Gov't of Guam v. Core Tech Inter'l Corp.

Opinion

r:ILFn I ·-- SU' PER'Qr.i -,\I •\. cntlR" U I ..i

OF GUAM 2023 AUG 14 PH 5: 29 CLERK OF COURT

BY: ~ IN THE SUPERIOR COURT OF GUAM - - - " ' - - - -

GOVERNMENT OF GUAM, MICHAEL CIVIL CASE NO. CV1198-18 J.B. BORJA, in his capacity as Director of Land Management, DECISION AND ORDER RE CORE Plaintiff, TECH INTERNATIONAL CORPORATION'S MOTION TO and DISMISS AND MOTION FOR SUMMARY JUDGMENT AND GUAM GUAM WATERWORKS AUTHORITY, a WATERWORKS AUTHORITY'S Guam Public Corporation, SECOND MOTION FOR SUMMARY JUDGMENT Plaintiff-Intervenor,

vs.

CORE TECH INTERNATIONAL CORPORATION, YOUNEX ENTERPRISES CORPORATION,

Defendants.

CORE TECH INTERNATIONAL CORPORATION,

Counterclaim Plaintiff,

GOVERNMENT OF GUAM, MICHAEL J.B. BORJA, in his capacity as Director of Land Management, and GUAM WATERWORKS AUTHORITY, a Guam Public Corporation,

Counterclaim Defendants.

ORIGINAL CVl 198-18 DECISION AND ORDER RE CORE TECH INT'L CORP.'S MOTION TO Page 2 DISMISS AND MOTION FOR SUMMARY JUDGMENT AND GWA'S SECOND MOTION FOR SUMMARY JUDGMENT

The Court here considers two remaining dispositive motions: Core Tech International

Corporation's ("Core Tech") Motion to Dismiss and Motion for Summary Judgment against

Plaintiff-in-Intervention Guam Waterworks Authority ("GWA") and GWA's second Motion for

Summary Judgment against Core Tech. Incorporating its Decision and Order issued on

November 30, 2021, the Court generally determines that any interest in lots at issue here

conveyed by the Government of Guam ("Gov. Guam") to GWA reverted according to the

language of the conveyance document. Moreover, Gov. Guam also conveyed the same property

to third parties, and title to the property eventually ended up in the hands of Core Tech upon

Core Tech's reliance on Certificates of Title issued to Core Tech's predecessor. Core Tech was

entitled to rely upon those Certificates of Title, and therefore its title is protected under Guam's

Land Title Registration law. Finally, the Court determines that the law of the case doctrine does

not preclude the findings made here.

I. PROCEDURAL BACKGROUND

Gov. Guam commenced this action against Core Tech on December 17, 2018. Gov.

Guam petitioned the Court to cancel and amend certain Certificates of Title issued to Core Tech

and/or Younex Enterprises. On March 25, 2019, GWA moved to intervene, which the appearing

parties did not oppose. GWA filed its Petition to Quiet Title on April 17, 2019.

The Court set a dispositive motion deadline of April 2, 2021. Stip. and Order (Jan. 12,

2021). Four motions were filed on or before that date: (1) Core Tech's Motion for Summary

Judgment against Gov. Guam and the Department of Land Management (DLM), filed on March

31, 2021; (2) Core Tech's Motion to Dismiss and Motion for Summary Judgment against GWA,

filed on April 2, 2021; (3) GWA's Motion for Summary Judgment, filed on April 2, 2021; and

(4) Gov. Guam's Motion for Summary Judgment, filed on April 2, 2021.

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To streamline its review of the pending motions, the Court opted to consider GWA and

Gov. Guam's dispositive motions first. It disposed of those motions in its November 30, 2021

Decision and Order Re Gov. Guam and GWA's Motions for Summary Judgment and its

September 9, 2022 Decision and Order Denying Core Tech's Motion for Summary Judgment

against Gov. Guam and DLM.

The Court heard Core Tech's motion against GWA on December 17, 2021. Shortly after

that hearing, G WA attempted to bring an interlocutory appeal. After the interlocutory appeal

attempt was denied, 1 the parties engaged in two further rounds of supplemental briefing and a

second oral argument on November 22, 2022. 2 The Court also permitted GWA to present a

second Motion for Summary Judgment concerning its April 17, 2019 Petition to Quiet Title filed

against Core Tech. See Order Granting Mot. Leave to File Summ. J. (Feb. 13, 2023).

The Court now disposes of Core Tech's motion against GWA and GWA's second motion

against Core Tech.

II. UNDISPUTED FACTS ESTABLISHED IN THE COURT'S NOVEMBER 30. 2021 DECISION AND ORDER

The Court restates the following relevant facts that it found to be undisputed in its

November 30, 2021 Decision and Order:

1. In "November 15, 1945, Congress ... enacted the Guam Land Transfer Act, Public Law

1 CVA22-001 (Order (May 27, 2022)). 2 At the request of GWA's new counsel, the Court gave GWA leave to file a supplemental brief, which it filed on August 12, 2022. Core Tech also had an opportunity to respond to GWA's supplemental brief. Then, upon converting Core Tech's motion to dismiss to a motion for summary judgment, the Court permitted the parties to submit further briefs and statements of material facts on the statute of limitations issues. Order Converting Mot. Dismiss to Mot. Summ. J. and Permitting Further Briefing (Dec. 13, 2022). The parties' statements and briefs were filed in January and February 2023.

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79-225, 59 Stat. 584, authorizing the Secretary of the Navy to transfer lands the military

no longer needed to the Government of Guam." United States v. Gov't of Guam, No. CV

. 17-00113, 2018 WL 6729629, at *3 (D. Guam Dec. 21, 2018).

2. On August 1, 1950, the United States Congress enacted the Organic Act of Guam, which

directed the transfer of"title to all property, real and personal, owned by the United

States and employed by the naval government of Guam in the administration of the civil

affairs of the inhabitants of Guam ... to the Government of Guam within ninety days"

after enactment. 48 U.S.C. § 1421f(a).

3. The Organic Act also provided that any land "not reserved by the President of the United

States within ninety days after" the enactment was to be transferred to the Government of

Guam. Id § 1421f(b).

4. On October 30, 1950, President Harry S. Truman issued Executive Order 10178, which

indicated that the Naval Government of Guam quitclaimed certain land to the United

States, including the land at issue in this case. Deel. Clark, Ex. A (Apr. 2, 2021)

(Judgment on Declaration of Taking (Jul. 31, 1950)).

5. A Judgment on Declaration of Taking covering the subject land was recorded with the

government as Doc. No. 20991 on August 4, 1950. Id.

6. On May 23, 1980, the United States executed a Grant of Easement on the property, by

which it granted the Government of Guam ("Gov. Guam") "an easement for the

construction, installation, operation, maintenance, repair, and replacement of a sewage

pumping station, force main, outfall, sewer lines and other general utility facilities." Id.,

Ex. E (Grant of Easement, Inst. No. 312261 (May 23, 1980)).

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7. On the same day, the United States also executed a General Purpose Lease, which

granted Gov. Guam a license to use the property "for the construction, installation,

maintenance, operation, repair and replacement of a Wastewater Treatment Plant and

sewer lines .... " Id., Ex. F (General Purpose Lease, Inst. No. 312261 (May 23,

1980)). The term of the lease was twenty-five years, and Gov. Guam had the option to

extend for an additional twenty-five years. Id.

8. On October 4, I 994, the United States enacted the Guam Excess Lands Act ("GELA"),

which identified additional land to be returned to Gov. Guam. Guam Excess Lands Act,

Pub. L. No. 103-339, 108 Stat.3116 (1994).

9. Under the terms of the GELA, the land transferred must be used for "public benefit use"

and Gov. Guam must enact legislation which establishes a detailed plan for the public

benefit use before transferring land. Id.

IO. To effectuate the return ofland identified in the GELA, Gov. Guam enacted Public Law

22-145. Guam Pub. L. 22-145 (Dec. 9, 1994). Public Law 22-145 provides that the

identified land would be transferred to the Chamorro Land Trust Commission ("CLTC") 0

and the CL TC would utilize the land for the benefit of all original landowners, their heirs,

and others identified by Guam law. Id.

I 1. Public Law 22-145 excluded "land that is presently utilized for direct public purposes

such [as] schools, power substations, easements, roadways, and essential to the public's

safety, welfare, health and protection .... " Id. Public Law 22-145 also excluded from the

transfer those lands presently used for direct public purposes and essential to the public's

safety, welfare, health and protection. Id.

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12. On January 2, 1997, Gov. Guam enacted Public Law 23-141, which included additional

guidance on its land use plan. Guam Pub. L. 23-141 (Dec. 23, 1996). Under Public Law

23-141, the land identified would be returned "to the original landowners or their heirs,

administrators, executors or other legal representatives of the landowners' original

estates." Guam Pub. L. 23-141 :2.

13. Gov. Guam subsequently established the Guam Ancestral Lands Commission ("GALC")

to effectuate the return of lands. See Guam Pub. L. 25-45 (June 9, 1999).

