Bank of Guam v. Willams

Opinion

FILEE

SUPERIOR coup

OF GUAM

1 zuzl HAY -3 PM I: so

2 CLERK OF COURT

3 IN THE SUPERIOR COURT oF GUAMY' .0 .,.. ~ . . Ku

4

5 6 BANK OF GUAM,

plaintiff, Civil Case No. CV0045-20 7 8. vs.

DECISION & ORDER GRANTING JULIA T. TERLAJE-WILLIAMS, PLAlNTIFF'S MOTION FOR SUMMARY JUDGMENT

9 Defendant. 10

11 - I

12 INTRODUCTION 13 This matter came before the Honorable Maria T. Cenzon on Plaintiff's Motion for 14 Summary Judgment tiled on December 22, 2020. Attorney Mark S. Bergs represents Plaintiff 15 Bank of Guam ("Plaintiff") and Attorney Vanessa L. Williams represents Defendant Julia T. 16 Terlaje-Williams ("Defendant"). The Court took the matter under advisement, without oral 17 argument, pursuant to CVR 7.1(e)(1) of the Local Rules of the Superior Court of Guam.1 This 18 Decision and Order now follows GRANTING Plaintiffs Motion for Summary Judgment. 19 BACKGROUND 20 Plaintiff alleges that it is the holder of a promissory note ("Note") that was executed by 21 Defendant. Comal. at 'I 2. A copy of the Note is attached as Exhibit A to the Complaint. 22 However, Defendant denies the allegations in the Complaint that "Plaintiff is the holder of a

23 1 Oral argument may be denied in the discretion of the judge, except where oral argument is required by statute or the Guam Rules of Civil procedure. Guam Super. Ct. CVR 7.1(e)(1).

24 Bank of Guam v. Julxh Terlaje- Williams, Civil Case No. CV0045-20 Decision and Order GrantingPlainalfs Motion for Summary Judgment 1 promissory note ("note") that was executedby the Defendant." Answer at12. Despite denying 2 that she executed the Note and that the Note is held by Plaintiff, Defendant nonetheless admits 3 the following:

4 3. Defendant has failed to make the payments required by the note and the balance has been accelerated. The balance due on the note is $20,195.94, accrued 5 interest as of January 9, 2020 and additional interest as provided by the note.

6 4. In the note, the Defendant is obligated to pay Plaintiffs attorney's fees.

7 Compo. at 'H 3-4 (Jan. 21, 2020); Answer at 11 2-3 (March 30, 2020); Decl. in Support of Mot 8 Sums. J. ("Decl.") at 'H 6-7 (Dec. 22, 2020). While Defendant denies that she executed the 9 Note, Defendant offers no alternative evidence to support her denial in light of her aldnnission 10 of liability. Answer at 'I 2.

11 DISCUSSION

12 A. Effect of Non-opposition in Motions for Summary Judgment 13 Although the Defendant did not file an opposition to Plaintiffs Motion for Summary 14 Judgment, the court must still "consider the merits of the motion before it." Quitugua v.

15 Flores, 2004 Guam 19 I 27. "The failure to write an opposition to a motion, the tiling of a 16 notice of non-opposition to a motion, or the disregard of untimely filed papers,does not require 17 the court to automatically grant the motion and is not dispositive of the motionitself." Id. ate 18 28. As such, the Court considers the motion in light of the circumstances and applicable law.

19 B. Smnmary Judgment Standard 20 Under Rule 56(c) of the Guam Rules of Civ i1'Procedure, summary judgment is proper 21 "if the pleadings, depositions, answers to interrogatories, and admissions on file, together with 22 other affidavits, if any, show there is no genuine issue of material fact that the moving party i s 23

