Rivera v. Forsythe Family Farms Incorporated

• Court: District Court, D. Arizona
• Decided: January 4, 2023
• Docket: 2:21-cv-00416
• Status: Unknown

Opinion

1 WO 2 3 4 5 6 IN THE UNITED STATES DISTRICT COURT 7 FOR THE DISTRICT OF ARIZONA

9 Gregory Rivera, No. CV-21-00416-PHX-DLR

10 Plaintiff, FINDINGS OF FACT AND 11 v. CONCLUSIONS OF LAW

12 Forsythe Family Farms Incorporated,

13 Defendant. 14 15 The Court took this matter under advisement following a bench trial on 16 September 20 and 21, 2022. At issue are Plaintiff Gregory Rivera’s equitable claims of 17 unjust enrichment and promissory estoppel, and Defendant Forsythe Family Farms 18 Incorporated’s claims for unjust enrichment and breach of contract. After considering the 19 evidence presented and the parties’ arguments, the Court makes the following findings and 20 conclusions of law. 21 I. FINDINGS OF FACT 22 1. Plaintiff has been an alfalfa (or hay) farmer in Arizona for over 45 years. 23 2. From 1966 until September 13, 2019, Defendant owned approximately 43 acres 24 of property located at 51st Avenue and Bethany Home Road in Maricopa County, Arizona 25 (the “Property”). 26 3. Defendant purchased the Property in 1996 and intended to construct a warehouse 27 on it, which would be leased to Indeck Power Equipment Company (“Indeck”) as a 28 distribution warehouse. Indeck is a manufacturer and distributor of industrial boilers. 1 4. Defendant sold the Property in 2019 without improvements. 2 5. Marsh Forsythe is Defendant’s Director and Vice President. 3 6. Forsythe had exclusive authority to bind and speak on behalf of Defendant. 4 7. Carol Dallain and Wendy Cesario served as Forsythe’s personal assistants. Amie 5 Woolen served as a bookkeeper for Defendant in southern Illinois. None had actual or 6 apparent authority to bind Defendant or speak on its behalf. 7 8. Forsythe acted as Defendant’s property manager for the Property. She had no 8 farming experience. The Property is the only property owned by Defendant with which 9 Forsythe had any involvement. 10 9. Although Forsythe is an experienced businessperson, she managed the Property 11 remotely because it was vacant. The Property was not her primary concern. 12 10. Occasionally, Defendant received complaints from neighbors of the Property 13 regarding weeds, dust, illegal dumping, and transients, and received code violation notices 14 from the City of Glendale. The Property was notorious for dumping. The Property required 15 increasing attention, and a need for caretaking arose. 16 11. For many years, while under Forsythe’s management, the Property remained 17 vacant even though if farmed it could have qualified for an agricultural designation 18 resulting in approximately $80,000.00 per year in reduced taxes. 19 12. On July 8, 2011, Plaintiff called Defendant’s office and spoke with Dallain to 20 inquire about leasing the Property for farming. Dallain conveyed this information to 21 Forsythe (fka Fournier) and advised her that Plaintiff indicated that there could be a tax 22 savings if the Property is farmed. 23 13. On November 30, 2011, Plaintiff emailed Dallain and again inquired about 24 leasing the Property to farm alfalfa. Plaintiff advised that the benefits of leasing the 25 Property to be farmed included deterring people from dumping on the Property, an 26 agricultural tax exemption that would reduce the yearly property taxes from $90,000.00- 27 $100,000.00 to $5,000.00-$10,000.00, and an alfalfa crop would keep the Property dust 28 free. 1 14. Between 2011 and 2014, Plaintiff had discussions with Forsythe and her staff 2 about leasing the Property. 3 15. Forsythe claims that she was aware of agricultural classification tax benefit. 4 16. Forsythe did not understand the significance of the tax benefit. Had Forsythe 5 known the significance of the tax savings, Forsythe would not have chosen to let the 6 Property sit idle, missing the advantage of the significant tax relief of a farming 7 designation. 8 17. Under Forsythe’s management, Defendant paid property taxes on the Property 9 for almost twenty years at a much higher tax rate than if it were farmed, resulting in the 10 payment of more than a million dollars in property taxes that could have been avoided. 