Justia New Hampshire Supreme Court Opinion Summaries

Plaintiff Holloway Automotive Group (Holloway) appealed a circuit court order ruling that the liquidated damages clause contained in the parties’ contract was unenforceable. Holloway was an authorized franchisee of Mercedes-Benz North America. Defendant Steven Giacalone purchased a new vehicle from Holloway. At the time of the purchase, the defendant signed an “AGREEMENT NOT TO EXPORT:” “MBUSA prohibits its authorized dealers from exporting new Mercedes-Benz vehicles outside of the exclusive sales territory of North America and will assess charges against [Holloway] for each new Mercedes-Benz vehicle it sells . . . which is exported from North America within one (1) year.” By signing the agreement, defendant promised “not [to] export the Vehicle outside North America . . . for a period of one (1) year” from the date of the Agreement and, if he did so, to pay Holloway $15,000 as liquidated damages. The vehicle was subsequently exported within the one-year period. Holloway sued claiming breach of contract and misrepresentation and seeking liquidated damages in the amount of $15,000, plus interest, costs, and attorney’s fees. The trial court found that the Agreement was entered into “between the parties to protect [Holloway] from a claim by [MBUSA],” but that MBUSA did not, in fact, charge Holloway any fees despite the vehicle having been exported. The trial court declined to enforce the liquidated damages clause in the agreement. After review, the Supreme Court concluded that the $15,000 liquidated damages provision was enforceable because Holloway’s damages resulting from the breach were not “easily ascertainable.” Accordingly, the Court held the trial court’s determination that the liquidated damages provision in the parties’ Agreement was unenforceable was not supported by the record and was erroneous as a matter of law. View "Holloway Automotive Group v. Giacalone" on Justia Law

Defendants, Markel Corporation, Markel Services, Inc. (Markel Services), and Essex Insurance Company (Essex), appealed a superior court order denying their motions for summary judgment and granting summary judgment to plaintiff Michael Newell, in this insurance coverage action. Newell was allegedly injured in a slip and fall accident at a property owned by Brames, Inc. (Brames) in Laconia. Brames was insured under an Amusement Park General Liability Policy issued by Essex. Essex was a subsidiary of Markel Corporation and Markel Services was Markel Corporation’s claims handling branch. Newell filed two personal injury actions arising from his slip and fall. The first action against Brames' co-owner and treasurer, was settled out-of-court. In the second lawsuit, Newell sued Ivy Banks, the person who allegedly cleaned the floor upon which Newell slipped and injured himself. Defendants received notice of the Banks action, but declined to defend Banks or intervene. Banks, although properly served, filed neither an appearance nor an answer and was defaulted. A default judgment was entered against Banks for $300,000, the full amount of damages sought by Newell. Newell brought suit against defendants to recover the amount of the default judgment, arguing he was a third party beneficiary under the insurance contract between Brames and Markel/Essex. On appeal, defendants argued the trial court erred in determining that the language of the Policy was ambiguous and that Banks was a “volunteer worker” under the Policy. Finding no reversible error, the Supreme Court affirmed denial of defendants' motion for summary judgment. View "Newell v. Markel Corporation" on Justia Law

Steven Cohen met John Raymond when Raymond began dating Cohen’s stepdaughter, Molly, whom Raymond eventually married. Cohen owned a successful scrap metal company and offered Raymond a job. Cohen knew a broker and private wealth manager at Merrill Lynch, and Cohen testified that he wanted to help Raymond learn about investment through that broker. To set up an investment account, Merrill Lynch required a minimum deposit of $250,000. Cohen deposited this amount into an account in Raymond’s name, later testifying at trial that he considered the money to be “seed money” for a business that he planned to open with Raymond. Although Raymond testified that he never intended to go into business with Cohen, the trial court found that “the parties had decided to enter the recycling business together.” Raymond and Molly decided to divorce. Raymond then withdrew $50,000 from the Merrill Lynch account, which he used for “personal purposes.” Upon learning of the divorce and withdrawal, Cohen demanded that Raymond repay him the $250,000, and then sued Raymond in superior court. Cohen claimed that the money was a loan, and that he was entitled to repayment with interest at 5% or 6%. In the alternative, Cohen claimed that Raymond had been unjustly enriched, and that he was entitled to restitution. In his argument on unjust enrichment, Cohen suggested, for the first time, that the $250,000 was a conditional gift. Cohen, appealed the trial court’s ruling that the $250,000 deposited into the investment account was an unconditional gift. Cohen argued, among other things, that the trial court erred by: (1) finding that the $250,000 was an unconditional gift, rather than a loan or a conditional gift; and (2) presuming that the $250,000 was a gift, thereby placing the burden on Cohen to show that it was not a gift. The New Hampshire Supreme Court vacated and remanded: Raymond was Cohen’s son-in-law, thus, the gift presumption did not apply, and the burden should have been on Raymond to prove that Cohen intended to give him the $250,000 as a gift. View "Cohen v. Raymond" on Justia Law