14. On July 23, 1997, Gov. Guam executed a Grant Deed which conveyed all of its property

interest in all surface water and groundwater utility to GWA, including those interests in

the easement and the license discussed supra. Deel. Clark, Ex. G (Grant Deed, Inst. No.

567559 (July 23, 1997)).

15. The Grant Deed cited Public Law 20-06:07, which provides that all surface waters and

ground waters are public assets and that the first priority for utilization of any waters

shall be for the use or resale of GWA. Id.

16. On July 26, 2002, the United States executed a Quitclaim Deed to the Government of

Guam, which conveyed its right, title, and interest in 856.21 acres, more or less, ofland

located in the village ofDededo known as "Anderson Communications Annex No. I

(AJKD)." Deel. Clark, Ex. H.

17. The July 26, 2002 Quitclaim Deed contained the following condition language:

GRANTOR conveys the Property to GRANTEE so long as GRANTEE uses the Property for public benefit use, as contemplated by the Guam Excess Lands Act, Public Law 103-339, 108 Stat. 3116 (1994). Should GRANTEE use the Property for other than such use, title to the Property shall revert to GRANTOR.

Deel. Clark, Ex. H (Quitclaim Deed, Inst. No. 660299 (Jul. 26, 2002)).

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18. The July 26, 2002 Quitclaim Deed also conveyed the property subject to:

ALL covenants, reservations, easements, leases, restrictions, and rights recorded or unrecorded, for public roads, highways, streets, railroads, power lines, telephone lines and equipment, pipelines, drainage, sewer and water maines and lines, public utilities and other rights of way, including but not limited to the specific easements, reservations, rights and covenants described herein, and to any facts which a physical inspection or accurate survey of the Property may disclose.

Id (emphasis in original).

19. The July 26, 2002 Quitclaim Deed also conveyed the property subject to certain

reservations. Specifically, it stated:

GRANTOR reserves for itself, its successors and assigns, a perpetual non- exclusive easement over a portion of the property more particularly described in Map Drawing No. RE-95-02 ... attached hereto as Exhibit Bas follows:

I. Parcel G-3, an access road to the beach area at the Naval Communications Station, Finegayan, Guam, in favor of the U.S. Department of the Navy. 2. Parcel A-2, a telephone line easement in favor of Government of Guam, Guam Telephone Authority ("GTA") ... 3. Parcel D- 1, a power line and guy wire easement in favor of Government of Guam, Guam Power Authority ("GP A") ... 4. Parcel H, a 100-foot wide road easement in favor of Government of Guam, Department of Public Works ("DPW") ... 5. Parcel I-1, a 100-foot wide road easement in favor of Government of Guam, Department of Public Works ("DPW") ... 6. Parcel J, a JOO-foot wide road easement to Building No. 50 in favor of Government of Guam, Department of Public Works ("DPW") ... 7. Parcel K, a 100-foot wide road easement in favor of Government of Guam, Department of Public Works ("DPW") ... 8. Parcel L-4, a 20-foot wide water line easement in favor of Government of Guam, Guam Waterworks Authority ("GWA [sic]") .... 9. Parcel N, a telephone line easement in favor of Government of Guam, Guam Telephone Authority ("GTA") ...

Id.

20. On August 29, 2002, Gov. Guam executed a Quitclaim Deed, which conveyed the

property to GALC. The Quitclaim Deed contained the following language:

ORIG!f~AL CV! 198-18 DECISION AND ORDER RE CORE TECH INT'L CORP.'S MOTION TO Page 8 DISMISS AND MOTION FOR SUMMARY JUDGMENT AND GWA'S SECOND MOTION FOR SUMMARY JUDGMENT

GRANTOR conveys subject property to GRANTEE so long as GRANTEE uses the Property for public benefit use, as prescribed by the Guam Excess Lands Act, Public Law 103-339, 108 Stat. 3116 (1994), Guam Public Laws 22-145, 23-23, 23-141, and 25-45 (Chapter 80 of Title 21 G.C.A.) consistent in all respects also with the terms and conditions of the Quitclaim Deeds issued by the United States of America all recorded at the Department of Land Management on July 26, 2002, as Document No. 660299.

Id., Ex. J (Quitclaim Deed, Inst. No. 661951 (Aug. 29, 2002)).

21. Four years later, on October 26, 2006, the GALC executed a Quitclaim Deed, which

conveyed three lots of land to the Estate of ancestral landowner Jose Martinez Torres

("Torres Estate"), including Lot AL-002--a 252.23 acre lot, which contained Lot. No.

5039 and the unsurveyed portions of Estates 1540 and 2531. Id., Ex. L (Quitclaim Deed

(Oct. 6, 2006) (Instr. No. 744340)).

22. The Northern District Wastewater Treatment Plant (NDWWTP) is located on a portion of

Lot AL-002. See GWA's Response to Core Tech's Statement of Undisputed Facts at 1 "if

1 (Mar. 29, 2023).

23. The October 26, 2006 Quitclaim Deed contained the following language:

TO HAVE AND TO HOLD, GRANTOR conveys subject property to GRANTEE(S) so long as GRANTEE(S)' [sic] use the property for public benefit use, as prescribed by the Guam Excess Lands Act, U.S. Public Law 103- 339, 108 Stat. 3116 (1994), Guam Public Laws 22-145, 23-23, 23-141, 25-45 (Chapter 80 of Title 21 G.C.A.), 25-178, 26-36 and 26-100.

24. On August 9, 2007 the Co-Administratrixes of the Estate of Jose Martinez Torres

petitioned the Court in Probate Case No. PR0220-50, for an order confirming the sale of

Lot AL-002 to Kil Yoo Yoon. In the Matter ofthe Estate ofJose Martinez Torres,

PR0220-50 (Pet. (Aug. 9, 2007)). The Court granted the Petition and issued an Order

Confirming Sale of Real Property on August 31, 2007. PR0220-50 (Order (Aug. 31,

ORIGINAL CVI 198-18 DECISION AND ORDER RE CORE TECH INT'L CORP.'S MOTION TO Page 9 DISMISS AND MOTION FOR SUMMARY JUDGMENT AND GWA'S SECOND MOTION FOR SUMMARY JUDGMENT

2007)).

25. The Torres Estate subsequently executed a Warranty Deed, which conveyed Lot AL-002

to Kil Yoo Yoon. Deel. Williams, Ex. 7 (Mar. 31, 2021) (Warranty Deed, Inst. No.

761426 (Sept. 13, 2007)).

26. Yoon recorded a subdivision survey map of Lot AL-002 with DLM. Deel. Clark, Ex.

M. (Subdivision Survey Map, Land Management No. I 09FY2008, Inst. No. 782273

(Nov. 18, 2008)).

27. The Subdivision Survey Map ("Castro Map") created Lot No. 10184 based on Lot AL-

002 and subdivided Lot 10184 into Lot Nos. 10184-1 through 10184-8 and Lots 10184-

17 and 10184-R17. Id.

28. The Castro Map indicates that Lot 10184-7 corresponded with the location of the sewer

treatment plant and states "NOT RETURNED TO LANDOWNER." Id.

29. On January 26, 2010, Yoon conveyed Lot 10184, as subdivided by the Castro Map, to

Younex Enterprises Corporation by Warranty Deed. Deel. Williams, Ex. 8 (Warranty

Deed, Inst. No. 801378 (Jan. 26, 2010)).

30. The Warranty Deed references the Castro Map in its description of the subdivisions. Id.

31. On February 3, 2010, Younex granted a mortgage titled "First Mortgage on Real Property

with Power of Private Sale" to Military Mutual Aid Association ("MMAA"). Deel.

Clark, Ex. P (Notice of Sale Under Mortgage, Inst. No. 877367 (Apr. 17, 2015)). The

mortgage secured a debt of$100,000,0003 and encumbered the subdivisions of Lots

10184 and 5039 owned by Younex. Id.

3 The Court corrects herein the November 30 Decision and Order, which misstated this amount as $1,000,000.

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32. On February 22, 20 I 0, DLM Deputy Civil Registrar, Andrew Santos, issued Certificates

ofTitleforLots 10184-1, 10184-3, 10184-4, 10184-5, 10184-6, 10184-8, 10184-17,and

10184-Rl 7 stating that Younex is the owner in fee simple. Deel. Williams, Ex. 9.

33. On December 11, 2014, Deputy Civil Registrar Santos issued Certificates of Title for

Lots 10184-2 and 10184-7 stating that Younex is the owner in fee simple. Id., Ex. 10.

34. The Certificate of Title for Lot 10184-7 states "(Subject to Sewer Treatment Plant)"

under the memorial of estates, assessments, liens, charges, or encumbrances on the

Lot. Id.

35. On March 26, 2014, MMAA assigned the mortgage to STX Heavy Industries Co.,

Ltd. Id., Ex. 11 (Mortgagee's Deed, Inst. No. 872575 (May 4, 2015)).

36. On December 11, 2014, Younex executed a Warranty Deed, by which it conveyed Lot

10184 (and its subdivisions) to HL Corporation, Inc. Deel. Clark, Ex. Q (Warranty Deed,

Inst. No. 872575 (Dec. 11, 2014)).

