ARBITRATION-FEDERAL ARBITRATION ACT-CONTRACTS OF EMPLOYMENT

February 8th, 2019 by Rieders Travis in Contracts

New Prime, Inc. v. Oliveira, 2019, U.S. LEXIS 724 (January 15, 2019) Gorsuch, J.-The Federal Arbitration Act requires courts to enforce private arbitration agreements. But like most laws, this one bears its qualifications. Among other things, §1 says that “nothing herein” may be used to compel arbitration in disputes involving the “contracts of employment” of certain transportation workers. 9 U.S.C. §1. And that qualification has sparked these questions: When a contract delegates questions of arbitrability to an arbitrator, must a court leave disputes over the application of §1’s exception for the arbitrator to resolve? And does the term “contracts of employment” refer only to contracts between employers and employees, or does it also reach contracts with independent contractors? Because courts across the country have disagreed on the answers to these questions, we took this case to resolve them.  New Prime is an interstate trucking company and Dominic Oliveira works as one of its drivers. But, at least on paper, Mr. Oliveira isn’t an employee; the parties’ contracts label him an independent contractor. Those agreements also instruct that any disputes arising out of the parties’ relationship should be resolved by an…

CONTRACTS-IMPOSSIBILITY OF PERFORMANCE-MOLD

September 25th, 2018 by Rieders Travis in Contracts

Davis v Borough of Montrose, 2018 Superior Ct of PA, LEXIS 896 (2018) Nichols J.  This case involves landlord/tenant action between a Borough and an individual where there was a mold problem discovered. A bench trial was held at the court below. The trial court did not abuse its discretion in finding the presence of mold did not entitle the Borough to terminate the lease. It has a calculation of damages. The matter will be remanded due to trial court error in its calculation of damages when it presumptively decreased the amount of damages. The landlord was entitled to relet the premises. The court also set as a prejudgment interest, the contract provided for a specified amount. Because the Borough breached the lease agreement to pay a definite sum of money, the landlord was entitled to prejudgment interest as a matter of law. 

CONTRACTS-UNENFORCEABILITY-ILLEGALITY-FEDERAL HEALTHCARE PROGRAM

February 21st, 2018 by Rieders Travis in Contracts

340B Management, LLC v. RX Blue Star Solutions, 2017 Pa. Super. LEXIS 1068 (December 19, 2017) Musmanno, J. 340B Management, LLC appealed from a judgment against it and in favor of Blue Star Solutions and others. The court affirmed the judgment. The court was not required to grant a new trial on a breach of contract claim. The court did not err in granting partial summary judgment to defendants with respect to 340B Management’s claim of breach of contract because the agreement was unenforceable based upon its violation of federal law. The plain language of 42 U.S.C.A. § 320a-7b(b)(1)(B) would bar 340B Management to receive remuneration in return for arranging for purchasing the products of Blue Star. This would be payment made in whole or in part under a Federal healthcare program. The trial court was correct to conclude that the agreement is unenforceable in that it contemplates a business arrangement that is prohibited by the law.

CONTRACTS-DAMAGES

May 23rd, 2017 by Rieders Travis in Contracts

Gutteridge v. J3 Energy Group, Inc., 2017 Pa. Super. LEXIS 363 (May 17, 2017) Lazarus, J.  Gutteridge and AEP commenced an action against Russial and J3, claiming promissory estoppel, breach of contract, unjust enrichment, breach of implied duty of good faith in tortious interference with contractual rights.  The court issued a verdict in favor of appellee Gutteridge and Applied Energy Partners in the amount of $343,887 on the counts of unjust enrichment and promissory estoppel.  The Superior Court affirmed the verdict. The court’s conclusion that Gutteridge was dealing with Russial individually, and that Gutteridge and Russial were parties to a failed business dealing supported by evidence that the trial court deemed credible.  Therefore there was individual liability.  It was next asserted that the trial court abused its discretion or committed an error of law by finding liability against Russial under the theory of unjust enrichment.  Again the court found no error or abuse of discretion.  Here, the trial court found credible evidence that Russial committed wrongful acts by breaking its promises after performing services and reliance on those promises.  As a result, Russial kept all the revenues and secured exclusive…

CONTRACTS-EMPLOYMENT-AT-WILL

February 15th, 2017 by Rieders Travis in Contracts

Wakeley v. M.J. Brunner, Inc., 147 A.3d 1 (Pa. Super. 2016).  Appellant, whose case had been thrown out below, filed an appeal.  The Superior Court affirmed.  Appellant accepted an offer of employment and relocated her family from Dallas to Pittsburgh.  Little training was received, and eventually appellant was fired.  The application does not clearly establish the at-will nature of the employment.  However, the confirmation signed by appellant just prior to commencing her employment is clear and dispositive.  It specifically says that her employment was at-will.  This effectively terminates any claim.