11 18. Eventually, in early 2014, recognizing that the farming the Property could result 12 in significant tax savings and because the property needed caretaking, Forsythe agreed to 13 allow Plaintiff to farm the Property and promised to prepare the lease. 14 19. In February 2014, Plaintiff began occupying the Property, clearing it, and 15 planting crops. 16 20. Over the next few months, Plaintiff communicated with Defendant’s 17 representatives, including Forsythe and Dallain, questioning the status of the written lease. 18 21. On April 7, 2014, Plaintiff again emailed Forsythe to inquire about the status of 19 the lease, and to move it along, proposed that the parties use the “basic two-page one” 20 Plaintiff had sent her. 21 22. Plaintiff occupied and prepared the Property for farming for five months before 22 Forsythe produced a written lease. 23 23. On or about July 16, 2014, the parties executed the written lease dated August 24 15, 2013 (“2013 Lease”) which tracked the parties’ oral agreement. 25 24. The 2013 Lease had a four-year term with $1.00 per year rent for the first two 26 years and $2,150.00 per year rent for the third and fourth years. 27 28 1 25. The parties agreed there was not actually a fourth year due to the 2013 Lease 2 being executed on July 16, 2014 (with a start date of August 15, 2013). The $1.00 rental 3 rate was a nominal payment and Defendant never asked that it be paid. 4 26. The Court does not find credible Forsythe’s testimony that the tax benefit of 5 $80,000.00 per year was not an important factor in her decision to have Plaintiff farm the 6 Property. Defendant entered the 2013 Lease primarily to have a caretaker on the land and 7 to receive the tax benefits. The tax savings was a primary motivating factor behind 8 Defendant’s decision to enter the 2013 Lease. 9 27. To qualify for agricultural tax classification, the Property had to be farmed for 10 three out of the last five years. 11 28. The parties agreed to backdate the 2013 Lease to August 15, 2013, so Defendant 12 could realize the tax benefit sooner, even though Plaintiff had not started farming until 13 February 2014. 14 29. On or about June 9, 2015, Defendant submitted its Agricultural Land Use 15 Application to Maricopa County. 16 30. The County granted the new agricultural classification effective September 17 2016, based on the backdated 2013 Lease. 18 31. On April 25, 2016, Forsythe, now aware of the significant tax consequences of 19 the classification, asked her staff to verify the agricultural reclassification stating: “Please 20 make sure they have the correct mailing address and it was approved. We have been 21 farming it for years. See if the farming classification and resultant taxes went thru and 22 advise please.” 23 32. The following day, the Maricopa County Tax Office confirmed reclassification. 24 33. Because of Plaintiff’s farming on the Property, Defendant realized 25 approximately $80,000 per year in tax savings during 2016 and 2017. 26 34. The receipt of rent of $1.00 per year the first two years of the 2013 Lease was 27 not a factor in Defendant’s decision to enter the 2013 Lease. Likewise, the receipt of 28 $2,150.00 per year rent the last two years of the 2013 Lease was not a significant factor. 1 Comparatively, the rent amounted to less than 3% of what Defendant realized from tax 2 savings. 3 35. In December 2016, Plaintiff and Forsythe had a conversation about a Notice of 4 Violation from the City of Glendale. During that conversation, Plaintiff requested, and 5 Forsythe agreed, that rent would be reduced to $1.00 per year after the property taxes were 6 reduced. 7 36. The 2013 Lease expired by its own terms on August 14, 2017, but both parties 8 appeared to be confused about the termination date. 9 37. Prior to August 14, 2017, Defendant gave no written notice of default nor made 10 any demand upon Plaintiff for payment of rent. 11 38. Sometime in 2017, Plaintiff contacted Defendant about renewing the 2013 Lease 12 but did not receive a response. 13 39. Plaintiff vacated the Property in late 2017. 14 40. As is standard in the industry, when he vacated the Property, Plaintiff removed 15 his trade fixtures, irrigation piping, gates, ditch tins and tarps (collectively “irrigation 16 system”) that he had installed in 2014. 