dismissal of the Rule 10b-5(a) and (c) fraudulent scheme against all of the defendants, the dismissal of the Rule 10b-5(b) fraudulent omissions claim against the general counsel for Spot Runner and Spot Runner, and the dismissal of the Rule 10b-5 insider trading claim against Spot Runner. The court reversed the dismissal of the Rule 10b-5(b) omission claims against the founders of Spot Runner.

When it was sued by its former president and CEO, the Equine Assisted Growth and Learning Association (EAGALA) requested coverage for the costs of its defense from its insurance carrier, Carolina Casualty. Carolina Casualty denied coverage, contending that the complaint was brought "by, on behalf of, or in the right of" EAGALA, a type of claim excluded from coverage by the insurance policy. EAGALA sued Carolina Casualty to establish coverage for the costs of defending the suit. The district court granted Carolina Casualty's motion for judgment on the pleadings and dismissed EAGALA's complaint after determining that it was unnecessary and improper for the court to consider extrinsic evidence to discern whether Carolina Casualty had a duty to defend EAGALA. The court of appeals reversed, concluding that under the language of the insurance policy, extrinsic evidence was admissible to determined whether the complaint was actually filed by, on behalf of, or in the right of EAGALA. On review, the Supreme Court affirmed the court of appeals' decision, holding that the district court erred when it refused to consider extrinsic evidence as required by the terms of the insurance policy.

This action arose out of the sale of Giant Cement Holding, Inc. (Giant) by defendant Cementos Portland Valderrivas (CPV) to defendant Corporacion Uniland S.A. Sagarra Inversiones, S.L. (Sagarra) challenged the transaction on the basis of CPV's self-dealing because of its position as the majority shareholder on both sides of the transaction. Sagarra purported to bring this action individually and derivatively on behalf of nominal defendant Uniland Acquisition Corp. (Uniland Delaware). The court held that to the extent the Complaint asserted a multiple derivative action on behalf of Uniland Delaware, it must be dismissed because Sagarra did not have standing to raise those claims based on the court's review of Spanish law. The court held that for the same reasons, Counts I and II, which assert multiple derivative claims on behalf of Uniland Delaware, were dismissed. The court's determination with respect to Sagarra's lack of standing as to Counts I and II was equally applicable to Count III. The court finally held that because Count IV raised fiduciary duty claims under Spanish law, the better course of action was for the court to exercise its discretion and dismiss Count IV. Therefore, defendants' motion to dismiss the Complaint was granted and an implementing order would be entered.

This case stemmed from a dispute between a hedge fund manager and the hedge fund's seed investor. The central issue was contractual and involved whether the hedge fund manager could use the Gate Provision in the Partnership Agreement to lock up the seed investor. The court held that the hedge fund manager's refusal to honor the withdrawal request and return the seed investor's capital in full was a violation of the Seeder Agreement and a breach of contract. The court held that, in the alternative, even if the Gates were potentially applicable, it was a breach of fiduciary duty for the hedge fund manager to use the Gates solely for a selfish reason. Therefore, the court ordered the immediate return to the seed investor of all of its capital and awarded interest to compensate it for the delay. The court also disposed of several other claims raised by the hedge fund manager and the seed investor.

This appeal involved a contract dispute between Bart Enterprises International, Ltd. (Bart Enterprises), and its assignees (Bart Group), and Walter Mercado Salinas (Mercado) where the contract described Bart Enterprises as being "in the business of producing and distributing entertainment programming," and described Mercado as "a well-known psychic and astrologer who provide[d] psychic and astrological counseling to the public." The court held that the district court did not err in denying the Bart Group's motion for a new trial on the issue of damages; the district court did not abuse its discretion by striking the Bart Group's six proposed expert witnesses; the district court did not abuse its discretion by refusing to grant the Bart Group a new trial on damages based on the sufficiency of the evidence; there was nothing wrong with the judge's closing comment; the district court did not err by denying the Bart Group's motion for judgment as a matter of law or in the alternative, to amend the judgment to include nominal damages; and because the court had determined that there were no errors constituting an abuse of discretion, there was no accumulation of error either. Accordingly, the court affirmed the judgment.

In 1983, Congress enacted the Nuclear Waste Policy Act, authorizing contracts with nuclear plant utilities, generators of spent nuclear fuel (SNF) and high-level radioactive waste (HWL) under which the gVovernment would accept and dispose of nuclear waste in return for the generators paying into a Nuclear Waste Fund, 42 U.S.C. 10131. In 1983, the Department of Energy entered into the standard contract with plaintiff to accept SNF and HLW. In 1987, Congress amended the NWPA to specify that the repository would be in Yucca Mountain, Nevada. The government has yet to accept spent fuel. The current estimate is that the government will not begin accepting waste until 2020, if at all. In 2001, plaintiff began constructing dry storage facilities to provide on-site storage for SNF rather than to continue using an outside company (ISFSI project). The Court of Federal Claims awarded $142,394,294 for expenses due to DOEâs breach; 23,657,791 was attributable to indirect overhead costs associated with the ISFSI project. The Federal Circuit affirmed. Breach of the standard contract caused plaintiff to build, staff, and maintain an entirely new facility; the ISFSI facilities had not existed prior to the breach and were necessitated by the breach.

Appellant/Respondent Harleysville Mutual Insurance Company ("Harleysville") issued a series of standard CGL policies to the Respondent developers or their predecessors (collectively "Crossmann") for a series of condominium projects in the Myrtle Beach area of South Carolina. The exterior components of the condominium projects were negligently constructed, which resulted in water penetration and progressive damage to otherwise nondefective components of the projects. The homeowners settled their lawsuits against Respondents. Crossmann then filed this declaratory judgment action to determine coverage under Harleysville's policies. Upon review of the lower courtâs order, the Supreme Court reversed a finding of joint and several liability against the developers and its insurer, and found the scope of Harleysville's liability was limited to damages accrued during its "time on the risk." In so ruling, the Court adhered to its holding in âJoe Harden Builders, Inc. v. Aetna Casualty & Surety Co.â: â[u]sing our âtime on riskâ framework, the allocation of the damage award against Crossmann must conform to the actual distribution of property damage across the progressive damage period. Where proof of the actual property damage distribution is not available, the allocation formula adopted herein will serve as an appropriate default method for dividing the loss among Crossmann's insurers.â The Court remanded the case to the trial court for further consideration of the "time on risk" allocation.

In May 2002, Respondent Eagle Windows & Doors, Inc.âs predecessor purchased Eagle & Taylor Companyâs assets (Eagle I) from Eagle I's bankruptcy estate. In 2000, homeowners constructed a residence using defective windows manufactured by Eagle I. In 2006, homeowners settled their construction claims against the Appellant contractor. The contractor and its insurer (Appellants) then brought this contribution suit against Respondent as successor to Eagle I. The circuit court granted respondent's motion to dismiss, holding (1) dismissal was required under Rule 12(b)(6) because a bankruptcy order expressly precluded any state law successor liability actions since the sale was "free and clear" under 11 U.S.C. 363(f) of the Bankruptcy Code; and (2) that dismissal was proper under Rule 12(b)(1) of the state rules of civil procedure because the bankruptcy court in Ohio which issued the Eagle I order retained jurisdiction over any claims against respondent for successor liability. Upon review, the Supreme Court found that Appellants' claim did not arise under either the settlement agreement or the order, nor did their claim relate to Eagle I. Rather, it was predicated upon Respondent's post-sale conduct which, Appellants contended, exposed it to successor liability under South Carolina state law. The Supreme Court concluded the court erred in dismissing this suit, and remanded the case for further proceedings.