Arrow Fastener Co., Inc. v. Wrabacon, Inc.
| Decision Date | 01 March 2007 |
| Citation | 2007 ME 34,917 A.2d 123 |
| Parties | ARROW FASTENER CO., INC. v. WRABACON, INC. |
| Court | Maine Supreme Court |
Michael D. Traister, Murray Plumb & Murray, Portland, for plaintiff.
Robert E. Sandy Jr., Sherman & Sandy, Waterville, for defendant.
Panel: SAUFLEY, C.J., and CLIFFORD, DANA, ALEXANDER, CALKINS, and LEVY, JJ.
[¶ 1] In this appeal from the entry of a summary judgment in favor of Arrow Fastener Co., Inc., by the Superior Court (Kennebec County, Marden, J.), Wrabacon, Inc., argues that there is a genuine issue of material fact regarding the value of a bagging system that Arrow accepted in partial return of a deposit it paid to Wrabacon. Arrow contends that Wrabacon's appeal is frivolous and requests that we impose sanctions. Because we conclude that there is a genuine issue of material fact regarding the value of the bagging system, we vacate the summary judgment and deny Arrow's request for sanctions.
[¶ 2] The parties' statements of material facts reveal that there is little or no dispute regarding the facts that generated the present lawsuit. Wrabacon, a Delaware corporation with its principal place of business in Oakland, Maine, is a manufacturing company that specializes in designing and manufacturing product-handling equipment. Arrow, a New Jersey corporation, obtained a quote of $115,036 from Wrabacon in April 2002 for the custom design and manufacture of a collating system and a custom indexing conveyor system. On April 12, 2002, Arrow forwarded a purchase order and a forty-percent deposit of $46,014 to Wrabacon for the offered systems. Wrabacon agreed that if it could not make the systems operational within ninety days, it would refund all sums that Arrow had paid.
[¶ 3] Despite extensions of the deadline for completion, Wrabacon had not delivered the systems to Arrow by March 2004. On March 3, 2004, Wrabacon agreed to provide Arrow with an update on the project's status by March 5, 2004. If Arrow was not satisfied with the update, Wrabacon would immediately return all deposit money and equipment supplied by Arrow for Wrabacon's use.
[¶ 4] On March 5, Wrabacon requested another extension, proposing to present a new concept to Arrow in thirty days. Arrow granted the extension but indicated that it would not accept any further delays. Wrabacon failed to present a new concept or complete the project within thirty days.
[¶ 5] Arrow terminated the contract by letter dated April 12, 2004, citing Wrabacon's failure to perform its obligations. Arrow demanded that Wrabacon return its deposit, as well as certain parts and machinery it had given to Wrabacon for use in the project. Wrabacon did not return the deposit, parts, or machinery. Arrow made further demand of Wrabacon on June 7, 2004.
[¶ 6] Three days later, Wrabacon notified Arrow that it would return Arrow's equipment and deposit the following week. Around this time, the parties also agreed that, as part of the refund, Wrabacon would deliver to Arrow a Sharp bagging system that Wrabacon had purchased for the project.
[¶ 7] Wrabacon delivered the Sharp bagging system to Arrow and, on July 15, 2004, sent Arrow a letter with a check for $4,807. In the letter, Wrabacon indicated that it was deducting from Arrow's deposit of $46,014 a $23,007 "[p]roject cancellation charge," as well as the value of the bagging system, which it stated was $18,200. Arrow immediately notified Wrabacon that it expected to be paid an additional $23,007 to make up the full difference between the amount of the deposit, and the combined value of the Sharp bagging system and the $4,807 check.
[¶ 8] Arrow made additional demands for the money but ultimately filed a complaint for breach of contract, unjust enrichment, and conversion in the Superior Court. Wrabacon filed an answer and an affirmative defense of accord and satisfaction.
[¶ 9] Arrow moved for summary judgment. The parties' statements of material facts and supporting evidence, submitted pursuant to M.R. Civ. P. 56(h), demonstrate their dispute regarding the value of the Sharp bagging system that Wrabacon delivered to Arrow in partial repayment of Arrow's deposit.
[¶ 10] In its statement of material facts, Wrabacon stated that the Sharp bagging system was worth $33,347.64, not $18,200, because its value included the cost of the equipment, plus the cost of labor to assemble the system. To support its calculations, Wrabacon presented authenticated purchase orders for various pieces of equipment and an affidavit from its president. One purchase order predated Wrabacon's quote to Arrow. This purchase order evidenced Wrabacon's purchase of a "SHARP BPS-2 STANDARD FRAME" and other equipment for the total price of $13,537.60.