24 Bank of Guam v. Julia Terlaje-Willlavms, CivilCase No. CV0045-20 Decision and Order Granting Plain&§u's Motion for Summary Judgment page 2 of 8 1 entitled to a judgment as a matter of law." Guam R. Civ. P. 56(c), see also Bank of Guam v. 2 Flores, 2004 Guam 25 'I 8; Gayle v. Hemlani, 2000 Guam 25 'I 20. 3 If, Mer adequate time for discovery, the non-moving party "fails to make a showing 4 sufficient to establish the existence of an element essential to that party's case, and on which 5 that party will bear the burden of proof at triad," then summary judgment is required. Kim v. 6 Hong, 1997 Guam 11 18. When deciding a motion for summary judgment, "the court must 7 draw inferences and view the evidence in a light most favorable to the non-moving party." 8 Bank of Guam v. Flores, 2004 Guam 251 7 . 9 If the moving party demonstrates that there are no genuine issues of material fact, the 10 non-movant cannot merely rely on the allegations contained in the pleading and must produce 11 some significant probative evidence to support the pleading. 8'ank of Guam v. Flores, 2004 12 Guam 25, 'I 7 (citing Edwards v. Pacific Financial Corporation, 2000 Guam 27 1 7). The 13 court's "ultimate inquiry is to determine whether the 'specific facts' set by the nonmoving 14 party, coupled with undisputed background or contextual facts, are such that a rational or 15 reasonable jury might return a verdict in its favor based on that evidence." Id. The Supreme 16 Court of Guam has held that a defending moving party may satisfy its moving burden "by 17 showing there is an absence of evidence" to support a claim. Guam Santo Transportation, Inc. 18 v. Pacu'ic Mohair Corporation, 2012 Guam 2 I 7 (citing Celotex Corp. v. Catlett, 477 U.S. 19 317, 325 (1986)). It may also satisfy its burden by "producing evidence negating an essential 20 e1ement"or claim. Id. 21 Although the Guam Rules of Civil Procedure allow that "[a] party against whom a 22 glim is asserted may, at any time, move with or without supporting affidavits for a 23 summary judgment," this does not relieve the movant from separately identifying the disputed

24 Bank of Guam v. Julia Terlaje-Wilhhms, Civil Case No. CV0045-20 Decision and Order Granting Plaintis Moiionfor Summary Judgment 1 and undisputed facts and essential elements of the cause of action for which summary 2 dismissal is sought and applying and analyzing themunderthe appropriate standard. Guam R. 3 Civ. P. 56(b), Guam Sankt Transportation, Ire. v. Pacyic Mohair Corp., 2012 Guam 2 <l7. 4 In an action stemming from a promissory note, the holder or payee must establish the 5 following: (1) there is a note; (2) he is the legal owner and holder of the note; (3) the defendant 6 is the maker of the note; and (4) a certain balance is due and owing on the note. Hemlani v. 7 Hemlani, 2015 Guam 16 <[ 14. And a court may consider extrinsic evidence to determine 8 whether there is a balance due and owing on the note - the fourth factor under HeMani. Ecube 9 v. RK Itcorp., 2021 Guam 2 <[ 19, 20, fn. 5 ("the Md court needed to determine that the 10 balance on the note to find whether the Estates could recover The four corners of the note 11 would not reveal whether the note already had been paid."). 12 "Generadly, in a contract dispute, a motion for summary judgment may be granted 13 only where the agreement's language is unambiguous and conveys a definite 14 meaning." Edwards, 2000 Guam 27 'I 9, See also John Haneoek Mutual Life Ins. Co. 15 Amer ford Int'l. Corp, 22 F.3d 458 (2nd Cir. 1994). Contract language is unambiguous when 16 it has "a definite and precise meaning, unattended by danger of misconception in the purport of 17 the [contract] itself and concerning which there is no reasonable basis for a difference of 18 opinion." John Hancock Mutual Life Ins. Co. 22 F.3d 458, 461. "A contract must be 19 interpreted as to give effect to the mutual intentions of the parties at the time o`f 20 contracting." Edwards, 2000 Guam 27 'I 9 (quoting 18 GCA § 87102). The Court now 21 addresses the merits of the instant motion. 22 // 23 //

