Cairelli v. Brunner
2019 Ohio 1511
Ohio Ct. App.2019Background
- In 1984 Cairelli (owner) and the Brunners entered a lease for 1318 Ashland Ave.; a recorded "Memorandum of Lease" referenced a right of first refusal (ROFR).
- The Brunners vacated the property around October 1987; the original lease document could not be located later.
- In June 2014 Cairelli contracted to sell the property to the Allmans; a title search disclosed the 1984 recorded memorandum as a cloud.
- Cairelli asked the Brunners to release the memorandum; they refused. She sued to quiet title and asserted claims including slander of title and tortious interference with contract.
- The trial court earlier quieted title in Cairelli's favor; after remand the court granted summary judgment for the Brunners on slander of title and tortious interference; promissory fraud proceeded to trial. Cairelli appealed those summary judgment grants.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Slander of title — whether the recorded 1984 memorandum is slanderous now | Cairelli: continued existence of ROFR on title after Brunners left made the recorded memorandum false and slanderous when it impeded sale in 2014 | Brunner: the memorandum was truthful when recorded in 1984 and slander is assessed at time of publication (recording) | Court: Summary judgment for Brunners — no slander because document was true at time of recording; publication date controls |
| Tortious interference with contract — whether Brunners wrongfully prevented sale to Allmans | Cairelli: Brunners' refusal to remove the memorandum prevented conveyance of clear title and thus interfered with/caused loss of the Allman contract | Brunner: The Allman sale was conditioned on clear title so no completed, breachable contract existed; alternatively Brunners believed they had a valid ROFR (justification) | Court: Summary judgment for Brunners — no completed contract/breach and defendants had a justified belief in their ROFR |
| Interference with prospective business advantage — whether Cairelli could assert this alternative tort | Cairelli: alternative tort does not require a completed contract and could cover the loss of the sale | Brunner: claim was not pled below so cannot be raised on appeal | Court: Not considered — claim was not pled in the complaint and is waived on appeal |
Key Cases Cited
- Green v. Lemarr, 139 Ohio App.3d 414, 744 N.E.2d 212 (Ohio Ct. App. 2000) (elements of slander of title)
- Vahila v. Hall, 77 Ohio St.3d 421, 674 N.E.2d 1164 (Ohio 1997) (summary judgment burdens and standards)
- Dresher v. Burt, 75 Ohio St.3d 280, 662 N.E.2d 264 (Ohio 1996) (plaintiff's burden to show genuine issue after movant meets initial summary judgment showing)
- Fred Siegel Co., L.P.A. v. Arter & Hadden, 85 Ohio St.3d 171, 707 N.E.2d 853 (Ohio 1999) (elements of tortious interference with contract)