Holloway Construction Co. v. Oakland County Board of County Road Commissioners

543 N.W.2d 923, 450 Mich. 608
CourtMichigan Supreme Court
DecidedMarch 1, 1996
DocketDocket No. 99357
StatusPublished
Cited by25 cases

This text of 543 N.W.2d 923 (Holloway Construction Co. v. Oakland County Board of County Road Commissioners) is published on Counsel Stack Legal Research, covering Michigan Supreme Court primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Holloway Construction Co. v. Oakland County Board of County Road Commissioners, 543 N.W.2d 923, 450 Mich. 608 (Mich. 1996).

Opinion

Cavanagh, J.

The issue presented in this case is whether prejudgment interest on an arbitration award is statutorily required from the time the complaint was filed, when the parties later stipu[610]*610lated to resolve their dispute by binding arbitration, and where the arbitrators did not award interest.

I. FACTS AND PROCEDURAL HISTORY

This appeal arises out of a construction contract dispute between a general contractor, plaintiff Holloway Construction Company, and defendant Board of County Road Commissioners of the County of Oakland. The parties entered into a contract in which Holloway agreed to resurface three sections of road in Oakland County with a rubberized asphalt material known by the trade name "Plus Ride.” The road commission was extremely dissatisfied with the Plus Ride surfaces, which completely failed within a matter of days, necessitating extraordinary repairs. After Holloway refused to repair the Plus Ride surfaces, the road commission removed and replaced them with conventional asphalt. The road commission refused to pay for the work done by Holloway, and subsequently Holloway sued the road commission in the Oakland Circuit Court.

Approximately two and a half years later, after resolving all other claims, the parties agreed to submit the Plus Ride claims to binding arbitration. As part of a release and settlement agreement, the parties stipulated that there be a dismissal of the circuit court action, with prejudice and without costs. The order stated that the court would retain jurisdiction "only insofar as is necessary, in order to enforce and effectuate the Arbitration Agreement or to render judgment on the Arbitration award, pursuant to the Uniform Arbitration Act.”

The arbitration agreement provided that the arbitrators, within their discretion, could grant any remedy or relief that they deemed just and [611]*611equitable and within the scope of the agreement of the parties, including arbitration fees and expenses against either party. The arbitration agreement further provided that each party’s claims included statutory litigation costs and attorney fees. However, "interest” was not explicitly addressed.

On November 21, 1991, the arbitration panel awarded Holloway $200,000. The award also included an assessment of $3,400 in fees and expenses, with fifty percent payable by each party. On December 19, 1991, the trial court entered judgment on the arbitration award. The judgment did not address interest.

Holloway’s counsel sent a letter to the road commission’s counsel dated January 20, 1992, stating "[a]lso, the $200,000 is to accrue interest.” The road commission did not pay the $200,000 award until January 27, 1992, when it also paid $1,582.20, which represented interest for the time period between December 19, 1991, the date judgment was entered, and January 27, 1992, the date of payment.

Holloway moved for imposition of prejudgment interest. Instead, the trial judge ruled from the bench that interest began to accrue on the date of the judgment. The court stated that "this Court is satisfied that unlike in Old Orchard [by the Bay Associates v Hamilton Mut Ins Co, 434 Mich 244; 454 NW2d 73 (1990)], the arbitration award in this matter did not include an award of interest to the Plaintiff. Thus, the $200,000 plus fees and expenses mentioned in the award, was intended to be the full extent of the amount to be paid by the Defendant to the Plaintiff.”

The trial court’s ruling was incorporated into a March 17, 1992, order. Holloway filed a claim of appeal, and the Court of Appeals peremptorily [612]*612reversed.1 The Court of Appeals held that prejudgment interest is statutorily required under Old Orchard. The road commission then sought leave to appeal. We granted leave, limited to the issue whether prejudgment interest on the arbitration award is statutorily required.2

We reverse the decision of the Court of Appeals and remand to the circuit court for a modification of its judgment consistent with this opinion. We hold that unless the parties explicitly agree otherwise, preaward damage claims including interest are considered to have been submitted to arbitration for resolution. Old Orchard, supra at 267-270 (Levin, J., concurring); Sansone v Metropolitan Property & Liability Ins Co, 30 Mass App 660, 663; 572 NE2d 588 (1991). Thus, preaward, prejudgment interest on an arbitration award is not statutorily required when arbitrators do not award it as part of the prevailing party’s compensation.

II. OLD ORCHARD AND SEL-WAY

Recently, we have addressed the applicability of two interest statutes that provide for prejudgment interest when arbitration awards are involved: MCL 600.6013; MSA 27A.60133 and MCL 438.7; [613]*613MSA 19.4.4 Our decisions in Old Orchard and Gordon Sel-Way, Inc v Spence Bros, Inc, 438 Mich 488; 475 NW2d 704 (1991), are relevant to the issue before us.

A. OLD ORCHARD

Old Orchard addressed the compatibility of the two interest statutes. In that case, Old Orchard sued the defendant in circuit court, alleging that the defendant was liable under a surety bond. Following discovery and mediation, the parties voluntarily submitted their entire dispute to arbitration. The arbitration panel entered an award for the plaintiff and expressly included interest that accrued on the date of the filing of the circuit court complaint at the statutory judgment rate as provided in § 6013. The circuit court confirmed the interest award, but the Court of Appeals reversed, holding that MCL 438.7; MSA 19.4 should have been applied, which allows prejudgment interest only from the date of the arbitration award.

In Old Orchard, we reversed the Court of Appeals and held that

(1) where the parties to a contract dispute have no agreement to arbitrate, and (2) do not later stipulate to an interest entitlement or rate (assuming [614]*614the original action is not dismissed), (3)(a) statutory interest is awardable on the judgment from the date of the filing of the complaint until the judgment is entered, and (b) such interest is also awardable thereafter until the judgment is paid, as provided in MCL 600.6013; MSA 27A.6013. [Id. at 249.]

We noted that the rationale for awarding statutory interest under § 6013 is primarily to compensate the prevailing party for loss of the use of the funds awarded as a money judgment, as well as to offset the costs of bringing an action and to provide an incentive for prompt settlement. Id. at 252-253.

B. SEL-WAY

A year and a half after Old Orchard was decided, we decided Sel-Way, which addressed the applicability of the two interest statutes in a civil action to enforce an arbitration award, where the parties had an existing, precomplaint arbitration agreement. There, Sel-Way filed a complaint to confirm an arbitration award and reduce it to judgment. The circuit court deleted the common-law interest awarded by the panel, but instead awarded prejudgment and postjudgment interest under MCL 438.7; MSA 19.4. The Court of Appeals affirmed.

In Sel-Way,

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Cite This Page — Counsel Stack

Bluebook (online)
543 N.W.2d 923, 450 Mich. 608, Counsel Stack Legal Research, https://law.counselstack.com/opinion/holloway-construction-co-v-oakland-county-board-of-county-road-mich-1996.