CONTRACTS-LAW FIRMS-FEE DISPUTE

August 15th, 2016 by Rieders Travis in Contracts

Meyer, Darragh v. Malone Middleman, P.C., 137 A.3d 1247 (Pa. 2016) Baer, J.  This case presents a dispute between two law firms over attorney’s fees earned in a wrongful death civil litigation settlement. We granted allocator to examine the propriety of the Superior Court’s holding that a law firm, which had formerly provided representation in the wrongful death action, was entitled to breach of contract damages against a successor law firm that ultimately obtained a settlement in the case when no contract existed between the two law firms.  “For the reasons that follow, we reverse.”  Consistent with this jurisprudence, we hold that under the specific facts presented, any recovery that may have been due to Meyer Darragh would lie in quantum meruit, and not breach of contract.

CONTRACTS-PUBLIC POLICY-CUSTODY AND SUPPORT AGREEMENT-SANCTION CLAUSE

June 17th, 2016 by Rieders Travis in Contracts

By of Rieders, Travis, Humphrey, Waters & Dohrmann posted in Contracts on Friday, June 17, 2016. Huss v. Weaver, 134 A.3d 449 (Pa. Super. 2016).  The parties had agreed that if they had a child, Huss would have primary physical custody and Weaver would have specified visitation rights.  If Weaver sought modification of these terms he would pay Huss $10,000 for each attempt.  The lower court had found this to be a violation of public policy.  The Superior Court en banc reversed.  The court discussed what public policy is.  No language in the agreement provides either that the $10,000 clause is intended to discourage Weaver from seeking court intervention, or evidence that the payment would act as an impediment to his ability to do so.  Each of the parties clearly understood what they were signing.  The Superior Court concluded that the trial court erred in ruling that the $10,000 clause in the agreement is unenforceable as against public policy.  The record does not reflect that this provision constitutes any limitation on Weaver's ability to seek court intervention to modify the custody and/or visitation provisions in the agreement between these parties…

STATUTE OF LIMITATIONS-CONTRACTS

May 27th, 2016 by Rieders Travis in Contracts

By of Rieders, Travis, Humphrey, Waters & Dohrmann posted in Contracts on Friday, May 27, 2016. This case deals with a limited partnership where supposedly one of the partners, the general partner, sold some property for below its proper value.  The court found that the statute of limitations barred a tort claim.  The other members of the partnership had notice of the sale.  Due diligence is ascertained by an objective standard.  The party seeking application of the discovery doctrine bears the burden of proof.  The discovery rule will only operate to toll the running of the statute of limitations where, in spite of due diligence, one is unaware that he has been injured and has a cause of action.  Here, the shareholders had enough notice.  There was no fraudulent concealment to toll the statute of limitations.  The two-year statute has run.  The court was wrong to say a laches defense did not apply but the issue was not raised in post-trial relief.  The court did err in dismissing breach of contract claim.  There is an implied covenant of good faith and fair dealing.  There may be discretion upon the general…

CONTRACTS-MINERAL LEASE-AMBIGUITY

February 10th, 2015 by Rieders Travis in Contracts

This case involved a dispute between a landowner and a company that brokered a gas lease to Chesapeake.  In looking at a contract, the court must look at the entire document.  The contract here was not ambiguous.  The trial court did not err in sustaining preliminary objections on the grounds that the contract was clear in connection with the royalty payments required to be paid to the broker.  It was also claimed that the broker engaged in the unauthorized practice of law.  The unauthorized practice of law is criminal.  The mere fact that a company utilizes documents prepared by lawyers, relies upon the opinions of lawyers in conducting their business does not indicate that the company is practicing law.  Here, the broker was not holding himself out as a legal actor in any way.  The landowner was not pursuing legal representation through the broker.  Rather, the broker was negotiating mineral rights.  It was claimed that the broker was acting as an investment advisor under the Pennsylvania Securities Act of 1972.  Here, the court looked at whether the leasing of mineral rights constitutes a "fractional undivided interest in oil, gas or…