Breach of Contract Cases

The plaintiff sought to recover damages from the defendants for, inter alia, breach of contract relating to the buyout of the plaintiff's oral surgery practice by the defendant K. In connection therewith, the parties exe- cuted three documents, including a purchase and sale agreement, an operating agreement and a supplementary agreement. Pursuant to those agreements, K paid the plaintiff two installments and subsequently became the manager of the practice. Pursuant to the supplementary agreement, the plaintiff could work a part-time schedule of his choosing and retire at the time of his choosing, provided that he retired by the age of eighty. The relationship between the plaintiff and K became strained, and K hired a new associate without the consent of the plaintiff and told the plaintiff he wanted him to retire in six weeks. Approximately one month after K paid the final installment due under the purchase and sale agreement, he had the locks on the doors of the practice changed. The plaintiff, believing he had been terminated, began seeing patients in other towns. The defendants ordered a street sign for the practice that included the plaintiff's name and kept the plaintiff's name on the practice's website and referral cards for approximately six months after the plaintiff left the practice. The plaintiff filed a nineteen count revised complaint in which he alleged claims for, inter alia, breach of contract pertaining to all three agreements, breach of the implied cove- nant of good faith and fair dealing relating to all three agreements, invasion of privacy, tortious interference with business expectancies, violation of the Connecticut Unfair Trade Practices Act (CUTPA) (§ 42- 110a et seq.), and unjust enrichment. The defendants filed an eleven count counterclaim, alleging, inter alia, that the plaintiff had breached the operating agreement and the lease agreement between the plaintiff and the practice. After the jury returned a verdict in favor of the plaintiff

This appeal arises from a dispute over an unorthodox, two-page contract pursuant to which the plaintiff sold his home to the defendant and continued to reside in the home, in accordance with a lease-back provision, for "up to five years" with rent "not to exceed $950 a month." The contract also included provisions for "equity participation," including the option for the plaintiff to buy the property back "at prevailing market value." The plaintiff filed a complaint asserting, inter alia, claims for violations of the Tennessee Consumer Protection Act, quiet title, and breach of contract. The defendant answered and asserted counterclaims, inter alia, for breach of contract and to remove the plaintiff from the property. Following a trial, the trial court dismissed the complaint upon the principal findings that the plaintiff lacked credibility and was the first to materially breach the contract. The trial court also ruled that the defendant owned the property and was entitled to immediate possession but denied the defendant's claim to recover his attorney's fees. Both parties appeal. We affirm the dismissal of all of the plaintiff's claims and the trial court's determination that the defendant owned the property and was entitled to immediate possession. As for the attorney's fees, we hold that the defendant was entitled to recover his reasonable attorney's fees based on Section 6 of the contract which provides that in the event suit is filed to enforce the contract, "the prevailing party shall be entitled to recover all cost of such enforcement including reasonable attorney's fees as approved by the Court."

summary judgment, at-will employment, promissory estoppel, governmental function, implied contract, specific representation, discharge in violation of public policy, civil service, loss of consortium

CONTRACTS – LANDLORD-TENANT: The trial court's judgment in favor of a commercial building owner against its tenant was not against the manifest weight of the evidence where the tenant breached the lease by failing to transfer a liquor permit to the owner at the termination of the parties' lease as required under the lease's clear and unambiguous terms. The trial court did not err by concluding that a contract was not unconscionable where the party asserting unconscionability of the contract failed to prove that the contract was both procedurally and substantively unconscionable.

Court of Claims' determination that the University breached its agreement with appellee was not against the manifest weight of the evidence where the Court of Claims made an express determination that appellee's witnesses were more credible and persuasive than the University's witnesses and the evidence, though conflicting, supported a finding that many of the delays in construction were attributable to the construction manager, project architect, and other prime contractors. The Court of Claims' determination that the University breached the takeover agreement with appellee's Surety was not against the manifest weight of the evidence where the undisputed evidence showed that the University never released any of the remaining contract funds to the Surety to pay for work completed by the Surety's subcontractor. Court of Claims did not err when it awarded damages to appellee for a breach of the takeover agreement where appellee had taken an assignment from the Surety of the Surety's right to the remaining contract funds held by the University. The University failed to demonstrate, with reference to the record, that the award of damages to appellee included compensation for work appellee did not complete. Having correctly determined the University breached both the agreement with appellee and the takeover agreement with the Surety, the Court of Claims did not err by denying contractual and statutory damages to the University as compensation for delays to project completion. Judgment affirmed.

The plaintiff, a former tenured schoolteacher, sued the Williamson County Board of Education and three administrators alleging that she was forced to resign after the defendants "bullied, stalked, intimidated, and defamed" her during the 2015–2016 school year. She asserted claims for wrongful termination, breach of contract, negligence, intentional infliction of emotional distress, and negligent infliction of emotional distress. The trial court dismissed all of the claims asserted in the original complaint pursuant to Tenn. R. Civ. P. 12.02(6) for failure to state a claim upon which relief could be granted but permitted the plaintiff to file an amended complaint to revise and restate her claims for breach of contract and intentional infliction of emotional distress. Following discovery, the court summarily dismissed the two remaining claims as asserted in the amended complaint. On appeal, the plaintiff challenges the Tenn. R. Civ. P. 12.02(6) dismissal of her wrongful termination and negligence claims, and the summary dismissal of her claims for breach of contract and intentional infliction of emotional distress. We affirm the trial court's determination the plaintiff's negligence and intentional infliction of emotional distress claims are barred by the Governmental Tort Liability Act and Teachers' Tenure Act, respectively. We have also determined that the plaintiff failed to produce evidence of a compensable injury in her claim for breach of contract. As for the plaintiff's claim of wrongful termination, we respectfully disagree with the trial court's determination that the doctrine of constructive discharge is inapplicable to wrongful termination claims under the Teachers' Tenure Act. Therefore, we reverse the dismissal of the plaintiff's wrongful termination claim and remand this claim for further proceedings. We affirm the trial court in all other respects.