Legal Briefs Case Briefs Cook's Term Paper

Excerpt from Term Paper :

Issues Presented or Questions of Law:

1) Did the SBL agreement constitute the contract between the parties?

2) Was Plaintiffs' case barred by the parole evidence rule?

3) Should the trial court have sustained Defendants' demurrer to Plaintiffs' case?

Holding / Rule of Law:

1) The SBL agreement did not constitute the contract between the parties. The contracts were formed when Plaintiffs accepted Defendants offer and tendered their consideration. Therefore, the SBL agreement and addendum were unilateral, and therefore unenforceable, changes to the contract.

2) The Plaintiffs' breach of contract claim was not necessarily barred by the parole evidence rule.

3) The trial court should not have sustained Defendants' demurrer to Plaintiffs' case because a demurrer is not proper unless no recovery is possible on the facts alleged in the complaint.


1) A contract is formed when there is an offer, an acceptance of that offer, and an exchange of consideration. After a contract is formed, the contract cannot be modified unless both parties agree to the modification and the modification is founded upon valid consideration. Because Plaintiffs were required to submit non-refundable deposits, the contract was complete at that point. The SBL brochure was the offer, the mailing of the application was acceptance of the offer, and the non-refundable exchange of money for the SBLS was the consideration.

2) Under the parole evidence rule, when parties to a contract have embodied their agreement in a single memorial, which they regard as a final expression of their agreement, all prior utterances are immaterial for the purposes of determining the terms of the contract. Because Plaintiffs' contracts with Defendants were formed well before Defendants mailed out the SBL agreements, the SBL agreements did not constitute the final expression of their agreement. Therefore, the utterances prior to the SBL agreement may have been admissible.

3) It was possible for Plaintiffs to recover if the court determined that Plaintiffs' payments after receiving the SBL agreement and integration clause did not constitute acceptance of Defendants' modifications to the parties' contract. Furthermore, any doubts were to be resolved in favor of overruling the demurrer.

Castorino v. Unifast Bldg. Products Facts:

Plaintiff Castorino's decedent was allegedly assaulted and murdered by someone who gained entry into her apartment either through a window which did not have locking devices or did not have locking devices in proper working condition. Defendant Unifast Bldg. Products had contracted with defendant DCI Contracting Corp. To supply and install windows in the decedent's apartment building. Castorino filed suit a wrongful death lawsuit against Defendants. Unifast's liability was based on the theory that the locks were defective, and the windows could not be closed or locked.

Unifast filed a motion for summary judgment. Unifast maintained that Castorino could not recover under a contract theory because Unifast had not contracted with the decedent and the decedent was not an intended beneficiary of the contract between Unifast and the decedent's landlord. Unifast also maintained that Castorino could not recover in tort because it had not undertaken a duty to the decedent when it installed the window locks.

The trial court denied Unifast's motion for summary judgment, finding a question of whether Unifast owed a duty to the decedent. Unifast sought review of the trial court's decision.

Issues Presented or Questions of Law:

1) Did Unifast have a contractual duty to the decedent?

2) Did Unifast have a duty under tort law to the decedent?

Holding / Rule of Law:

1) Unifast did not have a contractual duty to the decedent, because Unifast did not enter into a contract with the decedent and the decedent was not an intended beneficiary of Unifast's contract with the landlord.

2) Unifast did not have a duty under tort law to the decedent. The installers/suppliers of windows cannot be held responsible for the alleged consequences of allegedly defective window locking mechanisms.


1) In order to establish third-party liability, a litigant must show: (1) the existence of a valid and binding contract between the parties; (2) that the contract was intended for his benefit, and (3) that the benefit to the litigant was not incidental to the contract. There was nothing in the subcontract between Unifast and DCI evidencing a discernable intent to allow recovery by a third party.

2) The court will not impose a duty on a defendant to prevent a third party from causing harm to another.

Debra McCann v. Wal-Mart Stores, Inc.


