LEWISTOWN PROPANE CO. v. Moncur
| Decision Date | 30 December 2002 |
| Docket Number | No. 02-134.,02-134. |
| Parties | LEWISTOWN PROPANE COMPANY, and Gene Meier, Plaintiffs and Respondents, v. Lyle V. MONCUR and Sue T. Moncur, Defendants and Appellants. |
| Court | Montana Supreme Court |
Robert L. Johnson, Attorney at Law, Lewistown, Montana, For Appellants.
Jon A. Oldenburg, Attorney at Law, Lewistown, Montana, For Respondents.
¶ 1 Appellants, Lyle and Sue Moncur, appeal from the Tenth Judicial District Court's judgment, dismissing their counterclaim and motion for partial summary judgment, imposing sanctions on the Moncurs and their attorney, and awarding Lewistown Propane its attorney fees. We affirm.
¶ 2 The following issues are raised on appeal:
¶ 3 (1) Whether the District Court erred when it concluded that the offset performed by Realty Title Company was appropriate, and that the parties were paid in full under the Sales Agreement and Promissory Note;
¶ 4 (2) Whether the District Court erred when it granted Lewistown Propane its attorney fees; and ¶ 5 (3) Whether the District Court erred when it imposed discovery related sanctions on the Moncurs and their attorney.
¶ 6 The Moncurs owned all outstanding shares of Lewistown Propane, a Montana corporation that sells propane and related products. On March 25, 1991, the Moncurs sold their stock shares to the corporation and Gene Meier. The Sales Agreement provided the following: that the balance of the purchase price for the shares was to be paid by the corporation in monthly installments; that the Moncurs would pay the corporation an amount owed to the corporation on a pre-existing debt; that the Moncurs would pay this amount in monthly installments to an escrow agent, Realty Title Company; and that upon completion of the Moncurs' payments, the escrow file would be delivered to the corporation. Pursuant to the agreement, the Moncurs signed a Promissory Note to Lewistown Propane in the amount of $130,012. The note was payable over fifteen years. The Sales Agreement, Promissory Note, and shares were placed in escrow with Realty Title.
¶ 7 Lewistown Propane began making payments to the Moncurs pursuant to the Sales Agreement. The Moncurs instructed Realty Title to deduct, from each payment made by Lewistown Propane, the monthly payment required of the Moncurs under the Promissory Note. Realty Title then paid these amounts to Lewistown Propane in satisfaction of the note.
¶ 8 In time, the relationship between the Moncurs and Lewistown Propane began to deteriorate. Lewistown Propane made a formal tender offer to the Moncurs to pay the remaining purchase price of $301,327, the amount owed by Lewistown Propane under the Sales Agreement offset by the amount which the Moncurs owed to the corporation under the Promissory Note. Lewistown Propane also requested that the Moncurs waive all other claims against the corporation. Realty Title declined to accept Lewistown Propane's proposal on grounds that the Moncurs had not agreed to the offset in writing. Realty Title returned the tender offer to Lewistown Propane.
¶ 9 Lewistown Propane then sued for declaratory judgment, seeking a determination from the Tenth Judicial District Court that the amount owed to the Moncurs under the Sales Agreement had been fully paid, and that the contents of the escrow file should be released to the corporation. The Moncurs moved to dismiss, arguing that the Sales Agreement did not permit Lewistown Propane to satisfy its purchase obligations by tendering the purchase price offset by the amount to be paid under the Promissory Note.
¶ 10 The Moncurs subsequently defaulted on two payments under the Promissory Note, and Lewistown Propane accelerated the balance of the note. Lewistown Propane paid Realty Title $375,817 under the Sales Agreement. Realty Title deducted $71,298, the balance owed by the Moncurs under the Promissory Note, and transferred that amount back to Lewistown Propane in satisfaction of the note. Realty Title then forwarded the balance of the amount to the Moncurs.
¶ 11 Because Realty Title had performed the offset itself, Lewistown Propane moved to dismiss its suit for declaratory judgment. The District Court dismissed the action, but later reopened the case to allow Realty Title to deposit the escrow file with the court for a disposition of its contents. The Moncurs waived a jury trial and proposed to the District Court and Lewistown Propane that issues regarding the validity of the offset performed by Realty Title should be decided by the court on the basis of briefs and affidavits. The Moncurs proceeded to argue that the offset was inappropriate and that they had not received full payment under the Sales Agreement.
¶ 12 Regarding the validity of the offset, the District Court determined that after receiving payment from Lewistown Propane under the Sales Agreement, the escrow company had correctly deducted the amount owed by the Moncurs under the Promissory Note because Lewistown Propane had properly accelerated the balance of the note. The court granted attorney fees to Lewistown Propane and imposed sanctions on the Moncurs and their attorney for failure to answer discovery requests.
