Eagle Management, LLC v. Parks, et al.
| Docket Number: | 2005-CA-01812-COA | |
| Court of Appeals: |
Opinion Link Opinion Date: 10-03-2006 Opinion Author: ISHEE, J. Holding: Affirmed |
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| Additional Case Information: |
Topic: Contract - Validity of contract - Equitable estoppel - Fraud Judge(s) Concurring: KING, C.J., LEE AND MYERS, P.JJ., IRVING, CHANDLER, GRIFFIS AND ROBERTS, JJ. Non Participating Judge(s): BARNES, J. Concurs in Result Only: SOUTHWICK, J. Procedural History: Dismissal Nature of the Case: CIVIL - CONTRACT |
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| Trial Court: |
Date of Trial Judgment: 08-17-2005 Appealed from: Lafayette County Circuit Court Judge: Henry L. Lackey Disposition: DEFENDANTS’ MOTION TO DISMISS GRANTED. Case Number: L05-260 |
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| Party Name: | Attorney Name: | |||
| Appellant: | EAGLE MANAGEMENT, LLC |
MICHAEL R. WALL |
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| Appellee: | WENDELL PARKS, TAMMIE PARKS AND ALANCO REALTY | OMAR D. CRAIG, GOODLOE TANKERSLEY LEWIS |
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Synopsis provided by:  If you are interested in subscribing to the weekly synopses of all Mississippi Supreme Court and Court of Appeals hand downs please contact Tammy Upton in the MLI Press office. |
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| Topic: | Contract - Validity of contract - Equitable estoppel - Fraud |
| Summary of the Facts: | Eagle Management, LLC originally filed suit in the Chancery Court of Lafayette County against Wendell Parks, Tammie Parks, and Alanco Realty, alleging breach of contract, fraud, and negligent misrepresentation arising out of Eagle’s attempt to purchase sixty condominium units from Wendell. The suit was later transferred to the Circuit Court of Lafayette County. The circuit court granted the defendants’ motion to dismiss, and Eagle appeals. |
| Summary of Opinion Analysis: | Issue 1: Validity of contract Eagle argues that the court ruled that there was no valid and binding contract between Eagle and Wendell without ever viewing the original contract to determine whether it had been signed. This issue is procedurally barred, as Eagle has failed to cite any legal authority in support of its position. Eagle also argues that the contract for the purchase and sale of real property combined with the counter-offer constituted a valid and binding contract as to Wendell. The record shows that Wendell did not sign the contract for purchase and sale of real property. Moreover, the counter offer prepared and signed by Wendell specifically stated that “[t]he offer to purchase the real property . . . made by [Eagle] . . . is not acceptable in its present form, but the following counter-offer is hereby submitted.” Furthermore, the counter-offer was never delivered to Eagle for its signature. Issue 2: Equitable estoppel Eagle argues that it changed its position in reliance on the representation of Parks that Wendell had signed the contract. A party asserting a claim for equitable estoppel must assert belief and reliance on some representation, change of position as a result thereof, and detriment or prejudice caused by the change of position. Eagle’s negotiations with the Bert Allen Group and others regarding the resale of the property are insufficient facts to support Eagle’s allegation that it changed its position to its detriment. Eagle did not assert that it expended funds negotiating with the potential investors as a result of Parks’ representations. Instead, Eagle asserted that, had it been able to resale the property to the Bert Allen Group, it would have realized a profit of $700,000. Issue 3: Fraud Eagle argues that the court wrongfully determined that Eagle’s claims for fraud and negligent misrepresentation were deficient because they failed to allege proximate damages. Because the contract was unsigned, it failed to satisfy the statute of frauds. Furthermore, the circuit court was correct in its determination that the damages alleged by Eagle did not arise from any representation of Parks, but arose from Wendell’s decision to enter into a contract with the Bert Allen Group instead of Eagle. Consequently, the circuit court did not err in finding that Eagle failed to state a claim for fraud and negligent misrepresentation. |
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