Mac'Kie v. Wal-Mart Stores, Inc.

943 F. Supp. 916, 1996 U.S. Dist. LEXIS 16628, 1996 WL 652871
CourtDistrict Court, E.D. Tennessee
DecidedApril 16, 1996
DocketNo. 3:92-cv-0836
StatusPublished

This text of 943 F. Supp. 916 (Mac'Kie v. Wal-Mart Stores, Inc.) is published on Counsel Stack Legal Research, covering District Court, E.D. Tennessee primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Mac'Kie v. Wal-Mart Stores, Inc., 943 F. Supp. 916, 1996 U.S. Dist. LEXIS 16628, 1996 WL 652871 (E.D. Tenn. 1996).

Opinion

FINDINGS OF FACT AND CONCLUSIONS OF LAW

JORDAN, District Judge.

The court tried this civil action without a jury for a period of three to four days. Before the trial, the parties stated their theories and the issues for decision in a well-drawn agreed pretrial order [doc. 48]. In their pretrial order, the parties stated a few stipulations of fact: that the plaintiffs and the defendant are the owners of their respective properties; that the plaintiff Mr. Mac’Kie and the defendant entered into a June 25, 1992, agreement; that Laura Bevi-laequa and Richard Lietz were at all material times employees and agents of the defendant Wal-Mart Stores, Inc. (Wal-Mart); that Drew Anderson was at all material times an employee and agent of the plaintiffs; that Hudson Construction Co., Inc. (Hudson), was at all material times Wal-Mart’s general contractor with respect to the construction project which is a subject of this litigation; and that B & R Builders, Inc. (B & R), was at all material times a subcontractor of Hudson on this project.

While the parties made few stipulations of fact, they were able to agree concerning the authenticity and admissibility of a large collection of documents submitted as evidence at the trial of this civil action. The parties’ joint stipulation of prospective trial exhibits [doc. 80] consists of 20 pages listing close to 300 exhibits.

The court finds as follows. The plaintiff Mr. Mac’Kie arranged for an exchange of real property with the defendant Wal-Mart. The land which was the subject of this exchange is situated in Athens, MeMinn County, Tennessee. By the exchange, Wal-Mart acquired a tract on which to build a discount retail store, and the plaintiffs had an adjacent tract. Mr. Mac’Kie was interested in improving the commercial value of the adjacent tract by having reciprocal right-of-way easements for ingress and egress between the Wal-Mart tract and the plaintiffs’ tract, and by having the plaintiffs’ tract filled with dirt to bring it up to a level at or near the elevation of the Wal-Mart tract upon completion of the construction of the retail store and parking lot."

Improving the plaintiffs’ tract in this manner required much dirt, because at or near the site of the boundary between the Wal-Mart tract and the plaintiffs’, the land sloped down to a gully. Wal-Mart’s construction plans called for the erection of. a retaining wall at or near this boundary, with the result of leaving the plaintiffs’ tract at a significantly lower elevation than Wal-Mart’s. Mr. Mae’Kie proposed that a culvert be placed in the gully, and that the excess dirt on the Wal-Mart tract be moved over the culvert onto the plaintiffs’ tract. As can be seen in Mr. Mae’Kie’s October 2, 1991, letter [plaintiffs’ ex. 14] to Tom L. McCaleb, P.E., of Spear & McCaleb Co., Inc., a firm of consulting engineers advising Wal-Mart with respect to its Athens project (Spear & McCa-leb), Mr. Mac’Kie couched this proposal in terms of mutual benefit, stating that if Wal-Mart were to install reinforced concrete box (RCB) culvert measuring eight feet by eight feet .along the southwest portion of the Wal-Mart tract, at the location of the proposed reciprocal easements, Wal-Mart could pan its approximately 340,000 cubic yards of excess dirt onto the plaintiffs’ tract, which would be significantly less expensive than hauling it off-site. It is clear from Wal-Mart’s general contractor’s correspondence with the defendant [see plaintiffs’ ex. 101] that moving excess dirt onto the plaintiffs’ tract, as opposed [918]*918to hauling it elsewhere, would have reduced the defendant’s total construction costs by hundreds of thousands of dollars.

