Ford Motor Credit Co. v. Cornfield

• Decision Date: 10 November 2009
• Docket Number: No. 2-09-0544.,2-09-0544.
• Citation: 918 N.E.2d 1140
• Parties: FORD MOTOR CREDIT COMPANY, d/b/a Jaguar Credit, and Tinley Park J. Imports, Inc., d/b/a Jaguar of Tinley Park, Plaintiffs-Appellants, v. Linda CORNFIELD, Defendant-Appellee.
• Court: United States Appellate Court of Illinois

918 N.E.2d 1140

FORD MOTOR CREDIT COMPANY, d/b/a Jaguar Credit, and Tinley Park J. Imports, Inc., d/b/a Jaguar of Tinley Park, Plaintiffs-Appellants, v. Linda CORNFIELD, Defendant-Appellee.

No. 2-09-0544.

Appellate Court of Illinois, Second District.

November 10, 2009.

Michael Rachlis, Darnella J. Ward, Rachlis, Durham, Duff & Adler, LLC, Chicago, IL, Mary K. Schulz, Schulz Law, P.C., Geneva, IL, for Appellant.

Norman H. Lehrer, Norman H. Lehrer, P.C., Wheaton, IL, for Appellee.

Justice BOWMAN delivered the opinion of the court:

Defendant, Linda Cornfield, submitted an arbitration demand for claims against plaintiffs, Ford Motor Credit Company, d/b/a Jaguar Credit (Ford Credit), and Tinley Park J. Imports, Inc., d/b/a Jaguar of Tinley Park (Jaguar of Tinley Park), arising from defendant's 2004 purchase of a used Jaguar. Plaintiffs in turn filed a complaint for a declaratory judgment in the trial court, seeking a declaration that defendant's previous settlement with the car's manufacturer barred her claims against plaintiffs under the doctrines of res judicata and collateral estoppel and the prohibition against claim splitting. Plaintiffs also argued that certain statutes of limitation applied. In conjunction with their complaint, plaintiffs filed a motion for a temporary retraining order and preliminary injunction staying the arbitration proceedings pending a ruling on the declaratory judgment action. Defendant countered by filing a motion to stay the trial court proceedings and compel arbitration. The trial court denied plaintiffs' motion and granted defendant's motion. On appeal, plaintiffs argue that the trial court erred in denying their request for a preliminary injunction and granting defendant's motion to stay the proceedings and compel arbitration. We affirm.

I. BACKGROUND

A. Underlying Action Against Jaguar Cars

Defendant purchased a used 2003 Jaguar from Jaguar of Tinley Park on June 30, 2004. Jaguar of Tinley Park assigned the retail installment sales contract (RIC) to Ford Credit. In June 2006, defendant and her husband (the Cornfields) filed an action solely against the car's manufacturer, Jaguar RAV, a/k/a Jaguar Cars (Jaguar Cars). They filed a second amended, four-count complaint against Jaguar Cars on June 18, 2007, alleging as follows. The vehicle came with a 4-year, 50,000-mile warranty, followed by a Jaguar "Reacquired Vehicle Limited Warranty" until June 30, 2009, or 100,000 miles. The warranties provided that Jaguar Cars would repair or replace free of charge any nonconformities in the material or workmanship.

Count I of the second amended complaint against Jaguar Cars alleged that it had breached its written warranties under the Magnuson-Moss Warranty — Federal Trade Commission Improvement Act (15 U.S.C. § 2301 et seq. (2000)) and Illinois law, in that the car was subject to at least 12 repair attempts, rendering it defective and unsafe to drive. Jaguar Cars had allegedly failed to repair or replace the car without charge. The Cornfields revoked their acceptance of the car on January 20, 2006, but Jaguar Cars refused to accept the revocation. For count I, the Cornfields sought judicial cancellation and revocation of the purchase contract; monetary damages for, among other things, the purchase price of the car and cancellation of the RIC; and attorney and other fees. Count II alleged breach of implied warranty of merchantability under the Magnuson-Moss Warranty Act and Illinois law. It alleged that the car was defective and it requested the same types of damages as count I. Count III alleged common-law fraud in that Jaguar Cars misrepresented that the vehicle had not been subject to a "lemon law" ruling, failed to disclose that it had actually reacquired the car based on a "lemon law" ruling, and misrepresented that the vehicle had been inspected and was in a safe and reliable condition. For this count, the Cornfields sought actual and punitive damages, the rescission and revocation of all contracts, and the deletion of the "trade-line." Count IV alleged breach of the Illinois Consumer Fraud and Deceptive Business Practices Act (Consumer Fraud Act) (815 ILCS 505/1 et seq. (West 2004)). It incorporated the factual allegations of count III and further alleged that Jaguar Cars' misrepresentations, failures to disclose, and refusals to accept the Cornfields' revocation/rescission of their contracts violated the Consumer Fraud Act. It requested the same relief as count III.

