IN THE
Court of Appeals of Indiana FILED Jul 14 2025, 10:29 am Trent Dishman, CLERK Indiana Supreme Court Appellant-Defendant Court of Appeals and Tax Court
v.
Henry County Redevelopment Commission, Appellee-Plaintiff
July 14, 2025 Court of Appeals Case No. 25A-PL-178 Appeal from the Henry Circuit Court The Honorable Bob A. Witham, Judge Trial Court Cause No. 33C01-2307-PL-36
Opinion by Judge Mathias Judges May and Bradford concur.
Court of Appeals of Indiana | Opinion 25A-PL-178 | July 14, 2025 Page 1 of 7 Mathias, Judge.
[1] Trent Dishman appeals the trial court’s entry of summary judgment for the
Henry County Redevelopment Commission (“the RDC”) on the RDC’s
complaint for breach of contract. Dishman raises a single issue for our review,
which we restate as whether his contract with the RDC unambiguously allowed
the RDC to exercise an option to purchase real property by depositing its
exercise of that option in the mail.
[2] We affirm.
Facts and Procedural History [3] On July 4, 2022, Dishman and the RDC entered into a written Real Estate
Option Agreement in which the RDC agreed to pay $10,000 to Dishman and,
in exchange, Dishman provided the RDC with “the sole and exclusive right and
option” to purchase certain real property owned by Dishman in Henry County.
Appellant’s App. Vol. 2, p. 104. The Option Agreement stated that the RDC
may exercise its option to purchase that real property “at any time up to and
including April 30[,] 2023, by depositing written notice of the exercise to
[Dishman] at [his] address . . . on or before that date.” Id. The Option
Agreement further provided that “[a]ll notices provided for in this Agreement, if
not delivered in person, shall be sent by United States certified mail, return
receipt requested,” to Dishman at his specified address. Id. at 106. Upon
exercising its option, the RDC would pay an additional sum to Dishman for his
conveyance of fee simple title in the real property to the RDC. And the Option
Court of Appeals of Indiana | Opinion 25A-PL-178 | July 14, 2025 Page 2 of 7 Agreement made clear that it contained “the entire understanding between the
parties relating to the option granted . . . .” Id.
[4] On April 28, 2023, the RDC deposited written notice of its exercise of the
option to purchase the real property in the United States certified mail, return
receipt requested, addressed to Dishman’s address. Dishman received the
RDC’s written notice on May 1. Id. at 85. Dishman concluded that, because he
did not receive the written notice by the end of April 30, the RDC had failed to
timely exercise its option to purchase the real property. He thus refused to sell
the property to the RDC.
[5] The RDC then filed its complaint for breach of contract against Dishman and,
among other things, sought specific performance under the Option Agreement.
Both sides moved for summary judgment, which the trial court granted in favor
of the RDC. This appeal ensued.
Standard of Review [6] Dishman appeals the trial court’s entry of summary judgment for the RDC and
the court’s denial of his motion for summary judgment. Our standard of review
is well settled:
When this Court reviews a grant or denial of a motion for summary judgment, we “stand in the shoes of the trial court.” Summary judgment is appropriate “if the designated evidentiary matter shows that there is no genuine issue as to any material fact and that the moving party is entitled to judgment as a matter of law.” We will draw all reasonable inferences in favor of the non- moving party. We review summary judgment de novo.
Court of Appeals of Indiana | Opinion 25A-PL-178 | July 14, 2025 Page 3 of 7 Arrendale v. Am. Imaging & MRI, LLC, 183 N.E.3d 1064, 1067-68 (Ind. 2022)
(citations omitted). Questions of law, such as those presented in this appeal, are
particularly apt for summary judgment. See, e.g., Erie Indem. Co. v. Estate of
Harris, 99 N.E.3d 625, 629 (Ind. 2018).
