Glen Southern, Inc., et al. v. Marshall County
| Docket Number: | 2006-CA-01177-COA Linked Case(s): 2006-CA-01177-SCT ; 2006-CA-01177-COA |
|
| Court of Appeals: |
Opinion Link Opinion Date: 10-23-2007 Opinion Author: Irving, J. Holding: AFFIRMED |
|
| Additional Case Information: |
Topic: Contract - Intent of contract - Remedy for breach Judge(s) Concurring: King, C.J., Lee and Myers, P.JJ., Chandler, Griffis, Barnes, Ishee and Carlton, JJ. Non Participating Judge(s): Roberts, J. Procedural History: Summary Judgment Nature of the Case: CIVIL - CONTRACT |
|
| Trial Court: |
Date of Trial Judgment: 06-28-2006 Appealed from: Marshall County Chancery Court Judge: Edwin Hayes Roberts, Jr. Disposition: MARSHALL COUNTY’S MOTION FOR SUMMARY JUDGMENT GRANTED. Case Number: 04-0340 |
|
| Party Name: | Attorney Name: | Brief(s) Available: | ||
| Appellant: | GLEN SOUTHERN, INC. AND GEM SOUTHERN, INC. |
ROY D. CAMPBELL
MARGARET OERTLING CUPPLES |
||
| Appellee: | MARSHALL COUNTY, MISSISSIPPI | JUSTIN STRAUSS CLUCK KENT E. SMITH |
|
|
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. |
|
| Topic: | Contract - Intent of contract - Remedy for breach |
| Summary of the Facts: | Glen Southern, Inc. and Marshall County entered into a contract in 1952 and a related lease in 1954 for manufacturing facilities in Marshall County. Over the course of Glen Southern’s lease, additions and updates were made to the property, and new contracts and leases were executed for these expansions. The last contract was executed in 1969, and its corresponding lease was entered into in 1977. Each lease provided for a “primary term” for the agreement between Glen Southern and Marshall County and renewal terms that Glen Southern could opt for after the expiration of the primary term. The final primary term ended in 1990, at which time Glen Southern opted to renew its contract with the county. In 1992, Glen Southern sublet the Marshall County facility to E.D. Smith-Gem, Inc., for ten years. The county approved the sublease. Before the expiration of the sublease, E.D. Smith sold its interests to Havatampa, Inc., and Glen Southern negotiated a new sublease with Havatampa. After Havatampa left, Glen Southern sublet the premises to Hunter Fan, Inc., for warehousing purposes. Around the same time, Marshall County petitioned the Marshall County Circuit Court for cancellation of the leases on the bases that Glen Southern had breached its contract and had abandoned the premises. Glen Southern requested that the case be transferred to chancery court because the relief requested was one of equity, and its request was granted. The chancellor ruled that Glen Southern had breached the contract, thus entitling the county to cancellation of the leases. Glen Southern appeals. |
| Summary of Opinion Analysis: | Glen Southern and Marshall County agree that there is no genuine issue of material fact, only a question of law as to the interpretation of the relevant contracts. The contract provisions are clear and unambiguous. Those provisions operate in favor of the county such that it is entitled to cancellation of the leases. The last contract and lease reference only the original contract and its attached lease. None of the intervening leases and contracts were incorporated in any way in the final contract and lease between Glen Southern and Marshall County. Therefore, only the original documents will be considered. Using the facilities only for warehousing is in conflict with the contract, which states that the intent of the contracts is to provide employment opportunities in Marshall County. The contract clearly contemplates that the only remedy for a breach is cancellation of the agreement between Glen Southern and Marshall County. No other damages are contemplated by the contract. By Glen Southern’s own admissions, the facility is not being used for manufacturing and has not been used for manufacturing since Hunter Fan sublet the facility. Clearly, the county is entitled to the only remedy contemplated by the contract: cancellation of the agreement and release of Glen Southern and Marshall County from any further obligations to each other. |
Home | Terms of Use | About the JDP | Feedback | Using JDP | MC Law Library | Mississippi Supreme Court
