Tornabeni v. Cammie Wold, Roadrunner Hotshot & Servs., LLC

• Decision Date: 06 December 2018
• Docket Number: No. 20180164,20180164
• Citation: 920 N.W.2d 454
• Parties: Louis TORNABENI, Plaintiff and Appellee v. Cammie WOLD, Roadrunner Hotshot & Services, LLC, Chance Innis, and Noble Casing Incorporated, Defendants and Appellants and Louis Tornabeni, Third-Party Defendant and Appellee and Tornabeni Consulting, Inc., a Montana involuntarily dissolved Closer Corporation; Bridger Forsness; Brittany Creech, Third-Party Defendants
• Court: North Dakota Supreme Court

920 N.W.2d 454

Louis TORNABENI, Plaintiff and Appellee
v.
Cammie WOLD, Roadrunner Hotshot & Services, LLC, Chance Innis, and Noble Casing Incorporated, Defendants and Appellants
and
Louis Tornabeni, Third-Party Defendant and Appellee
and
Tornabeni Consulting, Inc., a Montana involuntarily dissolved Closer Corporation; Bridger Forsness; Brittany Creech, Third-Party Defendants

No. 20180164

Supreme Court of North Dakota.

Filed December 6, 2018

John M. Fitzgerald (argued), Rapid City, SD, for plaintiff, third-party defendant and appellee Louis Tornabeni.

Robert D. Lantz (argued), Denver, CO, and Brett D. Payton (appeared), Greeley, CO, for defendants and appellants Cammie Wold, Roadrunner Hotshot & Services, LLC, and Chance Innis.

Jensen, Justice.

920 N.W.2d 457

¶ 1] Chance Innis, Cammie Wold, and Roadrunner Hotshot & Services, LLC ("RHS"), appeal from a judgment awarding Louis Tornabeni $145,536.53 from Innis and awarding Tornabeni $477,521.49, jointly and severally, from Wold and RHS. Innis argues the district court erred in determining he entered into an enforceable oral contract with Innis. Wold and RHS argue the district court erred in determining they were jointly and severally liable to Tornabeni for unjust enrichment in the amount of one-half of the net profits of RHS. We affirm the judgment.

I

[¶ 2] Innis and Wold are brother and sister. Innis operated a sole proprietorship doing business as Roadrunner Hotshot, which initially delivered goods to and cleaned shacks at oil rigs in western North Dakota and later began renting equipment to oil companies including Continental Resources. Wold operated Roadrunner Hotshot for Innis until April 11, 2011, when he transferred the business to her and she renamed and reorganized the company as Roadrunner Hotshot & Services, LLC.

[¶ 3] DTC Consulting employed Tornabeni as a drilling consultant in western North Dakota and assigned him to work on oil rigs operated by Continental Resources as part of his employment with DTC Consulting. Tornabeni and Wold began a romantic relationship in late 2009 or early 2010.

[¶ 4] According to Tornabeni, he met with Innis, Wold, and Nick Barker at a Williston, North Dakota, restaurant in the spring of 2010. Tornabeni testified he and Innis orally agreed that Tornabeni would provide equipment to Innis, and Innis, through his business, would then rent the equipment to Continental Resources under a Master Service Agreement. According to Tornabeni, the parties agreed he would receive ninety percent of the rental profits, and Innis would receive ten percent of the rental profits. Tornabeni provided equipment to Innis from July 2010 until Innis transferred his business to Wold in April 2011.

[¶ 5] Tornabeni continued to provide the equipment rented by Continental Resources after Innis transferred his business to Wold. According to Tornabeni, he arranged the equipment rentals to Continental Resources and for the payments by Continental Resources to RHS. Tornabeni’s involvement with equipment rentals to Continental Resources ended on January 1, 2013, and his romantic relationship with Wold ended in June 2013.

[¶ 6] Tornabeni sued Innis, Wold, and RHS. Tornabeni alleged that Innis breached their oral contract requiring Innis to pay Tornabeni ninety percent of rental income generated from equipment owned by Tornabeni and rented to Continental Resources from July 2010 through April 11, 2011. Tornabeni also alleged that after Innis transferred his business to Wold, Wold and RHS were unjustly enriched by the rental of equipment to Continental from April 2011 through December 2012.

[¶ 7] The district court determined that Innis and Tornabeni had an oral contract requiring Innis to pay Tornabeni ninety percent of the rental profit from equipment rentals and that Innis breached the oral contract. The court ordered Innis to pay Tornabeni $145,536.53 in damages. The court also determined Wold and RHS were unjustly enriched by rental payments they received from Continental Resources for the equipment owned by Tornabeni and held them jointly and severally liable to Tornabeni for one-half of the company’s net profits in the amount of $477,521.49, from April 2011 through December 2012.

[920 N.W.2d 458

II

¶ 8] Innis argues the district court erred in concluding he entered a valid and enforceable oral contract with Tornabeni. Innis argues there was not a meeting at the Williston restaurant in 2010, and the parties did not consent to an oral contract. He argues Tornabeni could not identify when the meeting occurred, and Tornabeni could not verify there was an agreement between the parties. Innis claims Tornabeni only indicated he was under the impression the parties were doing business and could not remember if they shook hands.

[¶ 9] The existence of an oral contract and the extent of its terms are questions of fact subject to the clearly erroneous rule. Edward H. Schwartz Constr., Inc. v. Driessen , 2006 ND 15, ¶ 6, 709 N.W.2d 733. Our review of a district court’s findings of facts is guided by N.D.R.Civ.P. 52(a)(6), which precludes this Court from setting aside those findings unless they are clearly erroneous. Rule 52(a)(6), N.D.R.Civ.P.,...