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SI 59 appealed from a judgment of dismissal following a demurrer to its second amended complaint against defendants, as well as the post judgment award of attorney fees. The Court of Appeal affirmed, holding that Civil Code section 1668 negates a contractual clause exempting a party from responsibility for fraud or a statutory violation only when all or some of the elements of the tort are concurrent or future events at the time the contract is signed. The court also held that section 1668 does not negate such a clause when all the elements are past events. The court explained that, regarding the element of damages, which is necessary for tort liability, this means that at least some form of economic or physical damage has occurred. In this case, the negligence claim was barred by the general release and the negligent misrepresentation claim was not pleaded with the requisite specificity. The court rejected the remaining arguments and held that the issue of attorney fees was moot. View "SI 59 LLC v. Variel Warner Ventures, LLC" on Justia Law

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Gregory Nethery appealed a Circuit Court’s decision to grant a motion to compel arbitration filed by Defendants CapitalSouth Partners, Harbert Mezzanine Partners, and On-Site Fuel Services (collectively, “Defendants”). Nethery retained a minority thirty-percent ownership interest in OSFS through his stock interest in OSFH. CapitalSouth and Harbert each held the remaining interest. In October 2016, Nethery filed suit in circuit court against CapitalSouth and Harbert, claiming breach of fiduciary duty, corporate freeze out, unjust enrichment, constructive trust, civil conspiracy, and negligence and mismanagement. As he claimed in the circuit court, Nethery argued on appeal that, based upon a choice-of-law provision contained in the Stockholders Agreement, Delaware law governed interpretation of the agreement. Nethery contended that under Delaware law, the arbitration clause did not apply because Nethery’s complaint did not allege breach of the Stockholders Agreement, nor did Nethery seek legal relief under the agreement. Rather, Nethery asserted only noncontractual state-law claims and his legal claims existed independently from the contract. Unpersuaded, the Mississippi Supreme Court found the circuit court correctly found Nethery’s claims were subject to the agreement’s arbitration provision. View "Nethery v. CapitalSouth Partners Fund II, L.P." on Justia Law

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The Fifth Circuit certified two questions regarding the "unpaid commission due" under the Texas Sales Representative Act to the Supreme Court of Texas: (1) What timing standard should courts use to determine the existence and amount of any "unpaid commissions due" under the treble damages provision of TEX. BUS. & COM. CODE 54.004(1)? (2) May a plaintiff recover reasonable attorney's fees and costs under TEX. BUS. & COM. CODE 54.004(2), if the plaintiff does not receive a treble damages award under TEX. BUS. & COM. CODE 54.004(1), and under what conditions? View "JCB, Inc. v. Horsburgh & Scott Co." on Justia Law

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Under the Defend Trade Secrets Act, a defendant is not eligible for fees when the plaintiff obtains a dismissal without prejudice because such a dismissal does not establish the winner of the dispute. The Fifth Circuit held that taking the lead early in the lawsuit did not make defendants eligible for fees, nor did the trial court's postponement of the litigation when it allowed plaintiff to dismiss the federal suit without prejudice. Accordingly, the court affirmed the district court's denial of fees. View "Dunster Live, LLC v. LoneStar Logos Management Co." on Justia Law

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The Supreme Court affirmed in part, reversed in part, and remanded in part the order of the district court that awarded Kevin DeTienne $1,291,635 in lost profits, prejudgment interest accruing from September 11, 2015, $150,000 in punitive damages, and $42,009 in attorney fees and costs, holding that remand was necessary on a portion of the judgment and reversal was required on another portion. DeTienne filed suit against Bryan Sandrock seeking a declaratory judgment that Sandrock’s transfer of certain property was unlawful. A default judgment was entered awarding damages. The Supreme Court remanded to the district court for an order setting forth evidence supporting its determination of damages. After the district court entered its judgment, Sandrock appealed. The Supreme Court held (1) remand was necessary to clarify the compensatory damages award; (2) the district court did not err in awarding punitive damages; (3) remand was necessary to recalculate the prejudgment interest on a portion of the damages award, and reversal was required on a portion of the prejudgment interest award; and (4) the district court properly awarded attorney fees to DeTienne, and DeTienne was entitled to an award of reasonable costs and attorney fees incurrent during the litigation on remand, as well as attorney fees on appeal. View "DeTienne v. Sandrock" on Justia Law

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From November 2004 to January 2011, The Door Shop, Inc., used $36,081.86 of electricity from Alcorn County Electric Power Association (ACE). But because of a billing error, it was charged only $10,396.28. Upon discovering the error, ACE sought to recover the $25,658.58 difference via supplemental billing. The Door Shop refused to pay, which prompted ACE to file suit. ACE maintained that The Door Shop was liable for the underbilled amount and moved for summary judgment, which the circuit court granted. This appeal followed. Finding no reversible error, the Mississippi Supreme Court affirmed. View "The Door Shop, Inc. v. Alcorn County Electric Power Association" on Justia Law