17 41. However, the irrigation system belonged to Defendant because the 2013 Lease 18 provided in Paragraph 9 that “[A]ny additions to, or alterations of, said premises shall 19 become at once a part of the reality and belong to Lessor [Defendant].” 20 42. Plaintiff halted the delivery of irrigation water from Salt River Project (“SRP”). 21 Without irrigation, Plantiff’s crops died. 22 43. For extended periods of time, Forsythe did not visit the Property. 23 44. After the 2013 Lease expired and Plaintiff had vacated the property, Forsythe 24 relied on a friend named Sherry to drive by the Property on one occasion to see if it was 25 being farmed. 26 45. Sherry reported that when she drove by the Property, she observed that there 27 was “active farming” taking place and told Forsythe that she took pictures with her cell 28 phone. 1 46. Although Sherry never produced the pictures, Forsythe relied on Sherry’s 2 alleged observations and believed that Plaintiff never stopped farming the Property. 3 Forsythe believed Plaintiff continually actively farmed the Property through 2017 and into 4 2018. 5 47. Forsythe’s belief turned out to be mistaken; it is contradicted, rather than 6 supported, by evidence. 7 48. Forsythe’s sole alleged witness to the “active farming” of the Property, Sherry, 8 failed to appear for trial. 9 49. Photographs of the “active farming” allegedly taken by Sherry were not offered 10 as evidence at trial. 11 50. Documents subpoenaed from SRP confirmed that there was no water delivered 12 to the Property between November 14, 2017, and April 19, 2018. 13 51. The Property could not be farmed without irrigation. 14 52. Aerial photographs of the Property from www.google.com/earth showed the 15 various stages of crops on the Property. A photograph taken December 23, 2017, showed 16 that the crops were mostly dead and a February 24, 2018 photograph showed no visible 17 crops growing on the Property at that time. Photographs taken on March 9, 2018, confirmed 18 that no crops were growing at that time. 19 53. Although he had left the Property and his crops had died, Plaintiff remained 20 interested in farming the Property again. 21 54. Plaintiff called Defendant in January 2018 to discuss a renewal lease. On or 22 about January 12, 2018, Plaintiff emailed Forsythe requesting that she call him to discuss 23 the farmland in Glendale. 24 55. On January 25, 2018, at Cesario’s request, Plaintiff provided a copy of the 2013 25 Lease, writing: “Wendy, here is a copy of the lease that you asked for. Please have Marsha 26 call me at her earliest convenience.” 27 56. Plaintiff made numerous calls to Forsythe’s office in February 2018 to ask about 28 entering into a new lease agreement. 1 57. On March 9, 2018, Plaintiff emailed Forsythe asking that she call him about his 2 farming of the Property. 3 58. On March 9, 2018, Plaintiff and Forsythe had a telephone conversation (the 4 “March 9 conversation”) during which Plaintiff advised Forsythe that he had vacated the 5 Property because he had not received a response about a lease renewal after the 2013 Lease 6 expired. He expressed his desire to enter into another lease. 7 59. Forsythe, believing her friend Sherry’s report that the Property was being 8 actively farmed, believed that Plaintiff was lying when he told her he was off the Property. 9 60. Forsythe was not “the nicest to [Plaintiff]” in that conversation. 10 61. However, Forsythe agreed to enter into another lease following the format of the 11 2013 Lease. 12 62. The parties believed (possibly mistakenly) that it was necessary that the Property 13 be continuously farmed for Defendant to qualify for the agricultural tax benefit and 14 therefore agreed that it was important there be no break in the lease. 15 63. Although they disagreed about the rent from the 2013 Lease, they ultimately 16 agreed that Plaintiff would pay $2,150.00 when the new lease was presented to him for 17 signature. 18 64. Believing that continuous farming was necessary for the tax benefit, the parties 19 agreed that Plaintiff would return to farming the Property immediately. 20 65. Forsythe stated that she would prepare a new lease. 21 66. Although she had a lease agreement prepared, apparently not trusting Plaintiff 22 based on Sherry’s report of his continued farming, she did not present it to Plaintiff. 