Debra McCann (McCann) and two of her children (the McCanns) were shopping in Wal-Mart. As they went to leave the store, two Wal-Mart employees, Jean Taylor and Karla Hughes, blocked the exit. They informed McCann that her children were not permitted in Wal-Mart because they had previously been caught stealing. However, Taylor and Hughes had confused McCann's son with another boy. Taylor and Hughes told McCann that she and her children had to come with them and wait for the police. McCann went with them because she believed she had to go with them. McCann attempted to show Taylor her identification, but Taylor refused to look at it. Hughes accosted McCann's son and said that he had been caught stealing two weeks before. Furthermore, they would not allow the son to use the bathroom.

Although Taylor and Hughes said that they had called the police, they had not. They had actually called a store security officer. When the security officer arrived, she informed Hughes that she had made a mistake and the McCanns were permitted to leave. They were detained for over an hour. The McCanns brought suit for false imprisonment. The trial court dismissed the McCanns' claim for punitive damages. The jury awarded the McCanns $20,000 in compensatory damages. Wal-Mart appealed the trial court's decision, arguing that the McCanns did not prove false imprisonment and that the jury instructions regarding false imprisonment were erroneous. The McCanns appealed the trial court's dismissal of their punitive damages claim.

Issues Presented or Questions of Law:

1) Did the McCanns prove false imprisonment?

2) Were the court's jury instructions on false imprisonment erroneous?

3) Did the trial court properly dismiss the McCanns' claim for punitive damages?

Holding / Rule of Law:

1) Because Taylor and Hughes confined the McCanns and the McCanns were aware of the confinement, the McCanns proved false imprisonment. The jury did not have to find actual, physical restraint to find that the McCanns had been falsely imprisoned.

2) Wal-Mart could not complain of error in the jury's instructions because the instructions correctly stated the law. Furthermore, Wal-Mart failed to offer more proper instructions.

3) The trial court properly dismissed the McCanns' claim for punitive damages because punitive damages can only be awarded when a defendant acts with malice. Although malice can be unintentional, the Wal-Mart employees did not engaged in the type of outrageous behavior that would permit an award of punitive damages.


1) Under Restatement (Second), Torts 35 (1965), the tort of false imprisonment requires conduct by an actor which is intended to and does confine another. Furthermore, the victim must be conscious of the confinement or harmed by it. False imprisonment does not require actual physical restraint. Taylor and Hughes informed the McCanns that they could not leave and led them to believe that the police had been called.

2) The trial court properly stated the law of false imprisonment. Wal-Mart maintained that the jury instructions should have included a definition of what did not constitute false imprisonment. However, a court is not required to define what a tort is not. Furthermore, Wal-Mart did not suggest those instructions during the trial.

3) Punitive damages can only be awarded when a defendant acts with malice. Malice can be express or implied, but implied malice requires outrageous, not merely reckless or negligent, behavior. While not allowing McCann's son to use the bathroom and yelling at him were inappropriate, those behaviors were not outrageous.

Benejam v Detroit Tigers, Inc.


Plaintiff Alyssia M. Benejam attended defendant Tigers' baseball game. Benejam was seated close to the third base line. The stadium had a net behind home plate and along part of the base line. Although seated behind the net, Alyssia was injured when a piece of broken bat hit a nearby seat and then struck her. There was no evidence that the bat went through the net or that the net was in anyway defective.

Alyssia and her parents sued the Tigers, under the theory that the net was too short. The Tigers' responded with motions before, during, and after trial that Plaintiffs did not present a viable legal claim. All motions were denied by the trial court. The court awarded Plaintiffs over $1,000,000 in total damages. The Tigers argued that a stadium proprietor could not be liable for spectator injuries if it has satisfied a limited duty to protect spectators in the most dangerous area.

Issues Presented or Questions of Law:

1) Should Michigan adopt the "limited duty" rule with respect to spectator…

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