Corporate Air v. Edwards Jet Center
| Citation | 345 Mont. 336,2008 MT 283,190 P.3d 1111 |
| Decision Date | 12 August 2008 |
| Docket Number | No. DA 06-0039.,DA 06-0039. |
| Parties | CORPORATE AIR, Air Services Limited Partnership, Skywalker International, Inc., Michael W. Overstreet, Linda Overstreet, and Luke Overstreet, Plaintiffs, Counter-Defendants and Appellees, v. EDWARDS JET CENTER, Montana, Inc., d/b/a Edwards Jet Center, a Montana corporation, and A. Clifford Edwards, an individual, Defendants, Counter-Plaintiffs and Appellants. |
| Court | United States State Supreme Court of Montana |
For Appellants: James H. Goetz, J. Devlan Geddes, Goetz, Gallik & Baldwin, Bozeman, Montana.
For Appellees: Gerald B. Murphy, Nancy Bennett, Moulton, Bellingham, Longo & Mather, Billings, Montana.
¶ 1 This case arises out of a dispute over the sale/purchase of two Beechcraft King Air 200 aircraft. The sellers—Corporate Air, Air Services Limited Partnership, Skywalker International, Inc., Michael W. Overstreet, Linda Overstreet, and Luke Overstreet (collectively, "Corporate Air")—filed suit in March 2003 against the buyers—Edwards Jet Center Montana, Inc., doing business as Edwards Jet Center, and A. Clifford Edwards (collectively, "Edwards Jet")—in the District Court for the Thirteenth Judicial District, Yellowstone County. The District Court ultimately granted partial summary judgment in favor of Corporate Air on the question of whether Edwards Jet breached the parties' agreement and on Edwards Jet's express-warranty counterclaim. Thereafter, in a separate order, the court dismissed Corporate Air's remaining claims and Edwards Jet's remaining counterclaims. Subsequent to that, the court awarded damages, attorney's fees, and costs to Corporate Air.
¶ 2 Edwards Jet contends on appeal that the District Court erred in granting partial summary judgment in favor of Corporate Air on the breach-of-contract and express-warranty claims and in awarding damages to Corporate Air. Moreover, Edwards Jet contends that it was entitled to summary judgment on these claims. Corporate Air cross-appeals, contending that the District Court erred in granting Edwards Jet summary judgment on Corporate Air's other claims and in calculating the damages and attorney's fees to which Corporate Air claims it is entitled. In addition, Corporate Air contends that the District Court erred in refusing to require A. Clifford Edwards to provide Corporate Air with his financial records pursuant to Corporate Air's discovery request.
¶ 3 We conclude that there are genuine issues of material fact precluding summary judgment on the parties' respective contract-based claims. We further conclude that the District Court's rationales for dismissing Corporate Air's tort claims and for denying Corporate Air's discovery request for Edward's financial records were erroneous. We thus reverse the District Court's judgment; vacate the District Court's orders relating to these matters and to damages, attorney's fees, and costs; and remand this case for further proceedings consistent with this Opinion.
¶ 4 The tenor of the proceedings below was aptly summed up by the District Court in its September 29, 2004 memorandum and order, where the court observed that an "ever increasing level of vitriol" existed in the parties' briefs and motions. Indeed, Corporate Air had accused Edwards Jet of attempting, by use of "smoke and mirrors," to "confuse[ ]" the court, while Edwards Jet had accused Corporate Air of engaging in "licentious" use of the facts and "play[ing] fast and loose with the truth." In addition, the parties had filed cross-motions for sanctions alleging abuses of the discovery process. Not surprisingly, the District Court felt it necessary to order counsel for both sides to conduct themselves "civilly" in addressing the issues before the court. We note, however, that a certain level of enmity continued to appear in the parties' subsequent filings.