[7] The trial court here issued findings of fact and conclusions thereon in support of
its summary judgment order. Such findings “are not required in summary
judgment proceedings and are not binding on appeal,” but they offer this Court
insight into the trial court’s rationale. 1 Kay v. The Irish Rover Inc., 252 N.E.3d
437, 443 (Ind. Ct. App. 2025), trans. denied. Further, the fact that the parties
have filed cross-motions for summary judgment neither alters our standard of
review nor changes our analysis—we consider each motion separately to
determine whether the moving party is entitled to judgment as a matter of law.
Erie Indem. Co., 99 N.E.3d at 629.
[8] The issue in this appeal is one of contract interpretation. As our Supreme Court
has explained:
When interpreting a contract, this Court reviews the document as a whole, seeking to determine the parties’ intent while making every attempt to construe the contract’s language so as not to render any words, phrases, or terms ineffective or meaningless. When the terms of a contract are clear and unambiguous, the
1 As the trial court’s findings are not binding on our Court and our review is de novo, we reject Dishman’s argument on appeal that we treat the trial court’s findings with specialized scrutiny.
Court of Appeals of Indiana | Opinion 25A-PL-178 | July 14, 2025 Page 4 of 7 Court will apply the plain and ordinary meaning of the terms and enforce the contract according to its terms. . . .
Thomas v. Valpo Motors, Inc., 258 N.E.3d 236, 241 (Ind. 2025).
The trial court properly entered summary judgment for the RDC. [9] On appeal, Dishman argues that the trial court’s order on summary judgment is
erroneous because “[t]he default rule” in Indiana is that the “exercise of an
option is effective when it is received, not when it is placed in the mail, unless
the contract specifically provides otherwise.” Appellant’s Br. at 16. The RDC
agrees with Dishman’s assessment of Indiana law, and so do we. See, e.g.,
Romain v. A. Howard Wholesale Co., 506 N.E.2d 1124, 1127 (Ind. Ct. App. 1987),
trans. denied.
[10] Our opinion in Romain is illustrative. In Romain, the parties’ contract allowed
the option holder to exercise its option by both “paying” the property holder
“and . . . mailing” notice of the exercise of the option to the property holder. Id.
at 1126. We noted that “the option contract permits the requirement of notice
to be fulfilled by means of mailing.” Id. But, as the contract provided no such
specificity with respect to how “paying” was to be accomplished, and the
contract also provided that it would be construed in accordance with Indiana
law, we concluded that “paying” was “not effectuated by depositing currency in
the mail” and instead required “the remittance [to get] into the hands of the
Court of Appeals of Indiana | Opinion 25A-PL-178 | July 14, 2025 Page 5 of 7 receiver . . . .” Id. at 1126-27 (discussing Guardian Nat’l Bank v. Huntington Cnty.
State Bank, 206 Ind. 185, 187 N.E. 388 (1933)).
[11] Dishman’s arguments on appeal notwithstanding, the Option Agreement
unambiguously specifies the manner in which the RDC would be able to
accomplish the exercise of its option. It states that the RDC could exercise its
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IN THE
Court of Appeals of Indiana FILED Jul 14 2025, 10:29 am Trent Dishman, CLERK Indiana Supreme Court Appellant-Defendant Court of Appeals and Tax Court
v.
Henry County Redevelopment Commission, Appellee-Plaintiff
July 14, 2025 Court of Appeals Case No. 25A-PL-178 Appeal from the Henry Circuit Court The Honorable Bob A. Witham, Judge Trial Court Cause No. 33C01-2307-PL-36
Opinion by Judge Mathias Judges May and Bradford concur.
Court of Appeals of Indiana | Opinion 25A-PL-178 | July 14, 2025 Page 1 of 7 Mathias, Judge.
[1] Trent Dishman appeals the trial court’s entry of summary judgment for the
Henry County Redevelopment Commission (“the RDC”) on the RDC’s
complaint for breach of contract. Dishman raises a single issue for our review,
which we restate as whether his contract with the RDC unambiguously allowed
the RDC to exercise an option to purchase real property by depositing its
exercise of that option in the mail.
[2] We affirm.