37. On December 31, 2014, STX Corp. assigned the mortgage to Ace Builders LLC. Id.

38. On April 16, 2015, Ace Builders LLC assigned the mortgage to Core Tech. Id., Ex. T

(Assignment of Mortgage and Loan Documents, Inst. No. 877277 (Apr. 16, 2015)).

39. On April 17, 2015, Core Tech filed a Notice of Sale Under Mortgage which stated that

the Mortgagor (Younex) defaulted on its obligation to the Mortgagee (Core Tech) and the

"Mortgage shall be foreclosed by Core Tech pursuant to the power of sale contained in

the Mortgage by sale of the properties encumbered by such Mortgage to the highest

bidder as public auction .... " Id., Ex. P (Notice of Sale Under Mortgage, Inst. No. 877367

(Apr. 17, 2015)).

ORIGINAL CVI 198-18 DECISION AND ORDER RE CORE TECH INT'L CORP.'S MOTION TO Page 11 DISMISS AND MOTION FOR SUMMARY JUDGMENT AND GWA'S SECOND MOTION FOR SUMMARY JUDGMENT

40. A public foreclosure sale was held on May 4, 2015; Core Tech was the highest bidder,

making a credit bid of $178,186,301.00. Deel. Williams, Ex. 11 (Mortgagee's Deed, Inst.

No. 872575 (May 4, 2015)).

41. Also on May 4, 2015, Core Tech filed a Mortgagee's Deed, which stated "the

Mortgagee ... hereby TRANSFERS, SELLS, and, CONVEYS to ... [Core Tech], all right,

title, and interests of ... [Younex] (the Mortgagor), and all the right, title, and interest of

any party who has or may have an interest or claim in the Property ... which is subject to

the Mortgage." Id

42. In March 2019, GWA began excavating a portion of Lot 10184 and removed Core

Tech's fence that stood in between Lots 10184-6 and 10184-7. Deel. Bathan,, 4 (May 3,

2021).

43. In April 2019, Core Tech discovered that GWA's "excavation and encroachment was on

Lot 10184-6." Id, 5.

III. LEGAL DETERMINATIONS MADE IN THE NOVEMBER 30, 2021 DECISION AND ORDER

Based on the undisputed facts presented in the course of briefing on Gov. Guam's Motion

for Summary Judgment and GWA's Motion for Summary Judgment, the Court made the

following determinations in its November 30, 2021 Decision and Order: First, Core Tech holds

an ownership interest vis a vis the transfer to HL Corp. and the Mortgagee's Deed it obtained at

the foreclosure. Dec. & Order at 17-18 (Nov. 30, 2021) (hereafter Nov. 30 Dec. & Order).

Second, the Castro Map creates no property interests for Gov. Guam or GWA. Id at 18-19.

Third, Core Tech did not violate the statute oflimitations for its inverse condemnation claims.

Id at 19-21. Fourth, GWA has a water line easement on Parcel L-4. Id. at 26. Fifth, the license

ORIGINAL CVl 198-18 DECISION AND ORDER RE CORE TECH INT'L CORP.'S MOTION TO Page 12 DISMISS AND MOTION FOR SUMMARY JUDGMENT AND GWA'S SECOND MOTION FOR SUMMARY JUDGMENT

that the U.S. granted GWA was extinguished upon the July 26, 2002 conveyance from the U.S.

to Gov. Guam, and the 1980 General Purpose Lease does not establish GWA's superior title. Id.

at 27-28. Sixth, Core Tech failed to allege a taking by Gov. Guam. Id. at 28-29. Seventh, Gov.

Guam failed to establish adverse possession under either 7 GCA §§ 11029 or 11210. Id at 29-

30. Eighth, the United States is not a necessary nor indispensable party. Id. at 30-36.

Additionally, the Court found an issue of fact as to whether OWA has a right to use and

occupy Lot 10184-7 and whether a taking has occurred. Id. at 22-25, 28.

IV. ADDITIONAL UNDISPUTED FACTS

The following. facts are undisputed based on the additional record established before the

Court.

44. GWA retains a property interest to use the land for water lines subject to the water line

easement. Id at 26-27.

45. The 1980 General Purpose Lease does not grant GWA superior title to Core Tech. Id. at

28.

46. The 1980 General Purpose Lease granted a license to Gov. Guam. Id at 27.

47. The July 2002 Deed from the U.S. to Gov. Guam extinguished the license. Id. at 27-28.

48. Attached to the 1980 General Purpose Lease is a map identifying Parcels 3 and 4. Deel.

Bordallo, Ex. 1 (Feb. 14, 2023).

49. Attached to the 1980 General Purpose Lease is a map that states it is the "Real Estate

Requirements for the Northern District Sewerage System Utility Easements for: Waste

Water Treatment Plan and Sewerage Pumping Station." Deel. Clark, Ex. F, Ex. A

(legible copy resubmitted as Deel. Bordallo, Ex. I). That map shows "'Lease' Parcels 3

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and 4" and mentions a Wastewater Treatment Plant on Parcel 4. Deel. Bordallo, Ex. I at

2.

50. Exhibit A attached to the 1980 General Purpose Lease identifies an existing 20-foot wide

waterline easement which the Lease explicitly excludes. Deel. Clark, Ex. F at I.

51. The 1980 General Purpose Lease is labeled N6274280RP00020. Id., Ex.Fat 2.

52. The 1980 Grant of Easement is labeled N6274280RP00019. Deel. Williams, Ex. I at 2.

53. Attached to the 1980 Grant of Easement is an exhibit that states it is the "N orthem

District Sewerage System Real Estate Requirements for the Government of Guam."

Deel. Bordallo, Ex. 2 (Ex. A to Instr. No. 312261).

54. The 1980 Grant of Easement describes Sewer Line A, Sewer Line B, Sewer Line C,

Parcel D ("Force Main"), Parcel E ("Outfall"), Parcel E-1, Parcel 1, and Parcel 2 (Sewage

Pumping Station). Id

55. The 1997 Grant Deed from Gov. Guam to GWA conveyed, among other interests: "195.

Easement, Northern District Sewage Treatment Plant, Harmon, USAF Grant of

Easement, as shown in Map/Instrument Drawing Numbers 312261 and 312262, License

Number N6274280RPOOOI 9 .... " Deel. Clark, Ex. G at 32.

56. In addition to the specific conveyances of property, the 1997 Grant Deed generally

conveyed all "estate, rights, title, interest, powers, property, claim and demand of [the

Government], it successors and assigns ... to hold the same in fee simple absolute

forever:" I) "Easements .. together with all land connecting and running with any water

or sewer systems, surface or subsurface, wherever situated," 2) "Water Resources"

including all "water or sewer resources" together with "any leases, options,

improvements, buildings, facilities, easements, or rights-of-ways thereon, and any rights

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ofreservation, intending said rights, Powers and interests to be superior above all others,"

3) "Northern Guam Lenses Aquifers," and 4) "Public Lands" for "all government lands

reserved for the future use of the government of Guam, wherever situated." Id., Ex. G at

35-36.

57. Gov. Guam conveyed all of its property interest in all surface and groundwater utilities to

GWA with the 1997 Grant Deed. Nov. 30 Dec. & Order at 30; Statement of Undisputed

Material Facts at 10 , 10 (Mar. 15, 2023).

58. The 1997 Grant Deed does not mention the 1980 General Purpose Lease. See generally

Deel. Clark, Ex. G.

59. The 1997 Grant Deed states: "All parties to [the 1997 Grant Deed] agree that the 'real

estate requirement survey map(s)' will be completed within five years from the date of

the filing of this Grant Deed, unless an extension is granted by the Director of the

Department of Land Management and the Governor of Guam. All lots for which the 'real

estate requirement map(s)' has not been completed shall revert automatically to the

Government of Guam." Id., Ex. G at 37-38.

60. Gov. Guam admits it does not claim a property interest in the NDWWTP. Nov. 30 Dec

& Order at 30; Statement of Undisputed Material Facts at 14, 28. 4

61. On November 26, 2001, the Governor of Guam received a letter from DLM that

requested the Governor approve a time extension until 2009 for G WA to complete

4 Core Tech misnumbered its March 15, 2023 Statement of Material Facts after Undisputed Fact

No. 20 on page 12. The Court here references what is labeled Core Tech Undisputed Fact No. 28, which referenced GWA's Undisputed Fact No. 29 in GWA's Statement of Undisputed Material Facts filed on February 14, 2023.

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surveys of parcels transferred under the 1997 Grant Deed. Deel. Bordallo, Ex. 4. The

document was not recorded. The Acting Governor approved the request. Id.

62. On July 28, 2017, a time extension for the deadline to complete real estate requirement

survey maps under the 1997 Grant Deed and an assignment was recorded as Instrument

No. 910396. Id., Ex. 5; see also id., Ex. 6 (correcting lot numbers). The time to

complete the real estate requirement survey maps was extended until June 1, 2027. Id.,

Ex. 5 at I.

