Booth v. Copeco, Inc.
2017 Ohio 2897
| Ohio Ct. App. | 2017Background
- Plaintiff John Booth was a commissioned copier salesman for Copeco, paid $30,000 base plus monthly commissions and a potential quarterly bonus under a written March 25, 2014 sales compensation plan.
- Booth brokered a lease deal with the Lucas County Metropolitan Housing Authority (LMHA) executed July 29, 2014; Copeco issued a $43,465.27 lease-buyout rebate to LMHA, reducing reported sales revenue to $83,745.42.
- Copeco calculated gross profit as sales revenue minus equipment cost ($83,745.42 − $83,863.20 = −$117.78) and concluded no commission was due under the plan; Copeco nevertheless paid Booth $500 for the deal.
- Booth sued for breach of the compensation agreement and unjust enrichment, claiming (via an affidavit from former Copeco manager Matt Sugg) commissions of $6,615.90 and alleging Copeco manipulated numbers to minimize commissions.
- The trial court granted summary judgment for Copeco; Booth appealed arguing disputed factual issues based on conflicting affidavits.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Breach of contract — proper commission calculation | Booth: commission should be computed from sales revenue (7.9% of $83,745.42 → $6,615.90) and include quarterly bonus/incentives | Copeco: plan ties commissions to gross profit (sales revenue − cost); no gross profit here so no commission; paid $500 as discretionary payment | Court: Held for Copeco. Plan’s plain language and ordinary meaning of "gross profit" support defendant; Booth’s sales-revenue-only calc is unsupported and quarterly bonus thresholds not met. |
| Sufficiency of Sugg affidavit to create genuine factual dispute | Booth: Sugg’s affidavit shows manipulation of numbers and supports a higher commission | Copeco: Sugg’s statements are conclusory, speculative, lack personal knowledge or admissible proof; Copeco provided contrary affidavit from its president | Court: Held for Copeco. Court rejects self-serving, conclusory affidavit as insufficient to defeat summary judgment. |
| Unjust enrichment claim | Booth: alternatively, Copeco was unjustly enriched by retaining benefit of his work without paying proper commission | Copeco: express, enforceable compensation contract governs commissions; unjust enrichment not available | Court: Held for Copeco. Unjust enrichment unavailable where subject matter is covered by an express contract. |
| Whether disputed facts require trial (summary judgment standard) | Booth: factual conflict exists and trial required | Copeco: no genuine issue of material fact; evidence shows no commission due | Court: Held for Copeco. After de novo review, reasonable minds can reach only one conclusion adverse to Booth. |
Key Cases Cited
- State ex rel. Grady v. State Emp. Relations Bd., 78 Ohio St.3d 181 (procedural standards for summary judgment)
- Dresher v. Burt, 75 Ohio St.3d 280 (summary judgment burden-shifting framework)
- Grafton v. Ohio Edison Co., 77 Ohio St.3d 102 (appellate de novo review of summary judgment)
- Westfield Ins. Co. v. Galatis, 100 Ohio St.3d 216 (plain-meaning approach to contract interpretation)
- Johnson v. Microsoft Corp., 106 Ohio St.3d 278 (elements of unjust enrichment)
- Saunders v. Mortensen, 101 Ohio St.3d 86 (contract interpretation principles)
- E.S. Preston Associates, Inc. v. Preston, 24 Ohio St.3d 7 (construction of contracts to carry out parties’ intent)