Case Number: SC128799 Hearing Date: July 30, 2020 Dept: O
Case Name: Shayani v. System Innovations Inc., et al.
Case No.: SC128799
Calendar #: 6
Complaint Filed: 2/7/18
Motion C/O: 9-7-20
Discovery C/O: 8-21-20
Trial Date: 9-21-20
SUBJECT: MOTION FOR SUMMARY ADJUDICATION
MOVING PARTY: Defendants System Innovations, Inc. and Reginald B. De Buhr
RESP. PARTY: Plaintiff Mark Shayani
Defendants System Innovations, Inc.’s Motion for Summary Adjudication of the Nonexistence of a Duty under the 10-18-12 Speakerguy Contract is DENIED. Defendant De Buhr’s Motion for Summary Adjudication of the Nonexistence of a Duty under the 10-18-12 Speakerguy Contract is GRANTED.
I. Defendants are entitled under CCP §437c(f)(1) to seek adjudication of the existence or nonexistence of a contractual duty to Plaintiff under the Speakerguy Contract.
“A party may move for summary adjudication as to…one or more issues of duty, if the party contends that…that one or more defendants either owed or did not owe a duty to the plaintiff or plaintiffs. A motion for summary adjudication shall be granted only if it completely disposes of a cause of action, an affirmative defense, a claim for damages, or an issue of duty.” CCP §437c(f)(1).
There is a split in authority regarding whether an issue of duty may be resolved where resolution does not completely dispose of a cause of action. Under this line of authority, adjudication of an issue of duty is only appropriate where resolution of that issue of duty would completely dispose of a cause of action. See Regan Roofing v Supr. Ct. (1993) 24 Cal.App.4th 425, 433-434 (CCP §437c(f) should be interpreted to “prevent adjudication of issues which fail to dispose completely of a particular cause of action or defense, even where an ‘issue of duty’ is involved”)(disapproved of on other grounds in Crawford v. Weather Shield Mfg., Inc. (2008) 44 Cal.4th 541); Lilienthal & Fowler v. Superior Court (1993) 12 Cal.App.4th 1848, 1853–1854 . “The intent was made explicit in the Legislative Counsel's Digest to the amending bill, which notes: ‘It is ... the intent of this legislation to stop the practice of adjudication of facts or adjudication of issues that do not completely dispose of a cause of action or a defense.’” Lilienthal & Fowler, supra, 12 Cal.App.4th at 1853.
However, in Linden Partners v. Wilshire Linden Associates (1998) 62 Cal.App.4th 508, 522, the Court of Appeals disagreed with Regan’s interpretation of CCP §437c(f)(1) as dicta and noted that Regan has been heavily criticized. See Linden Partners, supra, 62 Cal.App.4th at 522. Arguing that Regan misinterpreted the Legislative history in dicta, Linden Partners found the express language of CCP §473c(f)(1) allows for adjudication of issues of duty without reference to whether it would completely dispose of a cause of action: “[T]he substantive areas which may be challenged by motion for summary adjudication are stated in the disjunctive ‘a cause of action, an affirmative defense, a claim for damages or an issue of duty.’ We believe that the plain meaning of this language is that a motion for summary adjudication may be granted or denied as to any one of these substantive areas, standing alone, and without reference to the dispositive effect of such ruling on any of the companion substantive areas.” Thus, “on a motion for summary adjudication, the court may rule whether a defendant owes or does not owe a duty to plaintiff without regard for the dispositive effect of such ruling on other issues in the litigation, except that the ruling must completely dispose of the issue of duty.” Id.
The Court finds Linden Partners persuasive. As noted in Linden Partners, CCP §437c(f)(1) is written in the disjunctive, expressly allowing for adjudication of issues of duty without reference to their impact on the disposition of a cause of action. Defendants are entitled to seek adjudication of the existence or nonexistence of a duty under the SpeakerGuy, Inc. agreement executed on 10-18-12.
Moreover, resolution of this issue of duty under the 10-18-12 SpeakerGuy Contract would dispose of a “cause of action,” as that term is interpreted under Lilienthal. Where a plaintiff seeks to recover damages on two separate and distinct obligations, “[e]ach obligation creates a separate and distinct claim” and a party may seek adjudication of each “separate and distinct wrongful act even though combined with other wrongful acts alleged in the same cause of action.” Lilienthal & Fowler, supra, 12 Cal.App.4th at 1854–1855.