63. On July 24, 2009, Gov. Guam filed a Complaint to Quiet Title against Yoon for his

adverse claims and the purported acquisition of Lot AL-002 from the Torres Estate.

Government of Guam v. Torres, et al., CVl 124-09 (Comp!. (July 24, 2009)); see also

Dec. and Order Denying Core Tech Int'! Corp.'s Mot. Summ. J. at 2 (Sep. 9, 2022).

64. The court in CVl 124-09 dismissed Gov. Guam's claims in part because Gov. Guam

admitted that Yoon was a bona fide purchaser of Lot AL-002. CVl 124-09 (Dec. and

Order at 14 (July 29, 2010)); see also Dec. and Order Denying Core Tech Int'! Corp.'s

Mot. Summ. J. at 2.

65. Core Tech holds an ownership interest in AL-002 vis a vis the transfer to HL Corporation

and the Mortgagee's Deed. Nov. 30 Dec. & Order at 17.

66. From July 1997 to the present, GWA has openly and continuously operated and asserted

ownership over the NDWWTP (and Lots 10193 and 10194). GWA Pet. Quiet Title, 18

(Apr. 17, 2019); Core Tech's Second Am. Countercls., 7 (July 6, 2020).

67. Core Tech does not seek to remove the Plant; rather, it seeks compensation for the

government's use of the land. Nov. 30 Dec. & Order at 36; Statement of Undisputed

Material Facts at 12 , 19.

or~IGINAL CVl 198-18 DECISION AND ORDER RE CORE TECH INT'L CORP.'S MOTION TO Page 16 DISMISS AND MOTION FOR SUMMARY JUDGMENT AND GWA'S SECOND MOTION FOR SUMMARY JUDGMENT

68. GWA has never reconveyed the plant property back to Gov. Guam. Deel. Bordallo ,r 6.

69. Gov. Guam has represented that "Between the two defendants [GWA and Gov. Guam],

the Government of Guam holds no title to the parcels Core Tech claims upon, having

transferred its ownership interest to GWA in 1997." Gov. Guam Mot. Summ. J. § V

(Apr. 2, 2021).

70. GWA recorded a retracement survey for Parcels 3 & 4 on February 26, 2016, by

Instrument No. 889242. Deel. Jacob, Ex. A (Feb. 13, 2023).

71. A land registration survey map, Instrument No. 908387, indicates Lot Nos. 10193 and

10194 are formerly Parcel 3 and Parcel 4. It references Instrument No. 889242. GWA

Pet., Ex. E.

72. The District Court of Guam considers G WA to own five wastewater treatment plans on

Guam, including the NDWWTP. Deel. Jacob, Exs. 5-6 (Feb. 14, 2023) (attaching federal

court orders).

V_ ANALYSIS

A. Summary Judgment Standard

Guam Rule of Civil Procedure 56, which governs summary judgment motions, was

amended in July 2022. Core Tech filed its Motion to Dismiss and for Summary Judgment prior

to the amendment, however, the Court utilizes the amended version of the Rule in analyzing

Core Tech's motion as well as GWA's motion.

Summary judgment may be granted if the movant shows there is no genuine dispute as to

any material fact and the movant is entitled to judgment as a matter of law. Guam R. Civ. P.

56(a). The pleadings and the substantive law determine the "materiality" of particular

facts. Anderson v. Liberty Lobby, Inc., 477 US 242, 248 (1986). Materials in the record must

ORIG!r~AL CV! 198-18 DECISION AND ORDER RE CORE TECH INT'L CORP.'S MOTION TO Page 17 DISMISS AND MOTION FOR SUMMARY JUDGMENT AND GWA'S SECOND MOTION FOR SUMMARY JUDGMENT

support the facts, including "depositions, documents, electronically stored information, affidavits

or declarations, stipulations [], admissions, interrogatory answers, or other materials. GRCP

56(c)(l)(A). The Court must view the evidence and draw inferences in the light most favorable

to the non-movant. Edwards v. Pacific Fin. Corp., 2000 Guam 27, 7.

B. GWA's Petition does not violate the applicable statute of limitations.

Core Tech claims that dismissal 5 ofGWA's claim to the property is appropriate under

two possible applicable statutes of limitations: ten years under 7 GCA § 11201 or ten years

under 7 GCA § 11202. Section 11201 limits the government from "su[ing] any person for or in

respect to any real property, or the issue or profits thereof, by reason of the right or title of the

government of Guam to the same, unless" the cause of action accrues within ten years before any

action. Section 11202 provides: "No action can be brought for, or in respect to, real property by

any person claiming under letters patent, or grants from any government of this territory, unless

the same might have been commenced by the government of Guam as herein specified, in case

such patent had not been issued or grant made."

Section 11202 derives from section 316 of the California Code of Civil Procedure. In

analyzing this provision, the Supreme Court of California explained,

if the right of the people to maintain such an action is barred at the time the patent is issued, or the grant made, the right of the patentee or grantee is also barred. If, however, when the state patent is issued, or its grant made, not more than 5 of the 10-year limit prescribed in section 315 has run, the patentee or grantee can maintain an action to recover the property, or the mesne profits thereof, at any time within

other applicable limitations periods. Willhoit v. Tubbs, 23 P. 386, 388 (Cal. 1890).

5 The Court converted Core Tech's Motion to Dismiss to a Motion for Summary Judgment. See Order Converting Mot. Dismiss to Mot. Summ. J. and Permitting Further Briefing.

ORIG!f~AL CV! 198-18 DECISION AND ORDER RE CORE TECH INT'L CORP.'S MOTION TO Page 18 DISMISS AND MOTION FOR SUMMARY.JUDGMENT AND GWA'S SECOND MOTION FOR SUMMARY JUDGMENT

In response to Core Tech's limitations period arguments, GWA cites the long-standing

principle under California law that quiet title limitations periods fail to bind entities in possession

of land. Tannhauser v. Adams, 31 Cal.2d 169, 175 (1947). As recently explained by the

California Court of Appeals, the rationale for the rule is "an unwillingness to convert a statute of

limitations into a statute that works a forfeiture of property rights on the person holding the most

obvious and important property right--namely, possession." Salazar v. Thomas, 186 Cal. Rptr.

3d 689,695 (Ct. App. 2015).

GWA's possession of the NDWWTP is an undisputed fact, evidenced by Core Tech's

Second Amended Counterclaim: "On or about May 23, 1980, and continuing until now,

Counterclaim-Defendants have used and occupied a portion of Lot AL-002 for the construction

of a wastewater treatment plant and infrastructure necessary to its operation." Core Tech Int'!

Corp. 's Second Am. Answer; Countercls., 7 (July 6, 2020). In addition, Core Tech has not

alleged its own possession of the property, rendering the question of GWA's exclusive

possession undisputed. See Statement of Material Facts (Jan. 12, 2023).

Core Tech posits, instead, that the Court has ruled that the Government has not had

exclusive possession. Core Tech cites the following passage from the November 30 Decision

and Order: "the Court finds that the government has not established that it has occupied and

possessed the property under a written instrument." Nov. 30 Dec. & Order at 30. Core Tech

extracts this passage out of its full context. The discussion was relative to Gov. Guam's

argument that it adversely possesses the property. The Court noted Gov. Guam's admission that

it does not claim any interest in the property and that GWA (not the Gov. Guam) has been

operating the NDWWTP since 1997. Nowhere in the Court's analysis was a finding that any

OR!GH~AL CVI 198-18 DECISION AND ORDER RE CORE TECH INT'L CORP.'S MOTION TO Page 19 DISMISS AND MOTION FOR SUMMARY JUDGMENT AND GWA'S SECOND MOTION FOR SUMMARY JUDGMENT

other entity besides GWA or the Gov. Guam--such as Core Tech--have been in possession of the

property.

There now being no question that G WA has possessed the property since 1997, and Core

Tech has not, the statute oflimitations has not begun to run on a quiet title action. Summary

judgment on Core Tech's statute of limitations arguments is therefore denied.

C. The Nature of GWA's Title

1. The 1997 Grant Deed includes the plant property.

The Court now turns to the substantive arguments concerning GWA's title. The Court

first addresses Core Tech's argument that the 1997 Grant Deed conveys an easement to the

NDWWTP, but not the Plant property itself.

The interpretation of the 1997 Grant Deed is a matter of law. Afl ague v. Moylan, 2020

Guam 18 ,i 9. Deeds are construed under the same principles employed for the interpretation of

contracts. 19 GCA § 40401; Estate oJGogue v. Pangelinan, 2020 Guam 26 ,i 21. Thus, the

Court considers the intention of the parties based on the whole of the writing alone, if possible.

18 GCA §§ 87104-87105, 87107. A contract, or grant, may also be explained "by reference to

the circumstances under which it was made, and the matter to which it relates." 18 GCA §

87113.