Facts and Procedural History [3] On July 4, 2022, Dishman and the RDC entered into a written Real Estate
Option Agreement in which the RDC agreed to pay $10,000 to Dishman and,
in exchange, Dishman provided the RDC with “the sole and exclusive right and
option” to purchase certain real property owned by Dishman in Henry County.
Appellant’s App. Vol. 2, p. 104. The Option Agreement stated that the RDC
may exercise its option to purchase that real property “at any time up to and
including April 30[,] 2023, by depositing written notice of the exercise to
[Dishman] at [his] address . . . on or before that date.” Id. The Option
Agreement further provided that “[a]ll notices provided for in this Agreement, if
not delivered in person, shall be sent by United States certified mail, return
receipt requested,” to Dishman at his specified address. Id. at 106. Upon
exercising its option, the RDC would pay an additional sum to Dishman for his
conveyance of fee simple title in the real property to the RDC. And the Option
Court of Appeals of Indiana | Opinion 25A-PL-178 | July 14, 2025 Page 2 of 7 Agreement made clear that it contained “the entire understanding between the
parties relating to the option granted . . . .” Id.
[4] On April 28, 2023, the RDC deposited written notice of its exercise of the
option to purchase the real property in the United States certified mail, return
receipt requested, addressed to Dishman’s address. Dishman received the
RDC’s written notice on May 1. Id. at 85. Dishman concluded that, because he
did not receive the written notice by the end of April 30, the RDC had failed to
timely exercise its option to purchase the real property. He thus refused to sell
the property to the RDC.
[5] The RDC then filed its complaint for breach of contract against Dishman and,
among other things, sought specific performance under the Option Agreement.
Both sides moved for summary judgment, which the trial court granted in favor
of the RDC. This appeal ensued.
Standard of Review [6] Dishman appeals the trial court’s entry of summary judgment for the RDC and
the court’s denial of his motion for summary judgment. Our standard of review
is well settled:
When this Court reviews a grant or denial of a motion for summary judgment, we “stand in the shoes of the trial court.” Summary judgment is appropriate “if the designated evidentiary matter shows that there is no genuine issue as to any material fact and that the moving party is entitled to judgment as a matter of law.” We will draw all reasonable inferences in favor of the non- moving party. We review summary judgment de novo.
Court of Appeals of Indiana | Opinion 25A-PL-178 | July 14, 2025 Page 3 of 7 Arrendale v. Am. Imaging & MRI, LLC, 183 N.E.3d 1064, 1067-68 (Ind. 2022)
(citations omitted). Questions of law, such as those presented in this appeal, are
particularly apt for summary judgment. See, e.g., Erie Indem. Co. v. Estate of
Harris, 99 N.E.3d 625, 629 (Ind. 2018).
[7] The trial court here issued findings of fact and conclusions thereon in support of
its summary judgment order. Such findings “are not required in summary
judgment proceedings and are not binding on appeal,” but they offer this Court
insight into the trial court’s rationale. 1 Kay v. The Irish Rover Inc., 252 N.E.3d
437, 443 (Ind. Ct. App. 2025), trans. denied. Further, the fact that the parties
have filed cross-motions for summary judgment neither alters our standard of
review nor changes our analysis—we consider each motion separately to
determine whether the moving party is entitled to judgment as a matter of law.
Erie Indem. Co., 99 N.E.3d at 629.
[8] The issue in this appeal is one of contract interpretation. As our Supreme Court
has explained:
When interpreting a contract, this Court reviews the document as a whole, seeking to determine the parties’ intent while making every attempt to construe the contract’s language so as not to render any words, phrases, or terms ineffective or meaningless. When the terms of a contract are clear and unambiguous, the
1 As the trial court’s findings are not binding on our Court and our review is de novo, we reject Dishman’s argument on appeal that we treat the trial court’s findings with specialized scrutiny.
Court of Appeals of Indiana | Opinion 25A-PL-178 | July 14, 2025 Page 4 of 7 Court will apply the plain and ordinary meaning of the terms and enforce the contract according to its terms. . . .