¶ 13 We first address the Moncurs' contentions regarding the validity of the offset performed by Realty Title. Although the Moncurs acknowledge that Lewistown Propane made a "substantial payment" under the Sales Agreement, they maintain that the corporation failed to pay the full purchase price for the stock shares, which would have included the amount of the offset. The Moncurs assert that Realty Title did not have the authority to exercise the offset or accelerate the Promissory Note and deduct the full amount owed by the Moncurs on the note from the amount owed by Lewistown Propane under the Sales Agreement. The Moncurs conclude that the District Court erred when it dismissed their counterclaim and motion for partial summary judgment. In response, Lewistown Propane argues that pursuant to the offset performed by Realty Title, both the Sales Agreement and the Promissory Note were paid in full, rendering moot the Moncurs' argument that the offset was invalid.
¶ 14 Our standard of review of a trial court's conclusions of law is whether the court's interpretation of the law is correct. Carbon County v. Union Reserve Coal Co., Inc. (1995), 271 Mont. 459, 469, 898 P.2d 680, 686. See also Kreger v. Francis (1995), 271 Mont. 444, 447, 898 P.2d 672, 674
; Steer, Inc. v. Dep't of Revenue (1990), 245 Mont. 470, 474-75, 803 P.2d 601, 603. Generally, this Court does not address moot questions. We have stated that "[a] moot question is one which existed once but no longer presents an actual controversy." Jim & Tracy's Alignment, Inc. v. Smith, 1998 MT 203, ¶ 8, 290 Mont. 368, ¶ 8, 966 P.2d 731, ¶ 8.
¶ 15 Here, both the Sales Agreement and the Promissory Note were paid in full, and the Moncurs' contentions regarding the validity of the offset performed by Realty Title is moot. The District Court observed that Realty Title's acceleration of the Promissory Note was not improper because the note "explicitly provided for acceleration upon notice of default...." The court further noted that the deduction of the Moncurs' monthly obligation under the note from the corporation's monthly obligation under the Sales Agreement "occurred throughout the history of the Sales Agreement and was conducted pursuant to instructions given the escrow company by [the Moncurs]...." Thus, the acceleration of the note and the subsequent offset were appropriate, and there seems to be no real question that the offset amount was owed.
¶ 16 Following the Moncurs' default, Lewistown Propane paid Realty Title $375,817, satisfying the corporation's obligation under the Sales Agreement. Realty Title then deducted from that payment the amount owed by the Moncurs under the Promissory Note, transferred the balance back to Lewistown Propane in satisfaction of the note, and forwarded the balance of the corporation's payment to the Moncurs. Thus, both parties received the money owed to them. On this basis, we conclude that the issues raised by the Moncurs have lost any practical purpose, and we decline to consider their arguments further. The District Court properly dismissed their counterclaim and motion for partial summary judgment.
¶ 17 Next, we address the Moncurs' contention that the District Court erred when it granted Lewistown Propane attorney fees. The Moncurs argue that because Lewistown Propane's declaratory judgment action was not initiated in an effort to enforce the terms of the Sales...
To continue reading
Request your trial
-
Faulconbridge v. State
...as Elisha's accident. Consequently, because a controversy no longer exists, we will not consider this issue on appeal. Lewistown Propane Co. v. Moncur, 2002 MT 349, ¶ 14, 313 Mont. 368, ¶ 14, 61 P.3d 780, ¶ ISSUE TWO ¶ 28 Did the District Court abuse its discretion when it refused to admit ......
-
Tripp v. Jeld-Wen, Inc.
...(citing Harwood v. Glacier Elec. Coop., Inc. (1997), 285 Mont. 481, 487, 949 P.2d 651, 655); or an award of attorney fees, Lewistown Propane Co. v. Moncur, 2002 MT 349, ¶ 19, 313 Mont. 368, ¶ 19, 61 P.3d 780, ¶ ISSUE ONE ¶ 13 Whether the District Court erred in refusing to allow the Tripps'......
-
Montana-Dak. Util. Co. v. City of Billings
...normally does not address moot questions, i.e., questions that once existed but no longer present an actual controversy. Lewistown Propane Co. v. Moncur, 2002 MT 349, ¶ 14, 313 Mont. 368, ¶ 14, 61 P.3d 780, ¶ 14 (citation omitted). Although voter rejection of the ordinance in November 2001 ......
-
Winslow v. Montana Rail Link, Inc.
...in the best position to know whether parties are disregarding the rights of opposing parties in the course of litigation. Lewistown Propane Co. v. Moncur, 2002 MT 349, ¶ 22, 313 Mont. 368, ¶ 22, 61 P.3d 780, ¶ 22. We review discretionary district court rulings for abuse of discretion. Ander......