23 67. Although Forsythe told Plaintiff she would prepare and present him with a new 24 lease, when she decided not to do so she did not tell Plaintiff. 25 68. Months passed without Forsythe providing the lease agreement, but Plaintiff 26 was not concerned about the delay because historically that had been Forsythe’s practice. 27 It took over five months after Plaintiff started farming in 2014 to receive the 2013 Lease. 28 1 69. At trial, the parties disputed what they had agreed to concerning the due date for 2 $2,150.00 payment. 3 70. Plaintiff testified that the parties agreed the payment would be due “upon 4 signing” of a new lease. 5 71. Plaintiff’s conduct after the phone agreement is consistent with his testimony 6 about the parties’ agreement. 7 72. Soon after the conversation, relying on the agreement, Plaintiff re-entered the 8 Property and invested the material and equipment to resume farming alfalfa. 9 73. Forsythe disputed Plaintiff’s testimony and testified that their agreement 10 provided that the $2,150.00 was due immediately and that her obligation to prepare the 11 new lease did not arise until he paid the past rent. 12 74. Forsythe testified that, in their March 9 telephone conversation, she told Plaintiff 13 that he had no authority to use the Property for farming operations until the new lease was 14 signed. 15 75. Forsythe’s conduct after the phone conversation was not consistent with her 16 testimony about the agreed-on terms of the lease. 17 76. Forsythe’s conduct after the phone conversation was consistent with Plaintiff’s 18 testimony about his understanding of the agreed-on terms of the new lease. 19 77. On March 9, 2018, after the phone conversation, Forsythe instructed Steve Page 20 in her office to prepare a new lease. 21 78. Her instructions to Page were inconsistent with her trial testimony but tracked 22 the testimony of Plaintiff about the terms of the agreed-upon lease. 23 79. Defendant’s internal documentation supports Plaintiff’s testimony as well. 24 80. Following her March 9, 2018 conversation, Forsythe instructed Page to prepare 25 a new lease based on the old 2013 format to include the following: (1) no break in the lease 26 period, (2) Plaintiff will pay $2,150.00 for past due rent upon signature of the new lease 27 81. The draft lease prepared by Page, which was never sent to Plaintiff, includes the 28 following provision in paragraph 4: “Lessee also agrees to pay Two Thousand One 1 Hundred Fifty Dollars ($2,150.00) for full and final payment of all past due rents which is 2 in addition to the four years of rent noted above and is due upon the signing of this Lease 3 Agreement.” 4 82. The draft lease was consistent with Plaintiff’s testimony concerning his 5 conversation with Forsythe. He had not seen the draft lease prior to this litigation. 6 83. At trial, Forsythe disputed her own email, testifying that her trial testimony 7 correctly described the parties’ agreement and that her email to Page was wrong and was 8 “poorly” worded. 9 84. Soon after her March 9, 2018, phone conversation with Plaintiff, Forsythe 10 checked to verify the tax savings. 11 85. Forsythe never informed Page that the “due upon signing” language included in 12 his draft lease was wrong and that it was not what she and Plaintiff had agreed to. 13 86. Forsythe did not notify Plaintiff that she was waiting for the rent payment before 14 sending him the new Lease. 15 87. Forsythe testified that she did not send the new lease to Plaintiff because Plaintiff 16 had not paid $2,150.00 and because she believed Plaintiff had lied when he told her he had 17 vacated the Property months ago. She believed Plaintiff never left the Property before the 18 March 9, 2018, conversation. 19 88. Plaintiff resumed farming, reasonably relying on Forsythe’s promises that they 20 had reached an agreement to enter a new lease consistent with the terms set forth above, 21 that she would prepare the written lease agreement, and that the $2,150.00 would be due 22 when the written lease agreement was presented to and signed by Plaintiff. 23 89. Although Plaintiff restarted his active farming of the Property soon after the 24 March 9, 2018, conversation, Forsythe never sent Plaintiff a demand for payment, nor did 25 she demand that he vacate Property until January 31, 2019. 