Defendants, Keith McNamara, Shirley Benton, and Jerel Benton, appealed: (1) a jury verdict in favor of the plaintiffs, Richard and Mary Murray, on their claim that the defendants breached the implied warranty of workmanlike quality; (2) a Superior Court order denying their motion to dismiss the plaintiffs' New Hampshire Consumer Protection Act (CPA) claim; and (3) a Superior Court order finding that the defendants violated the CPA when they built the plaintiffs' home with latent structural defects that caused mold growth. Defendants argued that, because plaintiffs' claim was exempt from the CPA, the trial court erred by denying their motion to dismiss. Defendants added that the trial court erred by denying their motion for a judgment notwithstanding the verdict (JNOV) on the plaintiffs breach of implied warranty claim. There is no dispute that the transaction at issue here is the defendants alleged construction of the house with latent structural defects, not any representations that the defendants made to others during or after construction. The New Hampshire Supreme Court affirmed, finding that because the house was completed in 2004 and was purchased by the plaintiffs five years later and the allegedly wrongful transaction occurred more than three years before the plaintiffs "knew or reasonably should have known" of it, the construction of the house was an exempt transaction pursuant to RSA 358-A:3, IV-a and that plaintiffs' CPA claim should have been dismissed. Thus, the Court reversed the trial court's ruling on the CPA claim. However, the Court was not persuaded that defendants were insulated from liability on the breach of the implied warranty of workmanlike quality claim. Because the Court reversed the trial court's judgment on the CPA claim, defendants failed to show that they were prejudiced with respect to the breach of warranty claim. View "Murray v. McNamara" on Justia Law

Petitioner Cogswell Farm Condominium Association filed a declaratory judgment action with respect to two exclusions in insurance policies issued by respondents Tower Group, Inc. and Acadia Insurance Company. The trial court held that the two exclusions at issue precluded coverage for petitioner's underlying lawsuit against Lemery Building Company, Inc. In 2009, Cogswell sued Lemery and others, alleging negligence, breach of contract, and negligent supervision in the construction of 24 residential condominium units. Cogswell asserted that the "weather barrier" components of the units – including the water/ice shield, flashing, siding, and vapor barrier – were defectively constructed and resulted in damage to the units due to water leaks. Because the units were sold at different times and the policies were in effect during two different time periods, the Supreme Court concluded that the trial court erred in holding that one policy exclusion served as a bar for coverage for each unit after it was sold. Furthermore, the Court found that the other exclusion was subject to more than one reasonable interpretation, the Supreme Court concluded the trial court erred in granting respondents summary judgment with respect to that exclusion. The trial court was reversed and the case remanded for further proceedings. View "Cogswell Farm Condominium Ass'n v. Tower Group, Inc." on Justia Law