Generally, Guam law directs that grants are interpreted in favor of the grantee. 19 GCA §

40404. Also, if the grantor is a public body and the grantee is a private party, the grant is

interpreted in favor of the grantor. Id. This provision, which derives from California law, is

rooted in well-established legal principles that grants by the government are to be strictly

construed in favor of the government. See Red Mountain, LLC v. Fallbrook Pub. Utility Dist., 48

Cal. Rptr. 3d 875, 885, 887 (Cal. App. 2006) (analyzing California counterpart to section 40404).

ORIGINAL CVl 198-18 DECISION AND ORDER RE CORE TECH INT'L CORP.'S MOTION TO Page20 DISMISS AND MOTION FOR SUMMARY JUDGMENT AND GWA'S SECOND MOTION FOR SUMMARY JUDGMENT

As stated by the California Supreme Court, "in construing this grant the state is entitled to the

benefit of certain well-settled canons of construction that pertain to grants by the state to private

persons or corporations,-as, for instance, that, if there is any ambiguity or uncertainty in the act,

that interpretation must be put upon it which is most favorable to the state." City of Oakland v.

Oakland Water-Front Co., 50 P. 277,282 (Cal. 1897).

The relevant provision of the 1997 Grant Deed states: "195. Easement, Northern

District Sewage Treatment Plant, Harmon, USAF Grant of Easement, as shown in

Map/Instrument Drawing Numbers 312261 and 312262, License Number N 627 4280RPOOO 19 ..

. ." Deel. Clark, Ex. G at 32. On its own, this sentence seems unclear as to whether the mention

of the "Northern District Sewage Treatment Plant, Harmon" following "Easement" is

intended to be a description of the location of that Easement, or a conveyance of the NDWWTP

in addition to the conveyance of the Easement existing at the property. Core Tech emphasizes

that while License NumberN6274280RP00019-related to the 1980 Easement-is listed, the

separate License Number (N6274280RP00020) for the 1980 Lease of the NDWWTP property is

not mentioned. Core Tech claims this means only the Easement was conveyed and the mention

of the NDWWTP is a reference point for the Easement's location. To the contrary, GWA points

to #195's mention of Drawing Number 312262, which is the drawing containing the NDWWTP

(as well as other parcels). The Court finds that #195 on its own, with its omission of License

Number N6274280RP00020 and the phrasing of the first two parts of the description, does not

conclusively signify that the NDWWTP was being conveyed.

Beyond the language within #195, the Court must also examine the entirety of the

document. This is one property of 205 properties consisting of pump stations, lots, and sewage

treatment plants. The Court found eight other listings of sewage treatment plants: #4, 128, 144,

ORIGl~JAL CV! 198-18 DECISION AND ORDER RE CORE TECH INT'L CORP.'S MOTION TO Page 21 DISMISS AND MOTION FOR SUMMARY JUDGMENT AND GWA'S SECOND MOTION FOR SUMMARY JUDGMENT

149, 161, 163, 188, and 189. All other sewage treatment plants contain lot numbers and area

sizes, but strangely, #195 does not specify a lot number or lot size. Moreover, the omission of

the lot size occurs with only one other listing. 6

The Court also notes the extent of detail in this property listing. Almost all other item

numbers contain an individual item, such as a well, plant, reservoir, or pump station. The Court

does not see that other numbered listings combine properties or interests the way that #195

purportedly combines an easement and a plant into one listing.

The wording of# 195 and the omissions noted above are strong evidence indicating that

the NDWWTP was not properly listed as a property to be conveyed. Nonetheless, the Court is

persuaded that the document is, at best, ambiguous. Taking guidance from section 40404, the

Court construes the unclear provision in favor of the Government, even if the grantee of the 1997

Grant Deed is a government entity. The long-established principles to construe grants in favor of

the Government, in this case, are strongly influenced by the underlying purpose of the 1997

Grant Deed, which was to transfer water-related resources to the specific government agency in

charge of managing those resources. The Court finds that it must construe the document to favor

a transfer of the NDWWTP-and not just the Easement-to GWA. 7

6 "196- Portion of the Waterline Installed at the Start ofTarague Beach, behind Oscar's Beach Bar up to the area next to Tarague Cave or the beginning of the Government of Guam property where the water meter is installed, Jinapsan Private Beach, Lot No. 9994." Deel. Clark, Ex. G at 32. 7 The Court briefly addresses GWA's argument that Core Tech should be prevented from claiming that the 1997 Grant Deed omits the Plant Property based on Core Tech's prior positions. GWA is generally correct. The doctrine of judicial estoppel prevents a party from asserting a position if the position is "clearly inconsistent" with a prior position taken, and the party derives an unfair advantage or imposes an unfair detriment on the opposing party if not estopped. New Hampshire v. Maine, 532 U.S. 742, 750-51 (2001). In its pleadings, Core Tech

OR!GlN/\l CV! 198-18 DECISION AND ORDER RE CORE TECH INT'L CORP.'S MOTION TO Page22 DISMISS AND MOTION FOR SUMMARY JUDGMENT AND GWA'S SECOND MOTION FOR SUMMARY JUDGMENT

2. The Impact on GWA's title when Gov. Guam received title from the U.S.

Next, the Court considers the impact of Gov. Guam not being a titleholder in 1997 when

it conveyed its interest to GWA. When Gov. Guam executed the 1997 Grant Deed, it remained a

lessee of the federal government. Gov. Guam's receipt of title came four years later with the

U.S.'s Quitclaim Deed.

Even though Gov. Guam did not hold title to the lot in 1997, when it later received title

from the federal government, title passed to GWA per 21 GCA § 4203. That provision states:

"Subsequently Acquired Title. Where a person purports by proper instrument to grant real

property in fee simple, and subsequently acquires any title, or claim of title thereto, the same

passes by operation oflaw to the grantee, or his successors." 21 GCA § 4203. The Court

determines that under section 4203, GWA acquired whatever title Gov. Guam received in 2001

from the federal government.

3. Gov. Guam granted fee simple determinable title.

Core Tech and GWA digress on the nature of the title that Gov. Guam passed in the 1997

Grant Deed. GWA points to the deed's statement that "the Government of Guam ... does

hereby grant, transfer, assign, and convey to the Guam Waterworks Authority ... in.fee simple

absolute" and "forever" the listed properties. Deel. Williams, Ex. 3 at 2, 34 (emphasis added).

has admitted GWA's allegation that the 1997 Grant Deed conveyed title to the Plant Property to GWA. Pet. Quiet Title '1[ 9; Core Tech Int'! Corp. Answer '1[ 9 (Jan. 23, 2019); Core Tech Int'! Corp. Second Am. Answer; Countercl. 'I[ 9. Core Tech's Motion for Summary Judgment made no mention of the 1997 Grant Deed, omitting the NDWWTP, and to the contrary, argued that the 1997 Grant Deed was unambiguous as part of its primary arguments, which focused on other issues and not the alleged lack of conveyance. Mot. Dismiss GWA's Pet. and Mot. Summ. J. at 8 (Apr. 2, 2021). Therefore, it is clearly inconsistent for Core Tech to claim now that the 1997 Grant Deed fails to convey property after agreeing to the opposite since the beginning of the case. Moreover, it would be unfair at this point-after discovery has ended and the major round of dispositive motions have been filed-for Core Tech to change its position. CV! 198-18 DECISION AND ORDER RE CORE TECH INT'L CORP.'S MOTION TO Page23 DISMISS AND MOTION FOR SUMMARY JUDGMENT AND GWA'S SECOND MOTION FOR SUMMARY JUDGMENT

In contrast, GWA claims that, despite the conveyance stating it was "absolute" and "forever," the

1997 Grant Deed added a condition: that real estate requirement survey maps be completed or

else such lots "shall.revert automatically to the Government of Guam." Id, Ex. 3 at 38.

According to Core Tech, this qualifies the conveyance of title as a fee simple defeasible or a fee

simple with a condition precedent. GWA then responds that if it is a fee simple defeasible, it

would be a fee simple defeasible with a condition subsequent.

One can get lost in the antediluvian property terms at this point. It boils down to figuring

out which property estate titles apply to the present situation. In doing so, "[i]t is the rule that the

object in construing a deed is to ascertain the intention of the grantor from words which have

been employed and from surrounding circumstances," and not from any set of technical terms.

Mountain Brow Lodge No. 82, Indep. Ord. of Odd Fellows v. Toscano, 64 Cal. Rptr. 816,818

(Ct. App. 1967) (cited in Ueda v. Bank ofGuam, 2005 Guam 23, 14); Bank ofSuisun v. Stark,

39 P. 531,533 (Cal. 1895).

An estate in fee simple or fee simple absolute means it is not defeasible or conditional.

21 GCA § 3102. The starting point, therefore, is whether Gov. Guam conveyed a defeasible or

conditional fee - terms that have become interchangeable. See, e.g., Ueda, 2005 Guam 23 , 14

(a defeasible fee is one subject to a condition).

The Court begins its analysis with Core Tech's proposition that the 1997 Grant Deed

contained a condition precedent. With a condition precedent, title passes to the grantee upon the

conditioned performance. 21 GCA § 4207; see also Bank of Suisun, 39 P. at 533 ("If land is

conveyed upon a condition precedent, the title will not pass until the performance of the

condition; but, if the condition is subsequent, the title passes at the time at which the deed is

executed and delivered.").