Plaintiff’s combination of three separate, distinct agreements into a single cause of action. These three agreements created distinct claims, and Defendants are entitled to seek adjudication of the nonexistence of any contractual duty under the SpeakerGuy Contract as a “cause of action.” Resolution of this issue would also completely dispose of the “claim” or “cause of action” based on SpeakerGuy Contract.
II. Triable issues of fact exist as to whether Defendant System Innovations, Inc. owes Plaintiff a contractual duty under the Speakerguy Contract.
“Summary judgment is properly granted only if the moving party's evidence establishes that there is no issue of material fact to be tried. (Citation.) A judge may not grant summary judgment when any material factual issue is disputed. (Citation.) Summary judgment is a drastic remedy to be ordered with caution because it denies the adverse party the right to a trial. Doubts as to the propriety of summary judgment should be resolved against granting the motion. (Citation.) Summary adjudication is also a drastic remedy and any doubts the judge has about the propriety of summary adjudication must be resolved in favor of the party opposing the motion. (Citation.)” California Judges Benchbook, Civ. Proc. Before Trial § 13.46 (2019)
Based on the express language of the 10-18-12 Speakerguy Contract, Defendant System Innovations, Inc. owes a duty to Plaintiff to perform services thereunder. See Dec. of D. Lowe, Ex. A, Dep. of R. De Buhr, Ex. 3, “Contract” dated 10-18-12. The contract identifies Speakerguy and Plaintiff as the parties to the contract, but it expressly identifies System Innovations, Inc. and imposes multiple obligations on System Innovations, Inc. Id. at ¶¶1, 4-13, 18.
However, the signature block only identifies Speakerguy, Inc. as a party to the agreement. Id. at p. 5. De Buhr also testified at deposition that there is no relationship between System Innovation and Speakerguy. See Dec. of D. Lowe, Ex. A, Dep. of R. De Buhr, 20:8-10.
Moving Defendants admit that the contract imposes obligations on Defendant System Innovations, Inc. but argues this was a scrivener’s error. Defendant De Buhr testified at deposition that he was responsible for drafting the 10-18-12 Speakerguy Contract and he used Defendant System Innovations, Inc.’s template. See Dec. of D. Lowe, Ex. A, Dep. of R. De Buhr, pp. 32-33 and 38. Defendant De Buhr testified that the references to System Innovations, Inc. were typographical errors. Id. at 38:4-12. Defendants also submit evidence that De Buhr only performed work under the 10-18-12 Speakerguy Contract on behalf of Speakerguy, not System Innovations, Inc. See Dec. of De Buhr, ¶3.
Defendants’ conflicting evidence merely reinforces the existence of a disputed issue of material fact. The Court cannot resolve the factual dispute on summary judgment created by the express language of the 10-18-12 Speakerguy Contract and De Buhr’s testimony that (1) System Innovations, Inc. is a typographical error; (2) he only performed work on behalf of Speakerguy; and (2) System Innovations, Inc. and Speakerguy are unrelated entities. Defendant System Innovations, Inc.’s Motion for Summary Adjudication is DENIED.
III. The undisputed evidence establishes that De Buhr does not owe Plaintiff any contractual duties under the 10-18-12 Speakerguy Contract.
The only reference in the 10-18-12 Speakerguy Contract to De Buhr is at the signature line, which refers to him as “Speakerguy, Reginald B. De Buhr, President.” See Dec. of D. Lowe, Ex. A, Depo. of R. De Buhr, Ex. 3. The contract indicates Speakerguy and Plaintiff are parties to the agreement and System Innovations, Inc. will provide services thereunder. Id. De Buhr also testifies that he only ever performed work under the Speakerguy Contract as an employee of Speakerguy. See Dec. of R. De Buhr, ¶3. Defendants therefore establish with admissible evidence that De Buhr individually does not owe a contractual duty under the 10-18-12 Speakerguy Contract, and the burden shifts to Plaintiff to raise a triable issue of fact.
Plaintiff offers no evidence that De Buhr individually owes any contractual duty under the 10-18-12 Speakerguy Contract. Plaintiff therefore fails to raise a triable issue of fact. Defendant De Buhr’s Motion for Summary Adjudication is GRANTED as to the nonexistence of a duty under the 10-18-12 Speakerguy Contract.