The respondents, Shared Towers VA, LLC and NH Note Investment, LLC, appealed, and petitioner Joseph Turner, individually and as trustee of the Routes 3 and 25 Nominee Trust, cross-appealed, Superior Court orders after a bench trial on petitioner’s petition for a preliminary injunction enjoining a foreclosure sale and for damages and reasonable attorney’s fees. The parties’ dispute stemmed from a commercial construction loan agreement and promissory note secured by a mortgage, pursuant to which petitioner was loaned $450,000 at 13% interest per annum to build a home. Respondents argued the trial court erred when it: (1) determined that they would be unjustly enriched if the court required the petitioner to pay the amounts he owed under the note from November 2009 until April 2011; (2) applied the petitioner’s $450,000 lump sum payment to principal; (3) excluded evidence of the petitioner’s experience with similar loans; (4) ruled that, because the promissory note failed to contain a "clear statement in writing" of the charges owed, as required by RSA 399-B:2 (2006), respondents could not collect a $22,500 delinquency charge on the petitioner’s lump sum payment of principal; and (5) denied the respondents’ request for attorney’s fees and costs. Petitioner argued that the trial court erroneously concluded that respondents’ actions did not violate the Consumer Protection Act (CPA). After review, the Supreme Court affirmed in part, reversed in part, vacated in part, and remanded: contrary to the trial court’s decision, petitioner’s obligation to make the payments was not tolled. Because the loan agreement and note remained viable, it was error for the trial court to have afforded the petitioner a remedy under an unjust enrichment theory. The trial court made its decision with regard to the payment of $450,000 in connection with its conclusion that the petitioner was entitled to a remedy under an unjust enrichment theory. Because the Supreme Court could not determine how the trial court would have ruled upon this issue had it not considered relief under that equitable theory, and because, given the nature of the parties’ arguments, resolving this issue requires fact finding that must be done by the trial court in the first instance, it vacated that part of its order and remanded for further proceedings. In light of the trial court’s errors with regard to the attorney’s fees and costs claimed by respondents, the Supreme Court vacated the order denying them, and remanded for consideration of respondents’ request for fees and costs. The Supreme Court found no error in the trial court’s rejection of petitioner’s CPA claim. View "Turner v. Shared Towers VA, LLC" on Justia Law

Petitioners Susan and Peter White appealed a superior court order denying their petition for a declaratory judgment that respondent Charles Matthews was covered under a homeowner's insurance policy issues to his mother by respondent Vermont Mutual Insurance Company. Matthews' dog bit Mrs. White while Matthews was staying with friends at the mother's home in Moultonborough. The policy defined an "insured" to include "residents of your household who are… your relatives." Matthews’s mother also owns a home in Naples, Florida, where she lives for approximately half of the year, and where Matthews usually visits only at Christmas. The petitioners and Matthews claim that the Florida residence is Matthews’s mother’s primary residence, but they do not claim that Matthews is a resident of the Florida home. Matthews testified that he lived in Massachusetts for 80% or more of the year. However, he had not changed his voting registration since he first registered to vote when he was eighteen, and he was still registered to vote in Moultonborough (he voted in Moultonborough in the 2012 election, a month before the hearing in this case). Matthews also held a New Hampshire driver’s license and his vehicle was registered in New Hampshire (his decision to register his car in New Hampshire was motivated by his desire to avoid buying automobile insurance, which is required in Massachusetts). Matthews typically notifies his mother in advance of using the Moultonborough house for permission to stay there. Following the 2011 incident involving Matthews' dog, petitioners sought a declaratory judgment that Vermont Mutual was responsible for any damages that might recover from Matthews. After a bench trial, the court denied the petition and the subsequent motion for reconsideration, finding that the policy did not contemplate Matthews as a resident of the Moultonborough house. Finding no reversible error, the Supreme Court affirmed the superior court's judgment. View "White v. Vermont Mutual Insurance Company" on Justia Law

The parties married in 1988. In 2010, petitioner Cheryl Serodio filed for divorce. In October 2011, respondent Arthur Perkins moved to have a prenuptial agreement enforced. The copy of the agreement accompanying respondent's motion was signed only by him, though he alleged both parties signed it, and petitioner kept the original. In his motion, respondent claimed petitioner was unable to locate the original, and that he possessed a copy to be admitted as evidence. Petitioner objected, stating she did not recall signing the agreement, and that she never held an original signed document. Petitioner moved to dismiss respondent's motion to enforce, and the trial court granted it. On appeal, the respondent argues "[t]hat the trial court overlooked the standard of review for a motion to dismiss when it failed to assume the truth of the facts alleged by the [respondent], including the truth of the allegation that a written, executed [prenuptial] agreement was entered into by the Parties." The respondent also argues that the trial court erred because the threshold issue is whether the signed Agreement, in fact, had existed, not, as the trial court ruled, whether the signed Agreement presently exists. The petitioner responds that, since the respondent did not produce a prenuptial agreement signed by the petitioner, the trial court properly concluded that it had no statutory authority to enforce the terms of the Agreement. The Supreme Court observed, "petitioner's arguments regarding the enforcement of an oral or unsigned prenuptial agreement focus on the wrong issue. The respondent is not requesting that the trial court enforce an oral or unsigned agreement; rather, he is seeking to enforce the terms of a written, signed prenuptial agreement, notwithstanding the fact that neither a signed original nor a copy thereof has been produced in court. Accordingly, we turn to the question before us: whether the factual allegations in the respondent's pleadings are reasonably susceptible of a construction that would permit recovery." Respondent's motion to enforce the Agreement alleged that a written prenuptial agreement existed, and that both parties signed it. Assuming the truth of the respondent's allegations, the Court concluded that the allegations in the respondent's motion are reasonably susceptible of a construction that would permit recovery, and as such, reversed and remanded the case back to the trial court for further proceedings. View "In the Matter of Serodio & Perkins" on Justia Law