26 90. On January 31, 2019, Forsythe sent Plaintiff a notice of default and demand to 27 vacate. 28 1 91. The demand to vacate advised Plaintiff that he had no right to enter the Property 2 or remove anything from the Property, and if he did, it would be considered “theft” and 3 Defendant would notify law enforcement. 4 92. After receiving the demand, Plaintiff vacated the Property, leaving behind his 5 growing crops and the irrigation system. 6 93. Although in April 2018 Plaintiff re-installed the improvements necessary for 7 farming operations that he had removed in late 2017, Forsythe contended at trial that 8 Plaintiff had not stopped farming and had not removed his equipment. 9 94. Contrary to the documentary evidence that overwhelmingly proved Plaintiff had 10 removed his equipment and had stopped farming the Property in 2017, and then reinstalled 11 it after the March 9 conversation, Forsythe disagreed. 12 95. Forsythe testified that she had “investigated” that issue but admitted that her 13 only investigation was to ask the replacement tenant how long the irrigation system had 14 been in the ground and the replacement tenant was unable to answer that question. 15 96. Forsythe testified that she was not aware of Arizona law concerning a landlord’s 16 obligation to notify the county that property was no longer used for agricultural purposes, 17 or the penalty for failing to do so. 18 97. Plaintiff performed under the parties’ oral agreement to enter a new lease. He 19 again cleared the Property, installed improvements for irrigation and planted a new crop. 20 It was a five-year crop even though the parties had agreed upon a four-year lease term. 21 98. The proposed term of the new lease was August 15, 2017, through August 14, 22 2021. 23 99. Defendant sold the Property in 2019 and the replacement tenant’s last cutting 24 was in November 2020. At the trial, Plaintiff stipulated that the cutoff date for his damages 25 was November 2020 (as opposed to August 2021). 26 100. Plaintiff testified about detailed tasks performed to prepare the Property for 27 planting and to plant the seed in Spring 2018, the approximate number of hours incurred 28 and the standard hourly rate for each task. The work was performed by Plaintiff’s crew at 1 a standard Maricopa County hourly rate for that type of work. The cost to prepare the 2 Property, including the cost of seed, was $59,327.96. However, because of Plaintiff’s 3 failure to comply with the disclosure requirements of Federal Rule of Civil Procedure 4 26(a)(1)(A)(iii) regarding receipts for the seed, pursuant to Rule 37(c)(1), the Court will 5 not consider the evidence of the $18,000.00 cost of seed. Subtracting the cost of seed, 6 Plaintiff’s damages for the cost to prepare the Property totals $41,327.96. 7 101. The irrigation system is a trade fixture that a farmer typically removes at the 8 termination of a lease. However, Paragraph 19 of the 2013 Lease provides in pertinent part 9 that “any additions to, or alterations of, said premises shall become at once a part of the 10 realty and belong to the Lessor.” The irrigation system is arguably a trade fixture and 11 removable by the farmer, but because the parities had agreed that additions to the Property 12 belong to the lessor, the $39,746.11 cost to reinstall the irrigation system is not a damage 13 recoverable by Plaintiff. 14 102. Plaintiff’s testimony concerning the bales that he harvested, and the bales 15 harvested by the replacement tenant was based on personal knowledge. Plaintiff went to 16 the Property and counted each of the bales at harvest time during his occupancy and during 17 the occupancy of the replacement tenant. As a result of the demand to vacate, Plaintiff lost 18 22 months of harvesting (February 2019 through November 2020). 19 103. Plaintiff and the replacement tenant harvested an average of 10,000 bales per 20 year. During the time the replacement tenant occupied the Property, the retail price per bale 21 was $14.00. Plaintiff’s harvesting would have yielded approximately $140,000.00 in retail 22 sales (10,000 bales per year x $14.00 per bale). The cost associated with each bale is $7.00 23 per bale (for fertilizer, water, and labor to harvest). Plaintiff would have realized 24 $70,000.00 in the two years he would have farmed the Property. Because Plaintiff would 25 have harvested for 22 months until the Property sold (February 2019 through November 26 2020), the pro rata amount of lost income (22 months ÷ 24 months) is $64,166.67. 