¶ 5 The parties' extensive and often petty wrangling, both before and after the instant action was commenced, has resulted in a factual and procedural history that, at this point, can fairly be characterized as labyrinthine. There is a complaint, an answer, a first amended answer, an amended complaint, and an answer to the first amended complaint. It seems that every conceivable claim and counterclaim has been alleged: breach of contract, failure of consideration, specific performance, breach of the covenant of good faith and fair dealing, fraud, constructive fraud, negligent misrepresentation, deceit, unjust enrichment, intentional interference with prospective economic advantage, promissory estoppel, violation of § 43(a) of the Lanham Trademark Act (codified at 15 U.S.C. § 1125(a)), common-law trademark infringement, and punitive damages. And those are just the pleadings. Beyond those, there are seemingly endless motions and cross-motions—e.g., for summary judgment, for partial summary judgment, for protective orders, for sanctions, to compel discovery, to exclude the testimony of certain individuals, etc.—each accompanied by the usual supporting brief, response brief, and reply brief, and some including voluminous appendices. There also are numerous depositions and affidavits—some related to the instant dispute and some related to the parties' unsuccessful attempt in 2001 to negotiate an agreement to buy/sell the aircraft at issue here. There is the May 2002 agreement ultimately reached by the parties and substantial correspondence between the parties both before and after the agreement was executed, as well as numerous contested issues of fact arising out of the agreement and this correspondence. Of course, there are also various orders entered by the District Court during the course of the proceedings, from which the parties now appeal. Many of these filings are included in multi-volume appendices (consisting altogether of 88 tabbed documents) accompanying the parties' appellate briefs.
¶ 6 In this Court, the parties have raised a number of appeal issues and cross-appeal issues. However, some of these "issues" are nothing more than factual disagreements which this Court is not in a position to resolve. Moreover, the parties' articulation of the issues and the parties' actual arguments do not properly correspond. For instance, at the outset of its opening brief, Edwards Jet identifies two issues: (1) "Whether Edwards properly rejected the two planes when it discovered an undisclosed serious damage history on one plane and an undisclosed five-year gap in log books on the other plane"; and (2) "Whether the District Court erred in resolving numerous contested factual issues in granting partial summary judgement to Corporate Air on its contract theory." The argument section of the brief, however, contains the following four main issue headings: (1) ; (2) "[Edwards Jet] lawfully rejected the planes"; (3) "The spec sheets indicating `no damage history' are express warranties that cannot be disclaimed"; (4) "In reaching summary judgment in favor of [Corporate Air], the District Court disregarded (and in many cases actually resolved) contested issues of fact which, if the District Court's view of the case is accepted, are clearly material." Corporate Air's response brief contains a similar disconnect between the six issues articulated at the front of the brief and the ten issues set out in the argument section. We have previously disapproved this sort of briefing, as it places this Court in the inappropriate position of having to divine precisely what issues the parties are presenting to this Court. See Mary J. Baker Revoc. Trust v. Cenex Harvest, 2007 MT 159, ¶ 3, 338 Mont. 41, ¶ 3, 164 P.3d 851, ¶ 3 (); see also M.R.App. P. 12(1)b. (); M.R.App. P. 12(1)f. (); M.R. App. P. 12(2) (). We again remind all counsel filing briefs in this Court that they are required to coordinate their issue statements with the arguments actually made.
¶ 7 The parties' failure to present this Court with a concise articulation of the issues on appeal and the facts that are relevant to those issues has significantly hampered our ability to resolve this appeal. The Court has painstakingly examined the sizeable record and the parties' various contentions and has sifted through the accusations, the counter-accusations, and the factual matters touched on by the parties—some relevant and some totally irrelevant. Having done so, we have determined that only the sale of the two aircraft, and not the sale of the other assets covered by the parties' agreement, is at issue here. Furthermore, aside from its breach-of-contract and express-warranty counterclaims, Edwards Jet has not presented an argument on appeal that the District Court erred in dismissing its other counterclaims. Accordingly, we conclude that the following issues have been properly presented:
1. Did the District Court err in granting partial summary judgment to Corporate Air on the parties' respective breach-of-contract claims and on Edwards Jet's express-warranty counterclaim?
2. Did the District Court err in denying summary judgment to Edwards Jet on its breach-of-contract and express-warranty counterclaims?
3. Did the District Court err in granting Edwards Jet summary...
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