Negotiations led to a June 25,1992, agreement between Mr. Mac’Kie and Wal-Mart [plaintiffs’ ex. 47], in which Wal-Mart agreed to be responsible for relocation of a sanitary sewer force main and a water line as required by the -Athens Utility Board; the parties agreed to perpetual reciprocal easements; Wal-Mart agreed to be responsible for relocation of an AT & T cable on the plaintiffs’ tract; and Wal-Mart agreed to be responsible for raising an electric energy line to accommodate earth-moving equipment. In the major provisions of this agreement, “Mac’Kie agree[d] to accept all of the excess waste material (to exclude brush, debris, trash, construction debris, etc.) for fill on his property from the Wal-Mart development,” and it was agreed that ‘Wal-Mart’s general contractor may úse Mac’Kie’s site ... for dumping excess material, but has no obligation to do so, and will incur no penalty if he chooses not to.” The parties agreed that if Wal-Mart’s contractor chose to place dirt on the plaintiffs’ tract, this contractor and Mr. Mac’Kie’s engineer or contractor would coordinate their work.

Such coordination, the evidence shows, was very necessary to the performance' of any agreement between the parties. Wal-Mart needed to remove the excess dirt from its site at a rate which would be in keeping with its construction schedule. To prevent delay, the plaintiffs needed to have their site cleared and grubbed, and to be ready to compact fill as it was delivered.

Pursuant to this agreement, Wal-Mart paid $100,000.00 to Mr. Mac’Kie for the privilege of placing excess dirt on the plaintiffs’ land, and advanced $25,000.00 to pay for clearing the plaintiffs’ tract to accept the dirt. The , court notes that although Mr. Mae’Kie had asked for it during the parties’ negotiations, in the final agreement Wal-Mart accepted no responsibility for compaction of any fill on the plaintiffs’ tract.

The June 25, 1992, agreement provides that it “can be changed only by written agreement signed by all parties.” The court credits the testimony that Wal-Mart, like many large corporations, has a policy which requires that any agreement to which it is a party be reduced to a final, signed writing. An example of the defendant’s strict enforcement of this policy may be seen in a January 13,1992, letter from Richard G. Lietz, a Wal-Mart real estate manager, to Mr. Mac’Kie [plaintiffs’ ex. 40], in which Mr. Lietz, after discussing the relocation of AT & T cable and an electric energy line on the plaintiffs’ property, concluded by stating, “This letter does not constitute an acceptance of your proposal in any way.”

It is significant to note in relation to this that Mr. Mac’Kie was at all pertinent times a sophisticated real estate developer. He was an attorney with a graduate degree in real estate development law, admitted to the bars of four states. He was a licensed realtor in the State of Tennessee. He held a 50% financial interest, and a 51% voting interest, in the corporate plaintiff.

The June 1992 agreement was not entirely satisfactory to Mr. Mac’Kie, and so he continued to negotiate with Wal-Mart with an eye to the improvement of the plaintiffs’ tract. In particular, Mr. Mac’Kie was concerned that Wal-Mart’s construction plans showed a retaining wall at or near Wal-Mart’s boundary with the plaintiffs’ tract. A drawing which was exhibit C to the June 1992 agreement showed only 200 feet of culvert installed. This was the length of culvert which the defendant understood at the time might be required by the City of Athens. (At the time, the excavation subcontractor was using a temporary culvert over which to move dirt onto the plaintiffs’ tract.) Mr. Mac’Kie understood from a prior study of the plaintiffs’ tract performed by Allen &

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Cite This Page — Counsel Stack

Bluebook (online)
943 F. Supp. 916, 1996 U.S. Dist. LEXIS 16628, 1996 WL 652871, Counsel Stack Legal Research, https://law.counselstack.com/opinion/mackie-v-wal-mart-stores-inc-tned-1996.