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Appellant CompoSecure, LLC. appealed a nearly $17 million Chancery Court judgment for past-due commissions, legal fees and expenses, pre-judgment interest, and contract damages arising out of a sales agreement with Appellee CardUX, LLC. On appeal, CompoSecure argued the Court of Chancery erred by holding: (1) the Sales Agreement was voidable, not void, under CompoSecure’s Amended and Restated Limited Liability Company Agreement; and (2) CompoSecure impliedly ratified the Sales Agreement. CardUX argued that, even if CompoSecure were correct, the Delaware Supreme Court should enforce the Sales Agreement based on a provision in the LLC Agreement that addresses reliance by third parties on certain company actions, or based upon quantum meruit. After review, the Supreme Court determined the trial court needed to determine whether the Sales Agreement was a “Restricted Activity” as that term was defined by the parties’ contract. The Supreme Court agreed with the Court of Chancery’s conclusions that: (1) the Related Party Provision (leaving aside the Restricted Activities Provision) rendered the Sales Agreement voidable, not void, and was therefore subject to equitable defenses; (2) the parties impliedly ratified the Sales Agreement under New Jersey law; and (3) the Third Party Reliance Provision did not save the Sales Agreement from a failure to comply with the Related Party or Restricted Activities Provisions. Accordingly, the Supreme Court affirmed in part, reversed in part and remanded for further proceedings. View "Composecure, L.L.C. v. Cardux, LLC, et al." on Justia Law

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SMRI filed suit alleging that defendants, through their participation in the selling of Rushmore's unlicensed motorcycle rally-related products, had violated several provisions of the Lanham Act and related South Dakota statutes. The Eighth Circuit held that the district court did not err in declining to apply licensee estoppel against defendants; the trial record did not support a finding that SMRI owned the rally or its intellectual property, that SMRI and the Chamber before it have been the substantially exclusive users of the word "Sturgis" in relation to either the rally or rally-related goods and services, or that relevant consumers associate the word "Sturgis" with a single source of goods and services in any context; and thus the court reversed the jury's finding that defendants diluted the "Sturgis" mark and vacated the jury's finding that defendants engaged in cybersquatting. The court also held that defendants should have been granted judgment as a matter of law on the infringement claims relating to SMRI's unregistered marks, "Sturgis Motorcycle Rally" and "Sturgis Rally & Races," because the jury was not presented with sufficient evidence to find that the marks had acquired secondary meaning. Finally, the evidence at trial supported the jury's finding that SMRI's mark "Sturgis Bike Week" was valid; there was sufficient evidence to show that SMRI's "Monahan Composite Mark" was widely used in connection with the rally and that defendants' infringement of the mark was willful and intentional; the differences between the shot glass's design and the Monahan mark were so obvious that the jury did not have any basis in the record for its finding of a counterfeit; SMRI's claims for deceptive practices, false advertising and unfair competition were not time-barred; the district court did not err in granting judgment as a matter of law to JRE; the court vacated the district court's order granting defendants the defenses of laches and acquiescence; and the court reversed and remanded the permanent injunction. View "Sturgis Motorcycle Rally, Inc. v. Rushmore Photo & Gifts, Inc." on Justia Law

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Plaintiff AMN Healthcare, Inc. (AMN) appealed a judgment in favor of defendants Kylie Stein, Robin Wallace, Katherine Hernandez, Alexis Ogilvie and Aya Healthcare, Inc. (Aya) and an injunction preventing AMN from enforcing its nonsolicitation of employee provision against individual defendants and its other former employees. AMN and Aya are competitors in the business of providing on a temporary basis healthcare professionals, in particular "travel nurses," to medical care facilities throughout the country. Individual defendants were former "travel nurse recruiters" of AMN who, for different reasons and at different times, left AMN and joined Aya, where they also worked as travel nurse recruiters. AMN sued defendants, asserting various causes of action including breach of contract and misappropriation of confidential information, including trade secrets as set forth in the Uniform Trade Secrets Act, Civil Code sections 3426 et seq. (UTSA). Defendants filed a cross-complaint for declaratory relief and unfair business competition. The trial court agreed with defendants, granted summary judgment against AMN, and granted summary adjudication of defendants' declaratory relief cause of action in their cross-complaint. After granting such relief, the court subsequently enjoined AMN from enforcing the nonsolicitation of employee provision in their Confidentiality and Non-Disclosure Agreement (CNDA) as to any former (California) AMN employee and awarded defendants attorney fees. Finding no reversible error in the trial court's judgment, the Court of Appeal affirmed. View "AMN Healthcare, Inc. v. Aya Healthcare Services, Inc." on Justia Law

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The Washington Supreme Court was presented an issue of first impression: whether Washington should adopt the "apparent manufacturer" doctrine for common law product liability claims predating the 1981 product liability and tort reform act (WPLA). By this opinion, the Court joined the clear majority of states that formally adopted the apparent manufacturer doctrine. Applying that doctrine to the particular facts of this case, the Court held genuine issues of material fact existed as to whether a reasonable consumer could have believed Pfizer was a manufacturer of asbestos products that caused Vernon Rublee's illness and death. The Court reversed the court of appeals and remanded this case for further proceedings. View "Rublee v. Carrier Corp." on Justia Law