Justia Alabama Supreme Court Opinion SummariesArticles Posted in Contracts
Roberson v. Drummond Company, Inc.
In the case before the Supreme Court of Alabama, David and Anna Roberson appealed from an order by the Jefferson Circuit Court that dismissed their indemnification claim against Drummond Company, Inc. ("Drummond"). David, a former vice president of Drummond, was convicted of bribery in federal court for approving payments that were part of an environmental public-relations campaign. After his conviction, Drummond continued to pay David's salary and benefits for a period, but later terminated his employment. The Robersons then sued Drummond and others, asserting multiple claims, including one for indemnification. They alleged that Drummond had directed David to make the payments that were later deemed to be bribes, and that he had incurred damages as a result, for which Drummond had a duty to indemnify him. The circuit court dismissed the indemnification claim, ruling that indemnification generally comes into play in a contractual arrangement, and the Robersons had neither produced nor alleged the existence of a contract or agreement establishing such a duty. The Robersons appealed this decision.The Supreme Court of Alabama affirmed the lower court's decision. The court found that the losses the Robersons sought to recover were not indemnifiable, as they were not judicially imposed liabilities to a third party or out-of-pocket expenses that David incurred in processing the invoices. The court also found that the Robersons failed to demonstrate they had sufficiently pleaded a claim for common-law indemnification. The court rejected the Robersons' argument that Drummond's resolution to pay David's salary and benefits constituted a contract for indemnification, stating that the obligation they alleged Drummond undertook was not a promise to indemnify David, but simply a promise not to fire him. Finally, the court found that the Robersons had failed to preserve their claim for court-ordered indemnification under the Alabama Business and Nonprofit Entity Code for appellate review, as they had not asserted this argument in the trial court. View "Roberson v. Drummond Company, Inc." on Justia Law
Reeves v. Wilson Floor and Wallcovering, Inc.
In November 2015, Joseph H. Reeves contracted with Wilson Floor & Wallcovering, Inc. ("Wilson Floor") and its owner, Tom Wilson, to replace the wood flooring in his home. After the work was completed, Reeves found the new flooring to be unlevel and claimed that Wilson Floor and Tom Wilson refused to make further repairs. Reeves filed a complaint against "Tom Wilson" and "Wilson Flooring" in May 2017, alleging negligence, fraudulent suppression, fraudulent inducement, and breach of contract.The Supreme Court of Alabama reviewed the case after the Autauga Circuit Court dismissed Reeves's claims against Wilson Floor due to "lack of service" under Rule 4, Ala. R. Civ. P. Although it was undisputed that Reeves's attempted service on Wilson Floor was ineffective, the Supreme Court of Alabama concluded that Wilson Floor was adequately informed of Reeves's action against it, and hence, the trial court's dismissal of his claims against Wilson Floor was prohibited under Rule 4(i)(2)(C).The Court noted that while Tina Wilson, Tom Wilson's wife, was not Wilson Floor's registered agent, she was one of the company's listed officers and could accept service on its behalf. As Tina had actually received the summons and the complaint, the Court established that Wilson Floor was informed of Reeves's action within time to avoid default. Therefore, the Supreme Court of Alabama reversed the trial court's order dismissing Reeves's action against Wilson Floor and remanded the case for further proceedings. View "Reeves v. Wilson Floor and Wallcovering, Inc." on Justia Law
Ex parte Mullen
In this case, Richard Mullen and Cheryl Mullen petitioned the Supreme Court of Alabama for a writ of mandamus to direct the Jefferson Circuit Court to transfer their case to the Walker Circuit Court. The case at hand arises from a dispute between the Mullens and Karl Leo and Fay Leo, who purchased a parcel of property from the Mullens in Walker County. The Leos alleged that the Mullens, unlicensed homebuilders, sold them a residence with multiple latent defects and refused to remedy these defects. The Leos filed a suit against the Mullens in the Jefferson Circuit Court, where the Mullens resided, claiming breach of contract, breach of the implied warranty of habitability, fraud, negligence, and fraudulent suppression.The Mullens sought dismissal or transfer of the case to Walker County, arguing that as the property in question was located there, it was the appropriate venue. The Jefferson Circuit Court, however, denied their motion. The Mullens then petitioned the Supreme Court of Alabama, arguing that Walker County was the proper venue due to the location of the property and the Leos' request for equitable relief in their complaint.The Supreme Court of Alabama granted the Mullens' petition for a writ of mandamus. The Court found that the property sold by the Mullens to the Leos in Walker County was the "subject matter" of the action within the meaning of Rule 82(b)(1)(B). Therefore, the Court directed the Jefferson Circuit Court to vacate its order denying the Mullens' motion to transfer the action and to transfer the case to the Walker Circuit Court. View "Ex parte Mullen" on Justia Law
Construction Services, LLC v. RAM-Robertsdale Subdivision Partners, LLC