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Given the description of a condition precedent-that title is withheld pending

performance--it is difficult to characterize the 1997 Grant Deed as containing one. In the 1997

Grant Deed, Gov. Guam describes that it does "hereby grant, transfer, assign, and convey ... in

fee simple absolute" the real property required by GWA. Deel. Williams, Ex. 3 at 2. This

language provides a strong indication that Gov. Guam proposed an immediate conveyance.

While the 1997 Grant Deed also states that lots for which real estate requirement maps have not

been completed shall revert automatically, that provision does not indicate that title was withheld

(that is, that the title was withheld on a condition precedent). It suggests the opposite: that title

is vested with the possibility of a reversion upon the failure of G WA to complete the maps.

Having ruled out a condition precedent, the Court reviews the remaining potential

categories of defeasible or conditional fees. Ueda explains a defeasible/conditional fee can

further be categorized into a fee simple determinable or fee simple with a condition subsequent.

If the limitation creates an estate in fee simple and provides that the estate shall automatically

expire upon the occurrence of a stated event, it is a fee simple determinable. Ueda, 2005 Guam

23114 n.4 (citing Restatement (First) of Property§ 44 (1936)). If the condition instead provides

that upon the occurrence of a stated event, the conveyor or his successor in interest shall have the

power to terminate the estate so created, then it is a fee simple subject to a condition subsequent.

Id. 114 n.5 (citing Restatement (First) of Property§ 45 (1936)). Under 21 GCA § 4206, a deed

with a condition subsequent is effective upon conveyance, but the conveyance is defeated upon

nonperformance. Moreover, with a condition subsequent, Guam law requires affirmative action

by the original grantee: "the person otherwise entitled to hold under the grant must reconvey the

property to the grantor or his successors, by grant, duly acknowledged for record." 21 GCA §

4206. CV1198-18 DECISION AND ORDER RE CORE TECH INT'L CORP.'S MOTION TO Page 25 DISMISS AND MOTION FOR SUMMARY JUDGMENT AND GWA'S SECOND MOTIONFORSUMMARYJUDGMENT

Notably, "there is a constructional preference in favor of an estate subject to condition I

subsequent." Ueda, 2005 Guam 23 1 14. In making this declaration, the Guam Supreme Court

cites a footnote in Mountain Brow Lodge, in which a California appellate court also noted that

while under the circumstances in that case, there was a possibility that an estate was a fee simple

determinable, it abided by the constructional preference. Id. The California Court of Appeal

provides a more thorough explanation of the distinction between a fee simple determinable and a

fee simple with a condition subsequent, and the constructional preference for the latter, in

McDougall v. Palo Alto Unified School Dist., 28 Cal. Rptr. 37 (Ct. App. 1963). In that case, the

court examined whether there was sufficient language in a deed by a private person to a school

district to qualify as a fee simple determinable rather than a fee simple with a condition

subsequent.

Both a fee simple determinable and a fee simple subject to condition subsequent involve divesting upon the occurrence of the stated event. .... '[t]he difference is a distinct one, and, in the case of a determinable fee which terminates upon the happening of the contingency, the estate is at an end without any further act on the part of the defendant; while in the case of a vested estate subject to defeasance upon condition broken-a condition subsequent-the defendant, upon the happening of the contingency, is entitled only to the right to terminate the estate, or a right of re-entry.'

Id. at 44-45. The court concluded that the deed in question was a fee simple determinable

because it contained an expression of an automatic reversion of the interest once the property

stopped being used for school purposes.

Like in Ueda and Mountain Brow Lodge, McDougall also acknowledges a

constructional preference for a fee simple title with a condition subsequent. But a constructional

preference is not the end of the inquiry. The circumstances within the deed should match a

certain defeasible fee estate. For example, a fee simple with a condition subsequent contains a CVI 198-18 DECISION AND ORDER RE CORE TECH INT'L CORP.'S MOTION TO Page26 DISMISS AND MOTION FOR SUMMARY JUDGMENT AND GWA'S SECOND MOTION FOR SUMMARY JUDGMENT

provision that if a certain event occurs, the conveyor may enter and terminate the estate, also

known as the right ofre-entry. Id. at 45. The deed in McDougall did not contain an express

right ofre-entry, so the Court there determined that the actual circumstances overrode the

constructional preference.

Nor does the 1997 Grant Deed here contain an express right of re-entry. Instead, the

reversion was automatic, with no action by Gov. Guam being necessary to activate that

reversion. In other words, the language of the 1997 Grant Deed more closely fits the definition

of a fee simple determinable because the fee terminates on the happening of a contingency-

here, the failure to perform the real estate requirements maps. Moreover, no language expresses

that Gov. Guam had to take action to terminate the conveyance and re-enter the property.

In 1982, California law abolished fee simple determinable titles; now, all defeasible titles

are construed as fee simple with a condition subsequent and contain a possibility of reverter.

Cal. Civ. Code§ 885.020. Guam, however, continues to recognize fee simple determinable with

automatic reversion as a valid form of title. See Ueda, 2005 Guam 23 ,r 14. Because the title

conveyed in 1997 Grant Deed more closely fits the definition of a fee simple determinable rather

than a condition subsequent, the Court determines GWA's title under the 1997 Grant Deed to be

a fee simple determinable. Moreover, because a condition on title was imposed, the 1997 Grant

Deed does not convey title in fee simple absolute despite stating the conveyance was in fee

simple absolute. 21 GCA § 3102. A thorough review of the entire 1997 Deed confirms the full

intent of Gov. Guam that an automatic reversion would occur, making the conveyed title as a fee

simple determinable.

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4. GWA was required to complete real estate survey map requirements and did not do so timely_

In the 1997 Grant Deed, Gov. Guam explicitly conveyed "only that area required by the

Grantee" as indicated in "real estate requirement map(s)." Deel. Clark, Ex. G at 2. Gov. Guam

conceded that GWA's "determination of its real estate requirements will be respected and

deferred to." Id. at 38. Moreover, Gov. Guam and GWA agreed that the maps would be

completed within five years, absent an extension. Id. at 37-38. "All lots for which the 'real

estate requirement map(s)' has not been completed shall revert automatically to the Government

of Guam." Id. at 38.

GWA contends that real estate requirement survey maps had already been drawn in 1980

and that its position on this issue must be deferred to per the 1997 Grant Deed. GWA points to

the Grant Deed, which references "Map/Instrument Drawing Numbers 312261 and 312262,

License Number N6274280RP00019 .... " Id. at 32. Instrument Number 312261 is the 1980

Grant of Easement from the United States to Gov. Guam and contains an attachment entitled

"N orthem District Sewerage System Real Estate Requirements." Deel. Bordallo, Ex. 2. Further,

that attachment contains a map that outlines the NDWWTP. Id. GWA also claims that it

eventually recorded maps reflecting the survey requirement in 2017 and retraced the same area

corresponding to the maps from 1980.

In reading the 1997 Grant Deed plainly, however, the Court does not find any language

that exempts the NDWWTP, or any of the other 205 properties from either the requirement that

real estate requirements maps be drawn or from the statement that if maps were not completed,

the properties would revert to Gov. Guam. Also, no language incorporates prior, existing maps

drawn for different parties and purposes as qualifying for the mandatory "real estate requirement CV! 198-18 DECISION AND ORDER RE CORE TECH INT'L CORP.'S MOTION TO Page28 DISMISS AND MOTION FOR SUMMARY JUDGMENT AND GWA'S SECOND MOTION FOR SUMMARY JUDGMENT

map(s)." Moreover, there is no exemption noted for the NDWWTP due to existing maps in

either of the extension requests. Preparing the new maps themselves in 2017 emphasizes the

need to comply with the real estate requirement maps rather than demonstrating that the maps

were unnecessary. Accordingly, based on the plain language of the 1997 Grant Deed, it was still

necessary for GWA to have completed a real estate requirement map for the NDWWTP to

prevent that property from reverting to Gov. Guam.

Next, the Court reviews whether the extensions save GWA's position. It is undisputed

that the 1997 Grant Deed gave GWA five years to complete the real estate survey map

requirements, and four years later, the Governor issued an unrecorded extension until 2009. It is

also undisputed that another extension was obtained in 2017, allowing another ten years to

complete the maps. There is nothing in the record, however, that shows any extension was

granted between 2009 and 2017. In simple terms, when GWA failed to get an extension after

2009, the automatic reversion language of the 1997 Grant Deed activated.

D. The Nature of Core Tech's Title

Having resolved the state of GWA's title, the Court now turns to the nature of Core

Tech's title.

