Weida Levee, LLC v. Brooks, No. 79A05-1012-CT-739
| Citation | No. 79A05-1012-CT-739 |
| Case Date | October 28, 2011 |
| Court | Court of Appeals of Indiana |
WEIDA LEVEE, LLC, Appellant-Defendant/Counterclaimant,
v.
DOUG BROOKS AND REGINA BROOKS, Appellees-Plaintiffs/ Counterclaim Defendants.
No. 79A05-1012-CT-739
COURT OF APPEALS OF INDIANA
October 28, 2011
Pursuant to Ind. Appellate Rule 65(D), this
Memorandum Decision shall not be
regarded as precedent or cited before any
court except for the purpose of establishing
the defense of res judicata, collateral
estoppel, or the law of the case.
ATTORNEYS FOR APPELLANT:
WILLIAM P. KEALEY
JAMES F. OLDS
Stuart & Branigin LLP
Lafayette, Indiana
ATTORNEYS FOR APPELLEES:
ANTHONY E. DOWELL
GEOFFREY D. SMITH
Dowell Baker, P.C.
Lafayette, Indiana
KIRSCH, Judge
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Landlord, Weida Levee, LLC ("Weida"), appeals the trial court's order in favor of Doug and Regina Brooks (collectively, the "Brooks") in a case involving a lease of commercial space. On appeal, Weida raises the following restated issues:
I. Whether the trial court erred in construing the real estate lease and in entering summary judgment thereon;
II. Whether the trial court erred in awarding damages in an action brought pursuant to the Uniform Declaratory Judgments Act (Ind. Code §§ 34-14-1-1 to -16) and Indiana Trial Rule 57; and
III. Whether the trial court erred when it found that Weida presented no triable issues of fact on its affirmative defenses of waiver, estoppel, and laches.
The Brooks cross-appeal, raising the following consolidated and restated issue:
IV. Whether the trial court erred: (1) in denying the Brooks's motion to amend the pleadings to conform to the evidence, and (2) in denying the Brooks's motion to amend their complaint to add a claim for fraud.
We affirm.
In 1989, J & J Thriftway Supermarkets ("J&J") owned a shopping area in West Lafayette, Indiana, which was commonly referred to as Levee Plaza Shopping Center ("Levee Plaza"), and constructed a 7,500 square foot building (the "Laundry Building") upon the premises. In March 2000, J & J transferred to Weida 1.527 acres of Levee Plaza, including the Laundry Building. For property tax purposes, this 1.527 acre parcel was identified as "Tax Parcel 800."
In 2001, the Brooks entered into a sublease for the Laundry Building with Weida's consent. They subsequently exercised a renewal option expiring in 2014. The terms of the
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sublease and the renewal option incorporated the following provision from the original lease:
Lessor shall pay all real estate taxes and assessments due and payable on the herein demised premises during the term hereof. Provided Lessor submits to Lessee a billing for real estate taxes so paid, together with a receipted bill therefore [sic], within ninety (90) days after such payment shall have been made by Lessor, Lessee shall reimburse Lessor the amount of real estate taxes and assessments paid on the demised premises.
Appellant's App. at 27.
Each year, from 2001-2005, Weida sent the Brooks a letter that provided in pertinent part:
As stated in your Lease Agreement, "Lessee shall reimburse Lessor the amount of Lessee's pro rata share of such taxes." Enclosed is a copy of the paid tax bill. Your portion is $. . . .
Id. at 234, 236, 238, 240, 241, 244, 248. Each year, upon receipt, the Brooks paid the dollar amount requested. Appellant's Br. at 5.
In 2006, the Brooks became aware that Weida had requested and that they had paid property taxes for all of Tax Parcel 800 since the inception of the sublease. They alerted Weida that they should be liable for only 6.1541% of the entire amount of property taxes for Levee Plaza. Appellant's App. at 49. They then filed a "Complaint for Declaratory Judgment and Damages," requesting (1) declaratory judgment as to the Brooks's property tax reimbursement obligation under the parties' written lease, and (2) damages, which reflected a refund for the amount of taxes that the Brooks had overpaid. Id. at 15-21.
The Brooks filed a motion for summary judgment requesting "that [the trial court] grant summary judgment in [their] favor and declare that they are responsible, as tenants, only for the proportionate share, or 6.1541% of the property tax liability, for the entire [Levee
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Plaza]." Id. at 137. The trial court granted summary judgment, determining that there were no genuine issues of material fact and that the Lease Agreement was unambiguous as to what "'Leased Premises' means." Id. at 251-57.
In December 2008, October 2009, and December 2009, Weida paid the entire tax bill for Tax Parcel 800, and thereafter, submitted to the Brooks a request for reimbursement of each respective amount. The Brooks recalculated the taxes and reimbursed Weida for their 6.1541% proportionate share of taxes on the entire Levee Plaza. Id. at 417.
The trial court determined that the Brooks were entitled to an award of $64,939.46 in overpaid taxes, plus $32,975.85 in prejudgment interest. Id. at 491. Weida now appeals.
On appeal from the grant or denial of summary judgment, we face the same issues that were before the trial court and follow the same process. Schaefer v. Kumar, 804 N.E.2d 184, 191 (Ind. Ct. App. 2004), trans. denied. Summary judgment is appropriate only where the designated evidence shows there are no genuine issues of material fact and the moving party is entitled to judgment as a matter of law. Id.; Ind. Trial Rule 56(C). "'A genuine issue of material fact exists where facts concerning an issue that would dispose of the litigation are in dispute or where the undisputed material facts are capable of supporting conflicting inferences on such an issue.'" Arrotin Plastic Materials of Ind. v. Wilmington Paper Corp., 865 N.E.2d 1039, 1041 (Ind. Ct. App. 2007) (quoting Schaefer, 804 N.E.2d at 191). We do not weigh the evidence, and we liberally construe all designated evidence in the light most
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favorable to the nonmoving party. Id. "A grant of summary judgment may be affirmed on any theory supported by the designated materials." Id.
Indiana courts have recognized the contractual nature of leases and the applicability of the law of contracts to leases. Stewart v. TT Commercial One, LLC, 911 N.E.2d 51, 55 (Ind. Ct. App. 2009), trans. denied. Interpretation of the language in a contract is a question of law especially suited for summary judgment proceedings. Simon Prop. Grp., L.P. v. Mich. Sporting Goods Distribs., Inc., 837 N.E.2d 1058, 1070 (Ind. Ct. App. 2005), trans. denied (2006). We review questions of law de novo, and therefore, we give no deference to the trial court's interpretation. Id. Our goal is to give effect to the intent of the parties as expressed within the four corners of the document. Id. We may not construe unambiguous language to give it anything other than its clear, obvious meaning, and we may not add provisions to a contract that were not placed there by the parties. Id. Rather, we determine the meaning of a contract from an examination of all of its provisions, without giving special emphasis to any word, phrase, or paragraph. Id.
Weida maintains that the trial court erred in denying its motion for summary judgment on its counterclaim because Section 12, alone, controls the Brooks's tax obligation under the Lease Agreement. As noted above, Section 12 provides in relevant part:
Lessor shall pay all real estate taxes and assessments due and payable on the herein demised premises during the term hereof. Provided Lessor submits to Lessee a billing for real estate taxes so paid, together with the receipted bill therefore [sic], within ninety (90) days after such payment shall have been made by Lessor, Lessee shall reimburse Lessor the amount of real estate taxes and assessments paid on the demised premises.
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Appellant's App. at 27 (emphasis added). Because Weida believes the...
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