24 Bank of Guam v. Julia Terlaje-Williams, Civil Case No. CV0045-20 Decision and Order Granting Plaintz1T's Motion for Smnmary Judgment Page 4 off 1 C. Execution of the Note 2 Plaintiff asserts that Defendant executed a Note with Plaintiff. In support of its 3 assertion, Plaintiffs submit Bank of Guam Vice President and Loan Adjustment Manager 4 Roanna R. Cruz's ("Cruz") declaration. In her declaration, Cruz authenticates that Defendant 5 executed the Note with Plaintiff on December 12, 2016, by attaching the Note revealing 6 Defendant's signature on the last page. Decl. Ex. A. While Defendant denies that she 7 executed the Note in her Answer, she does not provide any contradicting evidence, nor did she 8 file any opposition to summary judgment before January 19, 2021.2 Accordingly, the Court 9 finds no issue of material fact as to Defendant's execution of the Note. The Court holds that 10 there is a note, Plaintiff is the owner and holder of the note, andDefendant is the maker of the 11 note.

12 D. Principal Balance 13 The Court now addresses the merits of the undisputed facts. First, it is undisputed that 14 Defendant owes Plaintiff the principal amount of $20,095,943 due under the Note. Decl. at'I 6; 15 Id. at Ex. B; Answer at13. In considering the merits of the present motion, the Court mms to 16 the plain language of the Note. The Note's "Promise to Pay" provision provides, "[Defendant] 17 promise[s] to pay to [Plaintiff], the principal amount, ... together with interest on the unpaid 18 principal balance ..., using an interest rate of 6.500% per annum,until paid in full." Deal. E x. 19

z Defendant's Opposition was due on January 19, 2021. Nothing was Bled by Defendant eithelt on that date or 20 thereafter. Additionally, despite the Court's notice that the court took the-allner under advisement on February 12, 2021, Defendant did not seek nor has she sought leave of the court to file an opposition or response beyond the 21 time set, or seek any other relief notwithstanding the notice.

3 The Court notes the amount in the principal balance indicated in the Complaint and the Declaration differ. The Complaint indicates the principal balance owed is $20,l95.94. The Declaration indicates the principal balance 22 owed is $20,095.94. Pursuant to GRCP 56, the Court will not rely on the pleadings filed and will rely on the Declaration as probative evidence supporting the pleading. This logic will follow for the accrued interest and 23 reasonable attorney fee amounts.

24 Bank of Guam v. Julia Terlaje- Williams, Civil Case No. CV0045-20 Decision and Order Gaming Plaiuqlfir Motion for Summazry Judgment 1 A. Further, the Note's "Default" provision provides, "[Defendant} will be in default under this 2 Note if [Defendant] fd1[s] to make any payment when due under this Note." Id. Since 3 failure to make payments constitutes a default within the meaning of the Note, and Defendant 4 admits to owing Plaintiff the principal balance of $20,095.94, the Court finds no issue of 5 material fact as to Defendant's obligation to pay Plaintiff the principal amount of $20,095.94. 6 E. Accrued Interest 7 Second, it is undisputed that Defendant owes Plaintiff the accrued interest of 8 $1,858,324 Decl. at 'I 6, Id. at Ex. B, Answer at I 3. The Note's "Interest After Default" 9 provision provides, "Upon maturity, whether scheduled or accelerated by [Plaintiff] because of 10 [Defendant's] default, the total sum under this Note will continue to accrue interest...." Deck. 11 Ex. A. Defendant's payment history indicates that she made some payments, however, she is 12 still in default within the meaning of the Note, and the interest continued to accrue. Decl. Ex. 13 B. The clear and precise language of the Note's provisions coupled with Defendant's 14 admission that she failed to pay the accrued interest leads the Court to find no issue of material 15 fact as to Defendant's obligation to pay Plaintiff the accrued interest of $1,858.32. 16 F. Additional Interest 17 Third, it is undisputed that Defendant owes Plaintiff additional interest, which 18 continues to accrue, at the rate of 6.5% per annum since December 17, 2020. Decl. at 'I6; Id at 19 Ex. A, Answer at 'I 3. The Note indicates "Interest Rate: 6.500%" at the top of the page. Deal. 20 Ex. A. The Note's "Promise to Pay" provision also indicates that "[Defendant] promise[s] to 21 pay to [P1a.intiff], the principal amount, together with interest on the unpaid principal 22 balance ..., using an interest rate of 6.500% per annum, until paid in full." Id. (emphasis

23 4 The Court relies on the accrued interest amount indicated in the Dec laration.

