McGraw v. Marchioli
| Decision Date | 10 August 2004 |
| Docket Number | No. 71A04-0312-CV-635.,71A04-0312-CV-635. |
| Citation | 812 N.E.2d 1154 |
| Parties | Patrick J. McGRAW, P.J. Mac, Inc. and Jamison Inn Partnership, Appellants-Defendants, v. Louis MARCHIOLI, Susanna Marchioli, and Edward Kisscorni on behalf of themselves and all others similarly situated as Members of the Jamison Residential Condominium Association, Inc., Appellees-Plaintiffs. |
| Court | Indiana Appellate Court |
William L. Wilson, Bernard E. Edwards, Jr., Anderson, Agostino & Keller, P.C., South Bend, IN, Attorneys for Appellants.
Shawn P. Ryan, South Bend, IN, Attorney for Appellees.
Patrick J. McGraw, P.J. Mac, Inc., and Jamison Inn Partnership (collectively, "McGraw") appeal the trial court's Order Approving Compromise and Settlement of Class Action. In particular, McGraw claims that the trial court erroneously enforced the settlement agreement because a condition contained within the mediated settlement agreement had not been satisfied. Because McGraw elected to go forward with the agreement even after realizing that the condition contained therein would not be satisfied, we find that McGraw waived the condition and cannot now attempt to avoid any obligation under the settlement agreement because the condition was not satisfied. Consequently, we affirm.
This case arises out of a dispute regarding the placement and acquisition of easements. Louis Marchioli, Susanna Marchioli, and Edward Kisscorni (collectively, "the Class Members") are owners of units in the Jamison Residential Condominiums complex, which is situated on what we will refer to as "the Residential Property." McGraw is developing the real estate physically adjacent to the north of the Residential Property, which we will refer to as "the 615 Property." At one time, the Residential Property and the 615 Property comprised a single tract of land, which was owned by Francis Smith. Smith conveyed the Residential Property to the Jamison Inn Partnership in 1987. The deed conveying the Residential Property reserved an easement for ingress and egress over the Residential Property and specified that the reason for reserving the easement was to prevent the 615 Property from becoming landlocked.1 The location of this easement, however, was not specifically designated.2
Eventually, McGraw began developing Jamison House, a seven-unit condominium building, on the 615 Property. During the course of developing the 615 Property, construction vehicles accessed the 615 Property by driving through the grassy, landscaped common area located at the northern portion of the Residential Property. McGraw made known his intent to pave this path as a means of egress and ingress for the Jamison House Development.
Susanna Marchioli was not pleased with this turn of events because the traffic to and from the 615 Property invaded her quiet enjoyment of the common areas adjacent to her condominium, of which she owned an undivided interest. Thus, the Class Members filed a verified complaint to enjoin McGraw from further "developing, paving, using, or otherwise improving any of the common areas in the Residential Property." Appellant's App. p. 13. Subsequently, the parties agreed to submit their dispute to mediation.
As a result of settlement negotiations, the parties entered into a settlement agreement by which the Class Members agreed to grant McGraw three easements along the Residential Property: the Western Easement, the Eastern Easement, and the Northern Easement. The Class Members also agreed to cooperate with McGraw in obtaining an easement from the owners of an adjacent lot—the Turtle Creek Easement.3 In exchange for the three easements on the Residential Property and the Class Members' cooperation in obtaining the Turtle Creek Easement, McGraw agreed to pay the Class Members one lump sum of $15,000. Additionally, the settlement agreement expressly provided: "This settlement is contingent on the parties securing the Turtle Creek Easement within a period of ninety (90) days from the date of this Agreement and obtaining any necessary approval from the Court." Appellant's App. p. 205, 215. The parties executed the Settlement Agreement on June 14, 2001.
The Class Members cooperated with McGraw in his attempt to obtain the Turtle Creek Easement. Due to what McGraw perceived as an exorbitant asking price for the Turtle Creek Easement,4 however, McGraw decided to forgo it as a means of access to the Jamison House Development. Nonetheless, shortly after the ninety-day time period for obtaining the Turtle Creek Easement expired, McGraw elected to partially pave the Western Easement described in the Settlement Agreement. Additionally, at some point before September 2003, Jamison House residents began using the Northern Easement. Although McGraw was using at least two of the three easements the Class Members had agreed to grant McGraw, McGraw had not yet paid the Class Members the $15,000 specified in the Settlement Agreement for use of the easements. Consequently, the Class Members moved the trial court to enforce the Settlement Agreement.
After a hearing on the matter, the trial court "determined that the Plaintiffs have complied with the gravamen of the settlement agreement, that defendants have taken advantage of and have benefitted [sic] from the easements contemplated to be given by plaintiffs under the Settlement Agreement, and that the Settlement Agreement should be enforced." Appellant's App. p. 7-8. McGraw now appeals.
McGraw contends that the trial court erred when it enforced the Settlement Agreement because one of the conditions necessary to make the agreement enforceable had not been satisfied. In particular, McGraw argues that because the Turtle Creek Easement was not obtained, the Settlement Agreement was rendered legally defunct and should not have been enforced. The Class Members counter that because McGraw used at least one or more of the easements specified in the Settlement Agreement—and even paved the Western Easement—McGraw waived the condition that the Turtle Creek Easement be obtained. Having waived this condition, the Class Members continue, McGraw cannot now try to avoid his obligation to pay the Class Members for use of the easements.
At the outset we note that it is well settled that the construction of settlement agreements is governed by contract law. Ind. State Highway Comm'n v. Curtis, 704 N.E.2d 1015, 1018 (Ind.1998); see also 5 I.L.E. Compromise & Settlement § 21 (1958). Construction of the terms of a written contract is a pure question of law for the court, and we conduct a de novo review of the trial court's conclusions in that regard. Park Hoover Village Condo. Ass'n, Inc. v. Ardsley/Park Hoover Ltd. P'ship, 766 N.E.2d 13, 17 (Ind.Ct.App.2002), reh'g denied.
The parties agree that the obtaining of the Turtle Creek Easement was a condition precedent explicitly set forth in the Settlement Agreement. Under contract law, a condition precedent is a condition that must be performed before the agreement of the parties becomes a binding contract...
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