An agreed order filed on July 29, 2008, dismissed the case between the Cornfields and Jaguar Cars "pursuant to settlement." The order further states that Jaguar Cars agreed to pay the amounts set forth in the Cornfields' petition for attorney fees and costs.

The settlement agreement between the Cornfields and Jaguar Cars is dated August 28, 2008. It recites that the agreement was between the two parties and specifically mentions that Jaguar of Tinley Park was not a party to the court case or the settlement agreement. The Cornfields agreed to release Jaguar Cars from any claims they had in connection with their car. The parties agreed "to the entry of an order of dismissal with prejudice of all claims pending in the aforementioned court action." They also agreed that Jaguar Cars "shall ask the lender to delete the trade line from CORNFIELDs' [sic] credit report." Jaguar Cars agreed to pay the Cornfields $57,000, exclusive of attorney fees.

B. Arbitration Demand Against Plaintiffs

On November 12, 2008, defendant filed an American Arbitration Association demand against plaintiffs, also stemming from her purchase of the Jaguar. The arbitration demand was brought pursuant to an arbitration provision in the RIC. It provides that a party:

"may choose, at any time, including after a lawsuit is filed, to have any Claim related to this contract decided by arbitration. Such Claims include but are not limited to the following: 1) Claims in contract, tort, regulatory or otherwise; 2) Claims regarding the interpretation, scope, or validity of this clause, or arbitrability of any issue; 3) Claims between you and us, our employees, agents, successors, assigns, subsidiaries, or affiliates; 4) Claims arising out of or relating to your application for credit, this contract, or any resulting transaction or relationship, including that with the dealer, or any such relationship with third parties who do not sign this contract."

The arbitration provision states that it is subject to the Federal Arbitration Act (9 U.S.C. § 1 et seq. (2000)).

In an amended demand, defendant alleged the following. The Cornfields purchased the car, which had over 28,000 miles on it, for over $33,500. Jaguar of Tinley Park represented that the car had been reacquired to promote customer goodwill and that it came with a "`Jaguar Cars 12 months/12,000 mile limited warranty.'" It also included a warranty until June 30, 2009, or 100,000 miles, whichever came first. The Cornfields began to immediately experience mechanical problems with the vehicle, and the problems continued throughout the car's life. The Cornfields brought the car back to Jaguar of Tinley Park numerous times, and each of the repair orders provided that parts and labor were guaranteed for 12 months or 12,000 miles. The Cornfields repeatedly asked that the transaction be revoked and plaintiffs cancel the sale, but plaintiffs did not accept their request. The Cornfields hired an expert to inspect the vehicle. He stated that the car had a long history of transmission and other problems that were never properly repaired. Due to the transmission problems, the car had been bought back through a "lemon law" in California. It was then purchased wholesale in Illinois. The expert opined that due to the problems, the car was worth only $9,741 when the Cornfields bought it.

Based on these allegations, defendant asserted the following claims against Jaguar of Tinley Park: (1) breach of written warranty under the Magnuson-Moss Warranty Act; (2) breach of implied warranty of merchantability under the Magnuson-Moss Warranty Act; (3) violations of the Consumer Fraud Act for deceptive and unfair conduct; and (4) revocation of acceptance of goods. Defendant sought relief in the form of the car's full purchase price; out-of-pocket expenses; damages for loss of use, aggravation, and inconvenience and other compensatory damages; and punitive damages under the Consumer Fraud Act. Regarding Ford Credit, defendant sought cancellation and revocation of all contracts and refund of the money she had paid to Ford Credit. Defendant further sought attorney fees and costs against both plaintiffs.

Subsequent to defendant's filing of the arbitration demand, plaintiffs filed a petition to intervene in the action between the Cornfields and Jaguar Cars. The trial court denied the motion on March 5, 2009, based on a lack of jurisdiction.

C. Plaintiffs' Action Against Defendant

Plaintiffs filed their complaint for a declaratory judgment and their motion for a temporary restraining order and preliminary injunction on April 29, 2009. On May 5, 2009, the trial court denied plaintiffs' motion for a temporary restraining order but set another date for a hearing on their request for a preliminary injunction. On May 15, 2009, defendant filed a motion to stay plaintiffs' action and compel arbitration.

The trial court heard the pending motions on May 18, 2009. The trial court stated that the parties' motions were "two sides to the same coin," and before they got "into any evidentiary hearing, which would be encompassed in a preliminary injunction," the parties should argue the issues "as a matter of law." After hearing arguments, the trial court stated that "the concept of res judicata necessarily, necessarily [sic] involves an adjudication of a claim or defense," and there was nothing in the order dismissing the case between the Cornfields and Jaguar Cars that decided any issue or made any award. The trial court stated that it...