In Alabama, RAM-Robertsdale Subdivision Partners, LLC contracted Construction Services LLC, d/b/a MCA Construction, Inc. ("MCA") to build infrastructure for a proposed housing subdivision. The relationship between the two parties deteriorated, leading to a lawsuit by RAM-Robertsdale against MCA for various claims including breach of contract, negligence, and negligent misrepresentation, among others. MCA counterclaimed and also filed third-party claims against Retail Specialists, LLC, a member of RAM-Robertsdale, and Rodney Barstein, a corporate officer for Retail Specialists and RAM-Robertsdale, for breach of contract, fraud, unjust enrichment, and defamation. The RAM defendants moved for summary judgment on MCA's counterclaims and third-party claims, arguing that MCA was not properly licensed when it signed the contract, thus making the contract void for public policy. The circuit court granted the RAM defendants' motion for summary judgment and certified its judgment as final.On appeal, the Supreme Court of Alabama found that the circuit court had exceeded its discretion in certifying its judgment as final under Rule 54(b), Ala. R. Civ. P., because the claims pending below and those on appeal were closely intertwined, arising from the same contract and the parties' performance under that contract. The Court noted that if the contract was indeed void for public policy, then neither party would be able to enforce it, impacting the remaining claims pending in the circuit court. As the Court found that deciding the issues at this stage would create an intolerable risk of inconsistent results, it dismissed the appeal for lack of jurisdiction. View "Construction Services, LLC v. RAM-Robertsdale Subdivision Partners, LLC" on Justia Law
Eli Global, LLC v. Cieutat
In this case, Eli Global, LLC, and Greg Lindberg appealed a summary judgment entered against them by the Mobile Circuit Court in Alabama. The dispute involved Eli Global's alleged failure to fulfill its obligations on a promissory note and Lindberg's alleged failure to fulfill his obligations on a guaranty of that promissory note. The promissory note and guaranty were part of an agreement to purchase a healthcare company. Eli Global and Lindberg also challenged the circuit court's award of attorney fees and expenses to the plaintiffs.The Supreme Court of Alabama affirmed the lower court's judgment finding Eli Global and Lindberg liable based on the promissory note and the guaranty, and its award of the principal amount plus interest due based on that liability. The court found that the promissory note was not a negotiable instrument under New York law, and even if it was, the plaintiffs were not required to prove who possessed the promissory note because Eli Global and Lindberg waived that argument in the lower court. In addition, the court found that one of the plaintiffs did not release his claims against Lindberg that were based on the guaranty.However, the court remanded the case back to the lower court to provide a more detailed explanation for the award of attorney fees and expenses. The court found that the lower court's order did not provide sufficient explanation on how it determined the award of attorney fees and expenses. The lower court was instructed to return its explanation to the Supreme Court within 42 days. View "Eli Global, LLC v. Cieutat" on Justia Law
Women’s Care Specialists, P.C. v. Potter
Consolidated appeals arose from an employment dispute between Dr. Margot Potter and her former employer, Women's Care Specialists, P.C. ("Women's Care"), and out of a dispute between Potter and three Women's Care employees: Dr. Karla Kennedy, Dr. Elizabeth Barron, and Beth Ann Dorsett ("the WC employees"). In case no. CV-21-903797, Potter alleged claims of defamation, tortious interference with a business relationship, and breach of contract against Women's Care. In case no. CV-21-903798, Potter alleged claims of defamation and tortious interference with a business relationship against the WC employees. After the cases were consolidated by the circuit court, Women's Care and the WC employees moved to compel arbitration on the basis that Potter's claims were within the scope of the arbitration provision in Potter's employment agreement with Women's Care and that the arbitration provision governed their disputes even though Potter was no longer a Women's Care employee. The trial court denied those motions. In appeal no. SC-2022-0706, the Alabama Supreme Court held Potter's breach of-contract claim and her tort claims against Women's Care were subject to arbitration. In appeal no. SC-2022-0707, the Court likewise held Potter's tort claims against the WC employees were subject to arbitration. The trial court's orders were denied and the cases remanded for further proceedings. View "Women's Care Specialists, P.C. v. Potter" on Justia Law
Murray v. Porter
Seneathia K. Porter initiated an unlawful-detainer action against Tracy Murray, doing business as Tracy's Treasure Company, LLC ("Murray"), seeking possession of commercial property and the recovery of, among other things, unpaid rent, late fees, insurance costs, taxes, and attorney's fees. Porter claimed she owned the property, she had leased the property to Murray on a month-to-month basis for the sum of $1,500 per month, Murray defaulted under the lease by failing to pay rent in accordance with the lease, and that she had provided Murray with written notice that her right of possession of the property had been terminated. Murray, on the other hand, denied that she had leased the property. Rather, she claimed she had executed a contract to purchase the property and had made improvements to the property. Following a bench trial, the circuit court purported to enter a judgment in favor of Porter and against Murray. Murray appealed. The Alabama Supreme Court dismissed the appeal, finding no evidence that the district court had adjudicated the unlawful-detainer action. Thus, the circuit court lacked jurisdiction over the action and the judgment it entered was void and, therefore, would not support an appeal. View "Murray v. Porter" on Justia Law
Amanda Howard Real Estate, LLC v. Lee, et al.