27 28 1 II. CONCLUSIONS OF LAW 2 1. The doctrine of promissory estoppel applies to a contract otherwise barred by the 3 statute of frauds where a party promises to put the agreement in writing. See Mullins v. S. 4 Pac. Transp. Co., 851 P.2d 839, 841 (Ariz. Ct. App. 1992). 5 2. Plaintiff has established the four elements of promissory estoppel: 6 (a) A clear and unambiguous promise. Forsythe promised to enter into a new 7 lease along the terms of the 2013 Lease. The clear terms of promised lease included 8 the agreement that Plaintiff was to immediately return to farming the Property, 9 Forsythe would prepare the lease and a rental payment from the previous lease 10 would be paid at the time Plaintiff signed the new lease. This promise was confirmed 11 by Forsythe’s internal email dated March 9, 2018 (where she outlined the terms of 12 the agreement) and Page’s March 15, 2018 email, wherein he included a draft of the 13 new lease (based on the format of the 2013 Lease). 14 (b) Reliance. Relying on Forsythe’s promise, Plaintiff re-entered the 15 Property, re-installed improvements, and re-planted alfalfa. Aerial photos confirm 16 that the crops were dying by the end of December 2017 and the Property was bare 17 of crops by the end of February 2018. The SRP records confirmed that Plaintiff had 18 stopped all irrigation between November 2017 and April 2018. An aerial photo 19 taken on August 28, 2018, showed that Plaintiff had resumed farming and the 20 Property had alfalfa crop. 21 (c) Reasonable and foreseeable reliance. Forsythe had authority to make the 22 promise to enter into a written lease. Her promises were specific, and the parties had 23 a history of dealing. Forsythe’s primary concern when she orally set the terms of 24 new lease was preserving the agricultural status of the Property. To continue to 25 receive the tax benefits of the agriculture status Forsythe believed that there could 26 be no break in the farming on the Property. Forsythe promised that if Plaintiff re- 27 entered the Property, began farming immediately, and agreed to backdate the lease 28 to show no break, she would enter into a new lease agreement and prepare the 1 written lease. This was the same procedure Forsythe had employed when the parties 2 executed the 2013 Lease. Obtaining the agricultural status as soon as possible was 3 also priority in 2014. In 2014, Plaintiff entered the Property immediately after the 4 parties reached an oral agreement. Although it took Forsythe five months, she 5 eventually came up with the written 2013 Lease, which contained the terms agreed 6 upon orally. The 2013 Lease was executed by the parties and backdated, as agreed, 7 to assist Defendant with its agricultural status for tax purposes. After the oral 8 agreement but before the written lease had been signed, in reliance on Forsythe’s 9 promise to enter into the 2013 Lease, in 2014 Plaintiff invested substantial money 10 and time to start farming the Property. It was reasonable and foreseeable that 11 Plaintiff would believe that Forsythe had the authority to agree to enter into a lease 12 and the terms, intended to honor her word, and that she would prepare and enter the 13 new written lease following same procedure she employed when the parties entered 14 the 2013 Lease. 15 (d) Injustice can only be avoided by enforcement of the promise. Plaintiff 16 incurred significant costs preparing the Property for farming and actually farmed it, 17 which resulted in a tax savings of approximately $160,000.00 to Defendant for 2018 18 and 2019. Plaintiff lost expected profits from harvesting the alfalfa he had planted. 19 There is no defense of unclean hands. The parties agreed that any rent owed under 20 the 2013 Lease would be paid upon signature (execution) of the new lease. 21 Defendant never provided the new lease to Plaintiff but knew that he was relying on 22 the promises made in the March 9 phone conversation and allowed him to invest his 23 time and money and spend months farming the Property before demanding that he 24 vacate. 