24 Bank of Guam v. Julia Terlaje-Williams, Civil Case No. CV0045-20 Decision and Order Granting Plainer_u"s Moffonfor Summary Judgment 1 added). Defendant's obligation to pay Plaintiff additional interest at the rate of 6.5% per 2 annum from December 17, 2020, is further supported by Cruz's declaration. Decl. 'I 6. 3 Finally, Defendant admits that she failed to pay Plaintiff the additional interest of 6.5% per 4 annum. Answer at q 3. The Court is satisfied that no issue of material fact exists as to 5 Defendant's obligation to pay Plaintiff additional interest at the rate of 6.5% per annum from 6 December 17, 2020. 7 G. Award for Attorney's Costsand Fees 8 Generally, courts follow the "American rule" when awarding attorney's fees. Fleming 9 v. Quigley, 2003 Guam 417. Under the American rule, parties are expected to bear their own

10 litigation expenses, including attorney's fees. Id. (citing Alaska Pipeline Serf. Co. v. 11 Wilderness Soc'y, 421 U.S. 240, 247 (1975)). Exceptions to the American rule include 12 attorney's fees that are: (1) authorized by statute, (2) authorized by contract, or (3) allowed in 13 judicially established equitable circumstances. Id. (citingYoung v. Redman, 128 Cad. Rptr. 86,

14 91 (ct. APP- 1976)). 15 Plaintiff claims that Defendant is obligated to pay Plaintiff' s reasonable attorney fees of

16 $3,285.36.5 Deal. at 'I 7, Answer at 'I 3. The Note's "Attorneys' Fees, Expenses" provision 17 provides that "[Plaintift] may hire someone to help collect this Note if [Defendant] does 18 not pay. [Defendant] will pay [Plaintiff] that amount. This includes [Plaintiffs] reasonable 19 attorneys' fees and ... legal expenses not to exceed fifteen percent (15%) of the unpaiddebt 20 after default...."Deal. Ex. A. (emphasis added). Attorney's feesin the instant matter rightfully 21 fall within the attorney's fees authorized by contract exception articulated in Fleming. 22

23 5 . . . . .

The Court relies on the reasonable attorney fees amount mdxcated nn the Declaration.

24 Bank of Guam v. Julia Terlaje»Williams, Civil Case No. CV0045-20 Decision and Order Granting Plainti§'.¢ Mationfor Summa:-_v Judgment 1 Accordingly, the Court finds no issue of material fact as to Defendant's obligation to pay 2 Plaintiff's reasonable attorney fees. 3 CONCLUSION AND ORDERS 4 For the above reasons, the Court hereby GRANTS Plaintiff's Motion for Summary 5 Judgment. Accordingly, the Court hereby ORDERS Plaintiff to file the following within thirty 6 (30) days of the issuance of this Decision and Order: (1) a Bill of Costs for reasonable 7 attorney's fees and costs and (2) support for the balance of principal, accrued interest, and 8 additional interest as of the date of the required submission. A hearing to determine the 9 Defendant's liability for specific amounts due to Plaintiff on the note shall be scheduled 10 following the Court's receipt of these documents.

11 SO ORDERED this MAY 03 2021 12

13 a HONORABLE MARIA T. CENZON 14 JUDGE,SUPERIOR COURTOFGUAM 15

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24 Bank of Guam v. Julia Terlaje-Willlhms, Civil Case No. CV0045-20 Decision and Order Granting Plaintiff Motion for Summary Judgment