Ford v. Robertson
| Court | Court of Appeals of Tennessee |
| Writing for the Court | BROOKS McLEMORE |
| Citation | 739 S.W.2d 3 |
| Parties | Oscar Daniel FORD and Nona R. Ford, Plaintiffs-Appellants, v. Joe F. ROBERTSON, et al., Defendants-Appellees. 739 S.W.2d 3 |
| Decision Date | 15 July 1987 |
Page 3
v.
Joe F. ROBERTSON, et al., Defendants-Appellees.
Western Section, at Jackson.
Permission to Appeal Denied by
Supreme Court Sept. 28, 1987.
John J. Mulrooney, Parrish & Mulrooney, Memphis, for plaintiffs-appellants.
Deborah B. Walls, Wilson, McRae, Ivy, Sevier, McTyier & Strain, Memphis, for defendants-appellees.
Eugene J. Podesta, Jr., Memphis for Joe F. Robertson.
BROOKS McLEMORE, Special Judge.
The dispositive issue in this case is whether rights of an owner resulting from breach of contract of a fully executed contract with an architect may be assigned by the owner absent the consent of the architect where the owner-architect contract provides that "neither the owner nor the architect shall assign, sublet or transfer any interest in this agreement without the written consent of the other." 1
The owner, Joe F. Robertson, entered into a standard American Institute of Architects Contract with the Architects, Yeates-Gaskill-Rhodes, Architects, Inc., for the latter to perform architectural services in connection with the renovation of seventy-two apartment units.
The contract contained the following provision:
The Owner and the Architect, respectively, bind themselves, their partners, successors, assigns and legal representatives to the other party to this Agreement and to the partners, successors, assigns and legal representatives of such other party with respect to all covenants of this Agreement. Neither the Owner nor the Architect shall assign, sublet or transfer any interest in this Agreement without the written consent of the other.
On June 12, 1981, the Architects issued a Certificate of Substantial Completion certifying that the renovation was sufficiently complete, in accordance with the Consent Documents, so that the apartments would be occupied for the use for which they were intended. The Architects were paid in full and their contract fully executed.
The owner then sold the apartments to plaintiffs, executing a "Warranty Deed, Bill of Sale and Blanket Assignment." This instrument, in addition to warranting title and quiet possession of the apartments to plaintiffs, includes the following provision:
3. Grantor's right, title and interest in and to all leases and other contracts (including, without limitation, all warranties, guaranties and bonds,) affecting the property described in the foregoing paragraphs 1 and 2.
After purchasing the apartment units on August 20, 1981, the plaintiffs became dissatisfied with the condition of the units and filed suit against Robertson, the Architects and others on April 8, 1983. The plaintiffs specifically sued the Architects for damage for breach of contract by certifying that work required to be performed pursuant to the rehabilitation contracts was performed and completed when such work was neither performed nor completed; negligence in planning, supervising and approving the...
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SME Indus., Inc. v. Thompson, Ventulett, Stainback & Assocs., No. 990869.
...Inc., 433 So.2d 70, 70-71 (Fla.Dist.Ct.App.1983); Grady v. Commers Interiors, Inc., 268 N.W.2d 823, 825 (S.D.1978); Ford v. Robertson, 739 S.W.2d 3, 5 (Tenn.Ct.App.1987); Restatement (Second) of Contracts § 322 (1981); 6 Am.Jur.2d Assignments §§ 22, 59 (1999). This rule was adopted by the U......
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U.S. Industries, Inc. v. Touche Ross & Co., Nos. 84-1564
...no other assignment shall be made by any party without the prior written consent of the other. 322 R. 16,539. 14 Accord Ford v. Robertson, 739 S.W.2d 3, 5 (Tenn.App.1987); Paley v. Cocoa Masonry, Inc., 433 So.2d 70, 70 (Fla.App.1983); Cordis Corp. v. Sonics Int'l, Inc., 427 So.2d 782, 783 (......
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Elzinga & Volkers, Inc. v. LSSC CORP., No. 1:93CV294.
...at 449, 519 N.E.2d at 39 (1988); Mears Park Holding Corp. v. Morse/Diesel, Inc., 427 N.W.2d 281, 283 (Minn.App.1988); Ford v. Robertson, 739 S.W.2d 3, 5 (Tenn.App.1987) (stating that the law distinguishes between the right to assign performance and the right to assign damages for breach); G......
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Smith v. Cumberland Group, Ltd.
...338, 116 Ill.Dec. 447, 519 N.E.2d 37 (1988)), appeal denied, 119 Ill.2d 576, 119 Ill.Dec. 399, 522 N.E.2d 1258 (1988); Ford v. Robertson, 739 S.W.2d 3 (Tenn.Ct.App.1987). After acknowledging the plaintiff's position in that case, the Elzinga Court continued on to explain, "courts have held ......
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U.S. Industries, Inc. v. Touche Ross & Co., Nos. 84-1564
...no other assignment shall be made by any party without the prior written consent of the other. 322 R. 16,539. 14 Accord Ford v. Robertson, 739 S.W.2d 3, 5 (Tenn.App.1987); Paley v. Cocoa Masonry, Inc., 433 So.2d 70, 70 (Fla.App.1983); Cordis Corp. v. Sonics Int'l, Inc., 427 So.2d 782, 783 (......
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SME Indus., Inc. v. Thompson, Ventulett, Stainback & Assocs., No. 990869.
...Inc., 433 So.2d 70, 70-71 (Fla.Dist.Ct.App.1983); Grady v. Commers Interiors, Inc., 268 N.W.2d 823, 825 (S.D.1978); Ford v. Robertson, 739 S.W.2d 3, 5 (Tenn.Ct.App.1987); Restatement (Second) of Contracts § 322 (1981); 6 Am.Jur.2d Assignments §§ 22, 59 (1999). This rule was adopted by the U......
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Elzinga & Volkers, Inc. v. LSSC CORP., No. 1:93CV294.
...at 449, 519 N.E.2d at 39 (1988); Mears Park Holding Corp. v. Morse/Diesel, Inc., 427 N.W.2d 281, 283 (Minn.App.1988); Ford v. Robertson, 739 S.W.2d 3, 5 (Tenn.App.1987) (stating that the law distinguishes between the right to assign performance and the right to assign damages for breach); G......
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Smith v. Cumberland Group, Ltd.
...338, 116 Ill.Dec. 447, 519 N.E.2d 37 (1988)), appeal denied, 119 Ill.2d 576, 119 Ill.Dec. 399, 522 N.E.2d 1258 (1988); Ford v. Robertson, 739 S.W.2d 3 (Tenn.Ct.App.1987). After acknowledging the plaintiff's position in that case, the Elzinga Court continued on to explain, "courts have held ......