25 3. Plaintiff did not breach the 2013 Lease. Plaintiff and Defendant agreed that the 26 amounts owed under the 2013 Lease would be due upon execution of the new lease. 27 Forsythe’s email confirmed that she asked her assistant to prepare a new based on the old 28 2013 format for $2,150.00 per year plus past due rent of $2,150.00 due “upon signature of 1 the new Lease.” Defendant failed to present the new lease to Plaintiff and therefore 2 prevented Plaintiff’s performance. 3 4. Although the statute of frauds defense applied to Plaintiff’s breach of contract 4 claim because he was only seeking monetary damages under the new lease, that analysis 5 does not apply to the 2013 Lease. The parties’ agreement to enter into the new lease 6 extended the deadline for payment under the 2013 Lease. That agreement provides Plaintiff 7 an equitable defense to Defendant’s breach of contract claim. That defense is not barred by 8 the statute of frauds. 9 5. Defendant’s claim that Plaintiff was in breach of the 2013 Lease is not supported 10 by the evidence. Additionally, the alleged breaches are not material. Defendant received 11 its $80,000.00 per year in tax savings. Plaintiff suffered forfeiture. No demand to perform 12 was ever made. Plaintiff acted in good faith. 13 6. Quantum meruit damages are available when services are performed under an 14 unenforceable contract or when they are rendered in the absence of a contract. Blue Ridge 15 Sewer Improvement Dist. v. Lowry and Assocs., Inc., 718 P.2d 1026, 1028 (Ariz. Ct. App. 16 1986). 17 7. In Arizona, uncertainly as to the amount of damages does not preclude recovery, 18 though there must be a reasonable basis in evidence for the trier of fact to fix compensation. 19 See Broadway Realty & Trust, Inc. v Gould, 665 P.2d 580, 582 (Ariz. Ct. App. 1983). 20 8. Plaintiff is entitled to direct damages for preparing the Property to farm in the Spring 21 of 2018 plus lost profits. 22 9. Plaintiff testified with personal knowledge concerning his damages. Plaintiff 23 testified that he personally counted the bales, would make notations on whatever 24 paperwork was available in his truck and then input the information on a spreadsheet. 25 10. Plaintiff has been a hay farmer for over 45 years and farmed this Property for 26 four years before he was forced to vacate. He testified concerning his lost profits. 27 28 1 11. Plaintiff was not allowed under the 2013 Lease to remove his irrigation system. 2 Section 9 of the 2013 Lease states that additions or alterations to the Property belong to the 3 Landlord. 4 12. Plaintiff did not breach the 2013 Lease. Although there is no breach of the 2013 5 Lease, Plaintiff’s equitable claims are offset by the rent that would have been paid had the 6 new lease actually been executed (this includes $2,150.00 for the amount requested under 7 the 2013 Lease plus each year for 2018, 2019 and 2020). Defendant is entitled to the 8 following credit against Plaintiff’s damages: 9 2013 Lease $2,150.00 10 2018 $2,150.00 11 2019 $2,150.00 12 2020 $2,150.00 13 $8,600.00 14 13. The Court finds that Plaintiff has met his burden of proof to establish his claim 15 against Defendant for promissory estoppel. 16 14. The Court further finds that Plaintiff has established the following damages: 17 $41,327.96 For preparation and planting (this amount is minus the cost of 18 seed) 19 $64,166.67 For loss of profits during the 22 months lost. 20 -$8,600.00 Rent (for 2013, 2018, 2019, and 2020) 21 $96,894.63 Net damages 22 15. Because the Court finds in favor of Plaintiff on his primary claim of promissory 23 estoppel, affording him complete relief, the Court need not address Plaintiff’s alternative 24 claim of unjust enrichment. 25 IT IS ORDERED that Plaintiff shall be awarded $96,894.63 in damages against 26 Defendant on his claim for promissory estoppel. 27 IT IS FURTHER ORDERED that Plaintiff’s Motion to Reconsider Regarding 28 Admission of Exhibits 19 and 20 (Doc. 65) is DENIED. 1 IT IS FURTHER ORDERED that within 14 days of the date of this order, Plaintiff 2|| shall submit a proposed form of judgment and, if appropriate, an application for an award 3 || of attorney fees and costs. 4 Dated this 3rd day of January, 2023. 5 6 ‘boy tha 9 Upied States Dictria Judge 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28

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