Plaintiff Autofair 1477, L.P. (d/b/a Autofair Honda) appealed a Superior Court order denying its motion for summary judgment and granting summary judgment to defendant, American Honda Motor Company, Inc. (AHM), on plaintiff's petition for attorney's fees. In November 2010, AHM performed a warranty audit at Autofair, after which it proposed $45,733.02 of chargebacks and a potential escrow reversal of $54,571.17 for claimed warranty work that deviated from AHM's policies and procedures. AHM did not debit Autofair's account for these amounts. Autofair contested the escrow reversal and $30,001.51 of the proposed chargebacks. After review, AHM reduced the amount of the proposed chargebacks to $43,957.94. In February 2011, Autofair filed a protest with the New Hampshire Motor Vehicle Industry Board pursuant to the New Hampshire Dealership Act. Even though AHM had neither debited Autofair's account nor held any disputed funds in escrow, Autofair specifically requested a "finding and ruling that the warranty audit charge backs and the [proposed] escrow violate[d] RSA 357-C:4 and RSA 357-C:5, that the audit charge backs be reversed, and the escrow funds released." Prior to a final hearing before the Board, the parties had ongoing discussions and reduced the disputed amount to $29,729.92, and Autofair withdrew its request for relief regarding the proposed escrow. Following a hearing, the Board affirmatively ruled on whether Autofair had reasonably substantiated 123 claims still at issue, and thus whether AHM was entitled to charge back the amounts associated with each claim. In total, the Board determined that AHM was entitled to charge back claims totaling $1,032.13, but not the remaining $28,697.79 of disputed claims. The Board also stated that because "Honda has paid the claims, and not held the funds in escrow, the request in the protest to find a statutory violation due to same is moot." Finally, the Board ordered Autofair to pay $1,032.13 to AHM, with interest. In January 2012, Autofair filed a petition for attorney's fees and costs with the trial court pursuant to RSA 357-C:12, X (2009). Both parties moved for summary judgment. The trial court denied Autofair's motion and granted AHM's cross-motion. It based its ruling upon the fact that the Board had not found that AHM committed a violation of the Dealership Act because it had not charged back Autofair, and the court's conclusion that an award of fees would not be consistent with the public policy behind the Dealership Act. This appeal followed. Finding no reversible error, the Supreme Court affirmed.View "Autofair 1477, L.P. v. American Honda Motor Company, Inc." on Justia Law

Appellant, Century Indemnity Company (CIC) appealed a Superior Court order that granted Respondent Roger Sevigny, Commissioner of Insurance and Liquidator of the Home Insurance Company (Home) an award of statutory prejudgment interest on certain monies owed to Home by CIC. Home is an insurance company, organized under the laws of New Hampshire, which was declared insolvent and placed in liquidation in 2003. CIC is an insurance company organized under the laws of Pennsylvania. CIC and Home have a set of co-insurance and reinsurance relationships. In prior litigation, the Supreme Court held that an asserted $8 million setoff claim by CIC, which had been waived and then reacquired by CIC in a pair of settlement agreements with PECO, was impermissible under New Hampshire law. The New Hampshire Court explicitly declined, without prejudice, to decide the issue at issue here: whether Home’s estate was entitled to prejudgment interest on the payments CIC wrongfully withheld based upon setoff. The Court denied CIC’s motion for reconsideration in the "Home IV" appeal; after remand, the Liquidator filed a motion in superior court for interest on amounts withheld by CIC based upon improper setoff, to which CIC objected. CIC removed the PECO setoff from its monthly statement to Home and paid the previously withheld $8 million to the Liquidator. The trial court entered an order granting the motion and finding that Home was entitled to prejudgment statutory interest under RSA 524:1-a (2007) accruing from October 2007 (the date of the Liquidator’s letter notifying CIC of his determination to disallow the PECO setoff). This appeal followed. Finding no reversible error in the Superior Court's order, the Supreme Court affirmed.View "In the Matter of the Rehabilitation of the Home Insurance Company" on Justia Law