Thomas v. Scarborough

977 So. 2d 393, 2007 WL 4171123
CourtCourt of Appeals of Mississippi
DecidedNovember 27, 2007
Docket2005-CA-02137-COA
StatusPublished
Cited by8 cases

This text of 977 So. 2d 393 (Thomas v. Scarborough) is published on Counsel Stack Legal Research, covering Court of Appeals of Mississippi primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Thomas v. Scarborough, 977 So. 2d 393, 2007 WL 4171123 (Mich. Ct. App. 2007).

Opinion

977 So.2d 393 (2007)

Cynthia Scarborough THOMAS, Appellant
v.
Tom SCARBOROUGH and Marsha Scarborough, Appellees.

No. 2005-CA-02137-COA.

Court of Appeals of Mississippi.

November 27, 2007.

*394 Patrick M. Rand, Canton, attorney for appellant.

David L. Morrow, Jr., Brandon, John R. Elliot, Jr., attorneys for appellees.

EN BANC.

MODIFIED OPINION ON REHEARING

GRIFFIS, J., for the Court.

¶ 1. The motion for rehearing is granted. The original opinion is withdrawn and this opinion is substituted in lieu thereof.

¶ 2. In an interpleader action filed by M-Tec Title and Escrow Services, Inc., and joined by Appellant Cynthia Thomas, the chancellor awarded the $22,141.57 balance of the interpleader fund to Appellees Tom and Marsha Scarborough. Although the Scarboroughs breached a Lease Purchase Agreement for real property owned by Thomas, the court determined that an award of the funds to Thomas would constitute unreasonably large liquidated damages. Aggrieved by the trial court's ruling, Thomas appeals raising the following issues:

I. WHETHER THE CHANCERY COURT ERRED IN ADOPTING VERBATIM THE PROPOSED FINDINGS OF FACT AND CONCLUSIONS OF LAW SUBMITTED BY THE SCARBOROUGHS?
II. WHETHER THE CHANCERY COURT ERRED IN APPLYING MISSISSIPPI *395 CODE SECTION 75-2-718(1) TO THE DISPUTE INVOLVING A LEASE PURCHASE OF REAL PROPERTY AND THEREBY FINDING THE FORFEITURE OF THE $30,000 EQUITY PAYMENT TO BE UNCONSCIONABLE?

¶ 3. We affirm.

STATEMENT OF THE FACTS

¶ 4. On October 30, 2001, Tom and Marsha Scarborough entered into a Lease Purchase Agreement (Agreement) with Cynthia Thomas concerning real property located at 27 Thorngate Drive, Brandon, Mississippi 39042. The lease purchase contract, prepared by Thomas's attorney, provided that the Scarboroughs would lease the subject property for forty-eight months at the rate of $1,550 per month ("rent"), plus $5,481.52 per annum ("additional rent"), pay all ad valorem taxes due on the property during the term of the lease, and pay a $1,750 initial security deposit. At the conclusion of the lease term, the contract provided the Scarboroughs with an option to purchase the subject property for $54,815.18. The purchase price was computed as follows:

    Agreed Purchase Price:      $224,900.00
    Prior Equity Credit         $  1,628.53
    Current Equity Credit       $530,000.00
    Current Loan Balance        $138,456.29
                                ___________
    Purchase Price              $ 54,815.18

The term "prior equity credit," in the amount of $1,628.53, represents the amount paid by the Scarboroughs prior to signing the Agreement, and the amount of $30,000, termed "current equity payment," represents the amount paid on the date of closing.

¶ 5. In May 2004, the Scarboroughs breached the Agreement by failing to timely pay rent. In July 2004, the Scarboroughs vacated the premises and requested that Thomas return the $30,000 equity payment and $1,750 security deposit; Thomas refused. The Scarboroughs filed a lis pendens on the property with the Chancery Clerk of Rankin County. When Thomas desired to sell the property to a third party, she agreed to deposit the disputed monies with the Rankin County Chancery Court in return for the Scarboroughs' release of the lis pendens. After deducting past due rent ($3,875), past due additional rent ($3,882.74), the Scarboroughs' share of unpaid property taxes ($1,770.44), and a pool repair bill ($80.25), Thomas deposited into the registry of the court, $22,141.57 withheld from the funds she received at the closing of the sale of the property to the third party.