1. Core Tech may rely on the After-Acquired Title Doctrine.

The Court continues examining what happened after the automatic reversion of title

under the 1997 Grant Deed. Core Tech claims that title returned to Gov. Guam, then passed onto

GALC under Gov. Guam's 2006 Quitclaim Deed to GALC, then to the Torres Estate under

GALC's 2006 Quitclaim Deed to the Torres Estate, then to Yoon under the Estate's conveyance

to Yoon, and finally, to Younex via a Warranty Deed from Yoon. Core Tech now claims title

ORlGl~Ji\L CVl 198-18 DECISION AND ORDER RE CORE TECH INT'L CORP.'S MOTION TO Page29 DISMISS AND MOTION FOR SUMMARY JUDGMENT AND GWA'S SECOND MOTION FOR SUMMARY JUDGMENT

through Younex, which this Court discussed further in its November 30 Decision and Order. See

Nov. 30 Dec. and Order at 16-18.

GWA, however, argues that the After-Acquired Title Doctrine bars Core Tech's alleged

title based on the quitclaim deeds from Gov. Guam to the GALC, and from the GALC to the

Torres Estate. As explained above, the doctrine is "where a person purports by proper

instrument to grant real property in fee simple, and subsequently acquires any title, or claim of

title thereto, [and] the same passes by operation oflaw to the grantee, or his successors." 21

GCA § 4203. Citing Camacho v. Perez, 2017 Guam 16, GWA contends that the doctrine does

not apply to quitclaim deeds, which "by its very nature only conveys what the grantor has." Id. ~

33 (citing Taitano v. Lujan, 2005 Guam 26 ~ 48). GWA emphasizes Camacho's holding that

"The after-acquired title doctrine is applicable if, and only if, the quitclaim instrument contains

explicit language that the grantor is conveying a future interest to the grantee." 2017 Guam 16 ~

33.

In Camacho, Galo Camacho executed a common-form quitclaim deed to William Perez

that said he "release[s], convey[s] and forever quitclaim[s]" certain property. Id.~ 3. When the

United States returned portions of the property, Galo sued to quiet title. The Guam Supreme

Court examined the language of the quitclaim deed, which contained no explicit language

conveying a future interest. The court also noted the absence of the word "grant." Id.~ 34.

Finally, the court expounded on the purpose and equitable nature of the doctrine itself: "Under

the doctrine, a party is estopped from "validly conveying his interest ... and then claiming that

the prior conveyance meant nothing." Id. ~ 23. The doctrine of subsequently-acquired title thus

puts grantors on notice that a conveyance will be honored by the law even if the grantor changes

OR1Gll\Jt\L CVI 198-18 DECISION AND ORDER RE CORE TECH INT'L CORP.'S MOTION TO Page 30 DISMISS AND MOTION FOR SUMMARY JUDGMENT AND GWA'S SECOND MOTION FOR SUMMARY JUDGMENT

his mind after he receives the title he expected. Id. Because it is an estoppel doctrine, it is not

inflexible but rather a "shield of the innocent." Id. ,r,r 23, 35.

Both deeds at issue here are labeled "Quitclaim Deed." Deel. Clark, Exs. J, L. However,

they both also contain the critical language missing from the quitclaim deed in Camacho--

"grant." First, in 2002, Gov. Guam recognized the policy to return excess federal and local

government lands to the original landowners. Id., Ex. J. Following that policy, Gov. Guam

stated that it "does hereby grant, transfer, assign, and convey to the [GALC] ... the real property

interests" known as AJKD, and "quitclaims unto [GALC] and to is successor and assigns, all of ' '

its right, title and interest in all that certain real property described above." Id., Ex. J at 2-3

(emphasis added). Second, shortly after Gov. Guam's 2002 Quitclaim Deed, GALC executed a

Quitclaim Deed to the Torres Estate. Id., Ex. L. GALC's Quitclaim Deed similarly recognized

the legal requirements and policies to return excess federal properties to the original landowners.

It then stated that it does "hereby GRANT, RELEASE AND FOREVER quitclaim unto the

Estate(s) of Jose Martinez Torres, successors and assigns .... " Id., Ex.Lat 4. Moreover,

GALC stated that it "hereby surrenders, releases and extinguishes all rights and interest in

relation to the Ancestral Landowner(s)' claim to the portion of the property returned, thereby

permanently extinguishing all rights and interest and claims to the property." Id., Ex.Lat 12.

Neither of these quitclaim deeds was a "form" quitclaim deed; they were executed in

compliance with Guam law and policy to return excess federal land to the original landowners.

Even if they do not contain an express statement that includes the conveyance of future interests,

the language of the quitclaim deeds creates no doubt that the transfer of all of Gov. Guam and

GALC's interests was permanent. If the purpose of the after-acquired title doctrine is to "shield

the innocent," it appears improper, if not illegal under public laws returning excess federal law,

ORJGl~JAL CV! 198-18 DECISION AND ORDER RE CORE TECH INT'L CORP.'S MOTION TO Page 31 DISMISS AND MOTION FOR SUMMARY JUDGMENT AND GWA'S SECOND MOTION FOR SUMMARY JUDGMENT

for Gov. Guam or an agency thereof to nullify the conveyance made to original landowners and

their grantees.

Finally, the Court notes the further inequity ofGWA's position given that Gov. Guam

acknowledged Yoon as a bona fide purchaser, meaning that it admitted the interests conveyed to

Yoon via the quitclaim deeds.

In essence, the quitclaim deeds here are unlike that examined in Camacho in that there

was an intention by Gov. Guam and GALC to grant their interests in the property. Moreover, the

equitable doctrine must stand to shield the grantee and those purchasing under the grantee.

2. Core Tech has protections under the Registration Act.

Further, concerning Core Tech's title, both parties debate the applicability of Guam's

Land Title Registration Act, Chapter 29 of Title 21 of the Guam Code. Core Tech argues that

because the land on which the NDWWTP sits is registered to Younex, from whose mortgage it

foreclosed, its title is also protected. GWA contends that Core Tech is not a bona fide purchaser

and, therefore, it is not entitled to protection.

The Guam Supreme Court has definitively ruled on the protections afforded by the

Registration Act, also known as a Torrens system. It is described as a "system for registering

real property titles by 'the use of certificates which conclusively show the state of the title at all

times."' Unpingco v. Derry, 2021 Guam I ,r 11 (citing Pelowski v. Taitano, 2000 Guam 34 ,r 30).

Its intent is to "simplify transfers of real estate and to render titles safe and indefeasible," with

proper registration making the title indefeasible. Unpingco, 2021 Guam I ,r,r 11-12. The

Registration Act codifies this intent: "... [T]he certificate of title to such registered owner shall

be held in every court to be conclusive evidence that such registered owner has a good and valid

title to the land, and for the estate or interest therein mentioned or described." 21 GCA § 29141;

ORIGINAL CV! 198-18 DECISION AND ORDER RE CORE TECH INT'L CORP.'S MOTION TO Page 32 DISMISS AND MOTION FOR SUMMARY JUDGMENT AND GWA'S SECOND MOTION FOR SUMMARY JUDGMENT

see also 21 GCA § 29143 (a register ofland is conclusive evidence that the person named therein

is entitled to the land specified).

A certificate of title, in turn, ensures the property's marketability. Unpingco, 2021 Guam

1 1 14. Accordingly,

no person taking a transfer of registered land, or any estate or interest therein, or any charge upon the same, from the registered owner, shall be held to inquire into the circumstances under which, or the consideration for which, such owner or any previous registered owner was registered, or be affected with notice, actual or constructive, of any unregistered trust, lien, claim, demand, or interest ....

21 GCA § 29137 (emphasis added).

To avail of the protections of the Registration Law, a person must either be an initial

registrant or a bona fide purchaser. 8 Id. 134. Generally, a bona fide purchaser must acquire title

through payment of value, in good faith, and without actual or constructive notice of another's

rights. Id. Core Tech and GWA diverge on whether Core Tech is a bona fide purchaser and

whether it also needs to be.

According to GWA, the central issue is notice--Core Tech was aware that the NDWWTP

existed on the property since at least 1980, and moreover, the Certificate of Title for Lot 10184-7

indicated "(subject to sewer treatment plant)." Deel. Williams, Ex. 10. GWA also points to the

recording of the 1997 Grant Deed.

Core Tech claims that the existence of the NDWWTP does not preclude it from the

Registration Act's protections based on other provisions in the Act. Core Tech's position has

support in Wells v. Lizama, 396 F.2d 877 (9th Cir. 1968). In that case, a property purchaser had

8 The Guam Supreme Court has reserved the issue whether other classes have protection under

the Registration Law. Pelowski, 2000 Guam 34 n.4.

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at least constructive notice that another possessed such land. The court, however, found that the

traditional rules of notice differ in a Torrens system. Under a Torrens system,

possession of registered land is not notice of any rights under an unregistered deed or contract for deed. That act abrogates the doctrine of constructive notice except as to matters noted on the certificate of title. . ... [A] purchaser for value and in good faith may acquire a good title in reliance upon the certificate of title regardless of the fact that someone in actual possession of the land may present an adverse claim.

Id. at 881-82. Like in Pelowski and Unpingco, the Wells court relied on the essential purpose of

the Registration Act: "to allow confident reliance upon record title under the Act." Id. at 883.

