VanLee Corp. v. Madden

CourtSuperior Court of Maine
DecidedDecember 5, 2000
DocketCUMcv-99-434
StatusUnpublished

This text of VanLee Corp. v. Madden (VanLee Corp. v. Madden) is published on Counsel Stack Legal Research, covering Superior Court of Maine primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
VanLee Corp. v. Madden, (Me. Super. Ct. 2000).

Opinion

STATE OF MAINE > SUPERIOR COURT CUMBERLAND, ss. : CIVIL ACTION ~

4 DOCKET NO. CV-99-434 oe ee tte. aem- EM) acco

VANLEE CORP., ) ) Plaintiff, ) ) Vv. ) ORDER ON PLAINTIFF’S MOTION ) FOR SUMMARY JUDGMENT DON A. MADDEN SR., __. ) DON A. MADDEN JR., ) JOHN A. MADDEN, AND ) ROBERT A. MADDEN, ) ) Defendants. )

FACTUAL BACKGROUND

Defendants purchased the Radisson Eastland Hotel (“Hotel”) in Portland from Plaintiff in October of 1997. The entire purchase price was $9 million. Defendants’ Statement of Material Facts (“DSMEF”) 93. Plaintiff took back a promissory note (“Note”) for $1.7 million from Defendants. The first payment on the note came due in June, 1998. DSMF 95. Defendants tendered that payment, and made monthly payments for a year following it. Id.; Plaintiffs Statement of Material Facts (“PSMF”) 2.

The defendants failed to make their July 1, 1999 payment under the Note, which constituted a default under the terms of the Note. See Note, Section3(a); PSMF 73. On July 13, 1999, Plaintiff gave each defendant notice of the default.

PSMF 94. Because the defendants failed to cure the default, Plaintiff accelerated the

balance due. PSMF 95-6. Plaintiff asserts that the sum due as of the date of their

SMF was $1,786,489, with $522 in interest accruing per day. Plaintiff’s complaint seeks the amounts due and owing under the Note. Defendants asserted several affirmative defenses, including fraud and waiver, and counterclaimed for negligent misrepresentation and fraudulent inducement. Plaintiff moved for summary judgment on its complaint.

The purchase and sale agreement (“Agreement”) contained three sections that Defendants contend contained false material misrepresentations that void the contract. Section 3.9 provided

...to the best of Seller’s knowledge after due inquiry, (i) all of the

207 hotel rooms, the Apartments, the lobby, and the common areas

of the Hotel are in rentable and/or useable condition, normal wear

and tear accepted, and (ii) there are no defects in any of the service

systems at the Hotel including the electrical, sanitary, sewage, water,

heating, air ventilation, air conditioning or mechanical systems which

would materially interfere with the use of the Improvements or the

normal operation of such systems.

Section 3.18 provided No inaccuracies. “To the best of the seller’s knowledge, after due

inquiry, there are no material inaccuracies in the documents and items submitted or to be submitted to purchaser for its review.”

Section 3.4 provided To Seller’s knowledge, after due inquiry, there are no violations of any law, regulation, ordinance or order applicable to the property or any portion thereof, which have not been disclosed to Purchaser and which materially adversely affect the Property. Defendants also claim that one of the principals of Plaintiff VanLee Corp., L. Joseph

VanWhy, represented to the Defendants that the Hotel generated a “net income in “excess of $1 million!.” DSMF 914; Madden Affidavit 715. .

During the Fall of 1997, the Defendants spent $896,000 on repairs, including the replacement of doors and roofing, the updating of computers and wallpapering. DSMF 710. Although the Defendants expected to spend some funds to improve the Hotel, they allege that this amount was in addition to sums reasonably anticipated. Id. Defendants argue that they had to spend these funds because of the Plaintiff's misrepresentations about the Hotel’s condition. Id.

In November, 1997, Defendants discovered that the Hotel’s backup boiler was inadequate, that the Hotel did not have a fresh air supply, and that asbestos covered virtually all of the steam lines. DSMF 411. Further, Defendants were informed that the Hotel violated several city and state code provisions. DSMF 713. Under Defendants’ management, the Hotel brought them a net annual income of © $600,000*. DSMF 115.

DISCUSSION

Defendants do not dispute Plaintiff's Statements of Material Facts, which set

out Plaintiff's prima facie case as to recovery on the terms of the Note®. Defendants

1 The Defendants’ SMF does not state whether this alleged misrepresentation was to be interpreted as $1 million net income per year. However, the Defendants clarify this statement in their opposition brief, at 5, that the represented income was “on a yearly basis.”

2 Neither the SMFs nor the briefs detail exactly when the Defendants figured that the Hotel only brought in $600,000 yearly. Further, other than their general allegations in their counterclaims as to false and misleading statements, Defendants do not elaborate on how Plaintiff's statement that the Hotel “generated a net income in excess of $1 million” was false or intentionally or recklessly made.

3 In their responses to Plaintiff’s SMF, Defendants “qualify” Plaintiffs statements, but do not properly dispute these statements. See Bennett v. Tracy, 1999 ME 165, 914, 740 A.2d 571, 574.

3 have alleged fraud’, which renders a contract voidable, both as an affirmative

defense and as a counterclaim. See Dubie v. Branz, 145 Me. 170, 173, 73 A.2d 217, 220

(1950), cited in Harriman v. Maddocks, 518 A.2d 1027, 1029 (Me. 1986); RESTATEMENT

(SECOND) OF CONTRACTS § 164 (1981). A party induced to enter a contract by fraud, as alleged here, may either disaffirm the contract and rescind it, or affirm the contract

and seek tort damages for the fraud. See Rosenthal v. Rosenthal, 543 A.2d 348, 355

(Me. 1988). The fraudulently induced party is limited to one form of recovery only

and may not both rescind and collect damages. E. I. DuPont de Nemours & Co. v.

Florida Evergreen Foliage, 744 A.2d 457, 463 (Del. 2000). At issue currently is

whether Defendants may rescind the Note due to the Plaintiff's alleged fraud. No party has moved for summary judgment on Defendants’ counterclaims.

The right of a party to rescind a contract due to fraud is limited because it must be brought within a “reasonable time” after discovery of the grounds justifying

it. Mott v. Lombard, 655 A.2d 362, 365 (Me. 1995). The failure to act on the fraud

within a reasonable time waives a party’s right to rescind. Janush v. Nationwide

Mutual, 2000 WL 254560, *3 (Conn. Super. Ct. 2000). What constitutes a “reasonable time” is a mixed question of law and fact. Id. When the facts are ascertained, the

determination is a question of law. See Mott, 655 A.2d at 365, citing Getchell v.

Kirby, 113 Me. 91, 94, 92 A. 1007, 1008 (1915); see also Gordon v. Hutchins, 118 Me. 6,

4 To prove fraud, a party must show a false representation of material fact, knowledge on the part of the representer of the statement’s falsity or reckless disregard thereof, made for the purpose of inducing the other party to rely on it and justifiable reliance by the other party. Glynn v. Atlantic Seabord Corp., 1999 ME 53, 10, 728 A.2d 117, 119.

12, 105 A. 356, 359 (1919) (2 1/2 years unreasonable); Clark v. Stetson, 113 Me. 276,

280, 93 A. 741, 742 (1915) (continuing to occupy the premises at least 2 months after

knowledge of deceit was unreasonable); see also 88 Blue Corp. v. Reiss Plaza Assocs.,

585 N.Y.S.2d 14, 16-17 (N.Y. App. Div. 1992) (11 months unreasonable).

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