¶ 6. On December 7, 2004, M-Tec Title and Escrow Services, Inc., joined by Thomas, filed its complaint for interpleader. The Scarboroughs answered the complaint and requested that they be awarded the interpleader fund. The basis of their argument was the existence of an alleged ambiguity of definitions in the contract between paragraphs two and ten, and on the assertion that the forfeiture clause, found in paragraph ten of the Agreement, constitutes an unreasonable liquidated damages provision and an unconscionable penalty under Mississippi Code Annotated section 75-2-718(1). Thomas argues that the parties were free to contract, the language of the agreement is clear and unambiguous, and the forfeiture of the disputed monies is not liquidated damages, but rather a down payment on the purchase of the property.

¶ 7. In the case sub judice, the chancellor ruled only on the contract, exhibits, and briefs submitted by the parties; no hearings or oral arguments were held. He determined that an ambiguity exists between paragraphs two and ten concerning what would be forfeited in the event of default, and that such ambiguity should be *396 construed against Thomas as drafter of the Agreement. Ruling for the Scarboroughs, the chancellor held that the award of the interpleader fund to Thomas would constitute an award of unreasonably large liquidated damages and therefore was an unconscionable penalty under Mississippi Code Annotated section 75-2-718(1). The chancellor further concluded that Thomas had failed to show any actual harm and had been made whole upon the resale of the property.

LEGAL ANALYSIS

I. WHETHER THE CHANCERY COURT ERRED IN ADOPTING VERBATIM THE PROPOSED FINDINGS OF FACT AND CONCLUSIONS OF LAW SUBMITTED BY THE SCARBOROUGHS?

¶ 8. Thomas argues that the chancery court erred in adopting verbatim the proposed findings of fact and conclusions of law submitted by the Scarboroughs. In support of her arguments, she asserts that the chancellor made no independent inquiry into the facts of the case, but merely rubber-stamped the proposed findings of fact and conclusions of law submitted by the Scarboroughs. The Scarboroughs, in turn, argue that the chancellor is well within his discretion to adopt verbatim a party's findings of fact and conclusions of law. Additionally, the Scarboroughs argue that the chancellor's findings of fact and conclusions of law were almost, but not completely, verbatim to those they submitted, and that the chancellor added his own findings, which tends to show independent insight and inquiry.

DISCUSSION

¶ 9. The Mississippi Supreme Court has held that a trial court may, within its sound discretion, adopt verbatim or almost verbatim the findings of fact and conclusions of law submitted by a party. Rice Researchers, Inc. v. Hiter, 512 So.2d 1259, 1266 (Miss.1987). However, less deference is afforded to the chancellor's findings when the chancellor adopts verbatim or "almost verbatim" one party's findings of fact and conclusions of law. Brooks v. Brooks, 652 So.2d 1113, 1118 (Miss.1995). The problem with adopting verbatim, or almost verbatim, the findings submitted by counsel is that these findings simply are not the same as findings independently made by the trial judge after impartially and judiciously sifting through the conflicts and nuances of the case. Still, under our standard of review, "[t]his Court will not disturb the findings of the chancellor when supported by substantial evidence unless the chancellor has abused his discretion, was manifestly wrong, clearly erroneous, or an erroneous legal standard was applied." Sanderson v. Sanderson, 824 So.2d 623, 625-26, (¶ 18) (Miss.2002).

¶ 10. Upon review of the record, it is apparent that the chancery court adopted the proposed findings of fact and conclusions of law submitted by the Scarboroughs, subject to a few additions.

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Cite This Page — Counsel Stack

Bluebook (online)
977 So. 2d 393, 2007 WL 4171123, Counsel Stack Legal Research, https://law.counselstack.com/opinion/thomas-v-scarborough-missctapp-2007.