Based on Wells, GWA's possession of the property did not affect the issue of the title

when Core Tech foreclosed and purchased the property because Younex held a certificate of title

to Lot 10184-7 despite such possession. Moreover, ifGWA's possession or claims to the

property affected Younex's title, more other than "(subject to sewer treatment plant)" would have

been noted on the Certificate; alternatively, a certificate would not have been issued. See 21

GCA § 29135 (title of registered owner holds subject to noted interests on certificate). Instead,

DLM issued the certificate of title to Younex, which solidified the title's quality while noting the

Plant's existence. The certificate of title afforded Younex protection under the Registration Act.

Moreover, those purchasing the property from Younex had the right to rely on Younex's

certificate without further inquiry, pursuant to section 29137.

Having determined that GWA's operation of the NDWWTP does not preclude Core Tech

from receiving protection under the Registration Act, other relevant and undisputed facts relative

to Core Tech's notice of GWA's interests are: (1) GWA received title under the 1997 Grant

Deed which required survey maps to be done or be subject to automatic reversion; (2) there is no

record of an extension granted after 2009 to complete the survey maps; (3) in 2010, Gov. Guam

ORIGINAL CVl 198-18 DECISION AND ORDER RE CORE TECH INT'L CORP.'S MOTION TO Page 34 DISMISS AND MOTION FOR SUMMARY JUDGMENT AND GWA'S SECOND MOTION FOR SUMMARY JUDGMENT

recognized Yoon's status as a bona fide purchaser of the specific lot upon which the NDWWTP

sits; 9 and (4) in 2014, Younex received a Certificate of Title indicating it held fee simple title

"subject to sewer treatment plant." These facts confirm that Core Tech was entitled to rely on

Younex's certificate, and subject to the plant, Core Tech is a bona fide purchaser ofYounex's

title as certified.

The Court also takes notice that Core Tech itself is not listed on the certificate of title,

and so its own title is not registered. Had Core Tech been successful in obtaining a certificate of

title when it acquired the property, it would have been protected under section 29133: "Every

transfer of registered land shall be deemed to be registered ... when the new certificate to the

transferee shall have been marked as in the case of the first registration; and all other dealings

shall be considered as registered when the memorial or notation shall have been entered in the

register .... " While Core Tech may not be protected under section 29133, the other provisions

of the Registration Act, plus Wells and Unpingco, and Gov. Guam's concession on Yoon's bona

fide purchaser status in CV! 124-09, make clear that Core Tech had a right to rely on the

Certificate of Title and that GWA's possession does not deprive them of protection.

E. Law of the Case

Finally, the Court addresses GWA's arguments that the Court's November 30 Decision

and Order has formed the law of the case. More specifically, GWA contends that, based on the

Guam Supreme Court's endorsement of the law of the case doctrine, the Court must follow its

earlier holding that Gov. Guam transferred its interest to GWA.

"Under the 'law of the case' doctrine, a court is generally precluded from reconsidering

9 Gov't of Guam v. Torres, et al., CVl 124-09 (Second Am. Comp!. (Feb. 16, 2010)).

ORIGINAL CVI 198-18 DECISION AND ORDER RE CORE TECH INT'L CORP.'S MOTION TO Page 35 DISMISS AND MOTION FOR SUMMARY JUDGMENT AND GWA'S SECOND MOTION FOR SUMMARY JUDGMENT

an issue that has already been decided by the same court, or a higher court in the identical case."

People v. Hua/de, 1999 Guam 3 ,r 13. In Hua/de, the Guam Supreme Court examined whether a

trial court violated the doctrine when handling successive criminal suppression motions. After

the first suppression motion, the trial court determined that the defendant had made a knowing,

voluntary, and intelligent waiver of his Miranda rights. Id ,r,r 7-8. A year later, the trial court

entertained a second suppression motion, filed not as a motion for reconsideration but as another

motion for suppression. Id. ,r 9. On the second motion, the trial court came to a decision

contrary to the first-that the statements were not made voluntarily. Id. ,r 10. The Guam

Supreme Court found that the trial court erred in hearing the suppression motion a second time

for several reasons: the People were prejudiced; a significant amount of time had passed after

the first motion was decided; the defendant had not moved for reconsideration but were just

allowed to refile on the same essential basis of a violation of their due process rights; the

defendant had never suggested that the first decision was mistaken; there was no assertion that

the first decision was erroneous; and finally, the trial court never sought to reconcile the two

decisions. Upon review of those errors, the Guam Supreme Court derived a four-part test for

when a court can depart from the law of the case: (I) where the first decision was clearly

erroneous; (2) an intervening change in the law has occurred; (3) the evidence on remand is

substantially different; (4) other changed circumstances exist; or (5) a manifest injustice would

otherwise result. Id. ,r 13.

This case is distinct from Hua/de in one crucial aspect-the motions decided on

November 30, 2021, and Core Tech's motion against GWA were filed contemporaneously and in

compliance with the April 2, 2021 deadline to file dispositive motions. The Court, which has the

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power to control the proceedings before it, had four substantive motions filed within three days

of each other. In examining the issues presented, the Court determined to streamline its review

by first hearing the motions presented by G WA and Gov. Guam. Its review culminated in the

November 30 Decision and Order. Thereafter, the Court immediately turned its attention to Core

Tech's motions and heard them on December 17, 2021.

The decision on Core Tech's motions is now being issued twenty-one months later, for

good reason. First, GWA attempted to file an interlocutory appeal-a process that took six

months to resolve. Second, GWA asked to file a supplemental brief, which this Court granted.

Third, the Court granted the request to hear a second round of oral arguments on Core Tech's

motion. Fourth, GWA asked to file a second dispositive motion, which this Court allowed.

Seeing that GWA's issues were similar to Core Tech's, this Court has taken this single

opportunity to address those issues.

In contrast, in Hua/de, the Court heard the same issue more than a year after determining

the suppression motion and did not explain why its first and second outcomes differed. The

Court here is not engaged in two separate motion processes. This two-year-plus motion process

has been an ongoing one, but not a reconsideration of any prior decision. The Court can now

complete its review of the dispositive motions filed in April 2021, which includes the additional

motion opportunity now presented by G WA.

In addition, the law of the case doctrine does not apply substantively. The portion of the

November 30 D&O that GWA advocates as law of the case dealt with whether Gov. Guam had

established adverse possession. The Court ruled: "It is undisupted that Gov. Guam conveyed all

of its property interest in all surface and groundwater utilities to GWA with the July 23, 1997

Grant Deed." Nov. 30 Dec. & Order at 30. This ruling is not inconsistent with the additional

OR!Gt~JAL CV! 198-18 DECISION AND ORDER RE CORE TECH INT'L CORP.'S MOTION TO Page 37 DISMISS AND MOTION FOR SUMMARY JUDGMENT AND GWA'S SECOND MOTION FOR SUMMARY JUDGMENT

findings made by the Court in this Decision and Order. As discussed above, through the 1997

Grant Deed, Gov. Guam granted GWA a fee simple determinable-meaning that Gov. Guam

granted a fee simple title to the property. Because of the automatic reversion, the title reverted

and passed on to the GALC and down the chain of title. In other words, today's decision

completes rather than contradicts the Court's earlier analysis.

VI. CONCLUSION

On Core Tech's Motion to Dismiss GWA's Petition based on the statute oflimitations

grounds, the Court DENIES summary judgment and finds that GWA filed a timely petition.

On Core Tech's Motion for Summary Judgment motion against GWA and GWA's

second Motion for Summary Judgment, the Court determines that (1) the 1997 Grant Deed from

Gov. Guam to GWA included the property upon which the NDWWTP sits; (2) GWA received

title in 2001 when the federal government conveyed title to Gov. Guam; (3) Gov. Guam granted

GWA fee simple determinable title in the 1996 Grant Deed; (4) the 1997 Grant Deed required

GWA to complete real estate survey requirement maps, but GWA failed to complete the maps

within an extended timeframe; (5) the After-Acquired Title Doctrine applies to Core Tech's

predecessors, and thus, to Core Tech; (6) the Land Title Registration Act protects Core Tech; and

(7) the Law of the Case Doctrine does not preclude the Court from reaching these conclusions.

The Court GRANTS Core Tech's motion and DENIES GWA's motion relative to the above

findings.

To discuss further proceedings in this matter, the Court sets a Status Hearing for

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September 18, 2023, at 2:00 p.m. 10

SO ORDERED this 14 August 2023.

Appearing Attorneys: Civil Division, Office of the Attorney General, for the Government of Guam and the Director of Land Management Theresa G. Rojas, Esq., Guam Waterworks Authority, Vincent Leon Guerrero, Esq., Law Office of Vincent Leon Guerrero, and Rodney Jacob, Esq., Calvo, Fisher & Jacob, for Guam Waterworks Authority Vanessa L. Williams, Esq., Law Office of Vanessa L. Williams, for Core Tech International Corporation

10 To appear for the hearing, open the Zoom app or go to https://guamcourts-org.zoom.us/ and enter Meeting ID: 864 4387 2213 and Password: JEMI, or call 671-300-6703 to appear telephonically.

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