[¶ 11] In Arrow's reply statement, it disputed the value of the bagging system and referred to an attached affidavit from its vice president of manufacturing. The affidavit asserted that the bagging system did not require assembly and that Wrabacon's purchase order for the Sharp bagging system demonstrated that the system was worth only $13,537.60—an amount less than the $18,200 value Wrabacon had initially claimed in its July 15, 2004, letter.
[¶ 12] The following table highlights how the three different statements of the bagging system's value would affect the amount owed to Arrow to return the full value of its deposit:
________________________________________________________________________________
Wrabacon's
Arrow's Initial Opposing Arrow's Reply
Statement of Statement of Statement of
Material Facts Material Facts Material Facts
________________________________________________________________________________
Amount of Arrow's Deposit $46,014.00 $46,014.00 $46,014.00
________________________________________________________________________________
Value of Bagging System $18,200.00 $33,347.64 $13,537.60
________________________________________________________________________________
Check to Arrow from Wrabacon $ 4,807.00 $ 4,807.00 $ 4,807.00
________________________________________________________________________________
Asserted Amount Owed to Arrow $23,007.00 $ 7,859.36 $27,669.40
________________________________________________________________________________
[¶ 13] Based on this record, the court granted Arrow's motion for summary judgment. Although the court acknowledged a disagreement about the value of the Sharp bagging system, it concluded that Wrabacon had failed to raise a genuine issue of material fact. The court found that the purchase order for equipment worth $13,537.60 was close enough in time to the contract to constitute "a reasonable price for the equipment." The court found that the additional purchase orders were "easily discredited by Arrow's claims that the purchase orders supposedly in reference to the Sharp bagging system [were] either out of date regarding the contract, or [were] not specific to the Arrow project."
[¶ 14] The court calculated Arrow's damages at $27,669.40 and stated, "[T]he court would not be usurping the role of fact finder by coming to this conclusion; rather, Wrabacon has not successfully demonstrated that there is a material factual dispute." Wrabacon timely appealed from the court's entry of summary judgment.
[¶ 15] We review the grant of a summary judgment de novo, viewing all facts in the light most favorable to the nonmoving party. Penn v. FMC Corp., 2006 ME 87, ¶ 6, 901 A.2d 814, 815. A summary judgment is appropriate when "the pleadings, depositions, answers to interrogatories, and admissions on file, together with the affidavits, if any, referred to in the statements required by subdivision (h) show that there is no genuine issue as to any material fact set forth in those statements and that any party is entitled to a judgment as a matter of law." M.R. Civ. P. 56(c). In examining the statements...
To continue reading
Request your trial
-
Clavet v. Dean
...an informal fiduciary relationship—quintessential weighing of evidence that is inappropriate for summary judgment. Arrow Fastener Co. v. Wrabacon, Inc., 2007 ME 34, ¶ 16, 917 A.2d 123 ("a fact-finder, rather than a court acting on a motion for summary judgment, is responsible for weighing t......
-
Doe v. Fowle, CIVIL ACTION DOCKET NO. CV-06-113
...judgment is 'not a substitute for trial.'" Cookson v. Brewer School Dep't, 2009 ME 57, ¶ 12, 974 A.2d 276, 280 (quoting ArrowFastener Co. v. Wrabacon, Inc., 2007 ME 34, ¶ 18, 917 A.2d 123, 127). "Thus, 'even when one party's version of the facts appears more credible and persuasive to the c......
-
Mahar v. Sullivan & Merritt, Inc.
...material facts are disputed, the dispute must be resolved through fact-finding." Arrow Fastener Co. v. Wrabacon, Inc., 2007 ME 34, ¶ 18, 917 A.2d 123 (quotation marks A factual issue is genuine when there is sufficient supporting evidence for the claimed fact that would require a fact-finde......
-
Mahar v. Sullivan & Merritt, Inc.
...35, 2003 ME 24, ¶ 6, 816 A.2d 63. "If material facts are disputed, the dispute must be resolved through fact-finding." Arrow Fastener Co. v. Wrabacon, Inc., 2007 ME 34, ¶ 18, 917 A.2d 123 (quotation marks omitted). A factual issue is genuine when there is sufficient supporting evidence for ......