Thomas v. Valpo Motors, Inc., 258 N.E.3d 236, 241 (Ind. 2025).
The trial court properly entered summary judgment for the RDC. [9] On appeal, Dishman argues that the trial court’s order on summary judgment is
erroneous because “[t]he default rule” in Indiana is that the “exercise of an
option is effective when it is received, not when it is placed in the mail, unless
the contract specifically provides otherwise.” Appellant’s Br. at 16. The RDC
agrees with Dishman’s assessment of Indiana law, and so do we. See, e.g.,
Romain v. A. Howard Wholesale Co., 506 N.E.2d 1124, 1127 (Ind. Ct. App. 1987),
trans. denied.
[10] Our opinion in Romain is illustrative. In Romain, the parties’ contract allowed
the option holder to exercise its option by both “paying” the property holder
“and . . . mailing” notice of the exercise of the option to the property holder. Id.
at 1126. We noted that “the option contract permits the requirement of notice
to be fulfilled by means of mailing.” Id. But, as the contract provided no such
specificity with respect to how “paying” was to be accomplished, and the
contract also provided that it would be construed in accordance with Indiana
law, we concluded that “paying” was “not effectuated by depositing currency in
the mail” and instead required “the remittance [to get] into the hands of the
Court of Appeals of Indiana | Opinion 25A-PL-178 | July 14, 2025 Page 5 of 7 receiver . . . .” Id. at 1126-27 (discussing Guardian Nat’l Bank v. Huntington Cnty.
State Bank, 206 Ind. 185, 187 N.E. 388 (1933)).
[11] Dishman’s arguments on appeal notwithstanding, the Option Agreement
unambiguously specifies the manner in which the RDC would be able to
accomplish the exercise of its option. It states that the RDC could exercise its
option “at any time up to and including April 30[,] 2023, by depositing written
notice of the exercise to [Dishman] at [his] address . . . on or before that date.”
Appellant’s App. Vol. 2, p. 104 (emphasis added). The Option Agreement
further provides that “[a]ll notices provided for in this Agreement, if not
delivered in person, shall be sent by United States certified mail, return receipt
requested,” to Dishman at his address. Id. at 106.
[12] As in Romain, then, the Option Agreement here specifically provides that the
option may be exercised by depositing the written notice of that exercise in the
United States certified mail, return receipt requested, addressed to Dishman’s
address, by the end of April 30, 2023. The RDC complied with those
unambiguous terms when it deposited its written notice that it would be
exercising its option in the United States certified mail, return receipt requested,
addressed to Dishman’s address, on April 28, 2023. Dishman’s attempts to
rewrite the Option Agreement to require his receipt of the exercise of the option
before the option could be effective is contrary to the plain language of his
agreement and is not persuasive. See, e.g., Claire’s Boutiques, Inc. v. Brownsburg
Station Partners LLC, 997 N.E.2d 1093, 1098 (Ind. Ct. App. 2013) (noting that
we will not “write a new contract for the parties or supply missing terms under
Court of Appeals of Indiana | Opinion 25A-PL-178 | July 14, 2025 Page 6 of 7 the guise of construing a contract”). Accordingly, the trial court read the Option
Agreement correctly and properly entered summary judgment in favor of the
RDC.
[13] For all of these reasons, we affirm the trial court’s entry of summary judgment
for the RDC and the court’s denial of Dishman’s motion for summary
judgment.
[14] Affirmed.
May, J., and Bradford, J., concur.
ATTORNEYS FOR APPELLANT Alan S. Townsend Bradley M. Dick Bose McKinney & Evans LLP Indianapolis, Indiana
ATTORNEYS FOR APPELLEE Robert S. Daniels Michael D. Heavilon Jacqueline N. Richard DeFur Voran, LLP Fishers, Indiana
Court of Appeals of Indiana | Opinion 25A-PL-178 | July 14, 2025 Page 7 of 7