Amanda Howard Real Estate, LLC ("Howard Real Estate"), appealed a partial summary judgment in favor of Clair Lee and JRHBW Realty, Inc. ("RealtySouth"), in Howard Real Estate's suit to enforce a noncompete agreement against Lee. The circuit court ruled that the noncompete agreement was void because it was not signed by both parties as required by statute. The Alabama Supreme Court affirmed the judgment because none of Howard Real Estate's arguments established that it satisfied the statutory signatures requirement. View "Amanda Howard Real Estate, LLC v. Lee, et al." on Justia Law
Cooper v. Durham
Cody Durham filed suit against Jacob Cooper, alleging breach of a purchase agreement between them involving the sale of Cooper's residence. In August 2020, Durham saw a listing on the Facebook Marketplace social-media website advertising for sale Cooper's house and the two acres of real property on which the house was situated. Over text messages between Durham and Cooper, they agreed to a purchase price and closing date, with Cooper paying the closing costs. Durham testified that he did not engage any realtor or lawyer to help him with drafting the purchase agreement. Instead, he just Google-searched for "residential purchase agreement" and used the first fillable form generated by that search. One of the conditions of Durham's FHA loan was that the loan would not be approved unless the subject property's appraised value was confirmed by a certified appraiser. A certified appraiser appraised the property's value, but that value was subject to the condition that a storage shed in Cooper's backyard needed to be fixed or torn down. Cooper told Durham he "don't have the money" to fix or tear down the storage shed, so it would be up to Durham to take care of it. Cooper then sent Durham a text stating he was backing out of the deal because the closing date had passed, and the issue of the shed had not been resolved. Durham sought specific performance of the purchase agreement. Following a bench trial, the trial court awarded Durham $79,000 in damages. Cooper appealed. The Alabama Supreme Court concluded the trial court misapplied the law to the facts by measuring Durham's damages based on the difference between the contract price and the subject property's assessed market value in a new appraisal because the proper legal standard for measuring damages for the breach of a contract involving the sale of real property was the difference between the contract price and the subject property's market value at the time of the breach. The judgment was reversed and the case remanded for a recalculation of damages. View "Cooper v. Durham" on Justia Law
Women’s Care Specialists, P.C. v. Potter
Consolidated appeals stemmed from an employment dispute between Dr. Margot G. Potter and her former employer, Women's Care Specialists, P.C. ("Women's Care"), and out of a dispute between Potter and three Women's Care employees: Dr. Karla Kennedy, Dr. Elizabeth Barron, and Beth Ann Dorsett ("the WC employees"). In case no. CV-21-903797, Potter alleged claims of defamation, tortious interference with a business relationship, and breach of contract against Women's Care. In case no. CV-21-903798, Potter alleged claims of defamation and tortious interference with a business relationship against the WC employees. After the trial court consolidated the cases, Women's Care and the WC employees filed motions to compel arbitration on the basis that Potter's claims were within the scope of the arbitration provision in Potter's employment agreement with Women's Care and that the arbitration provision governed their disputes even though Potter was no longer a Women's Care employee. The trial court entered an order denying those motions. Women's Care and the WC employees separately appealed; the Alabama Supreme Court consolidated the appeals. In appeal no. SC-2022-0706, the Supreme Court held that Potter's breach of-contract claim and her tort claims against Women's Care were subject to arbitration. The Court therefore reversed the trial court's order denying Women's Care's motion to compel arbitration. In appeal no. SC-2022-0707, the Supreme Court held that Potter's tort claims against the WC employees were subject to arbitration. The Court therefore reversed the trial court's order denying their motion to compel arbitration, and remanded both cases for further proceedings. View "Women's Care Specialists, P.C. v. Potter" on Justia Law