Diversified Marine Services, Inc. v. Jewel Marine, Inc.
222 So. 3d 1008
La. Ct. App.2017Background
- Jewel owned the M/V Diamond Edge, which was damaged and taken to Superior Shipyard; Diversified (through member Robert Boudreaux) inspected the vessel and offered $150,000 on April 9, 2015.
- Diversified alleges that Jewel’s president Robbie Crosby accepted the $150,000 offer on May 1, 2015, but on May 6, 2015 Jewel notified Diversified it sold the vessel to a higher bidder.
- Diversified sued for specific performance or, alternatively, damages for breach of an oral contract and for detrimental reliance; Jewel moved for summary judgment asserting no contract and, alternatively, that any contract was unenforceable (statute of frauds and lack of corroboration), and that detrimental reliance was unsupported.
- The trial court granted Jewel’s motion, finding Diversified provided the plaintiff-witness testimony but failed to produce corroborating evidence of an oral contract or evidence it changed position in reliance; Diversified appealed.
- Jewel moved to dismiss the appeal, asserting counsel emails formed a settlement (each side bears own costs); the court denied enforcement because Diversified revoked the offer before Jewel accepted.
- On de novo review the appellate court affirmed summary judgment for Jewel, holding Diversified lacked corroborating evidence necessary to prove an oral contract for sale over $500 and had not shown the required change in position for detrimental reliance (the latter was not argued on appeal).
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Existence/enforceability of an oral contract for sale of vessel | Boudreaux (Diversified) says he offered $150,000 and Crosby accepted on May 1, 2015; affidavits and communications corroborate | No acceptance or completed sale; plaintiff lacks corroborating evidence required for oral contracts above $500; emails/texts do not show acceptance | No enforceable oral contract: plaintiff witness testimony exists but plaintiff failed to produce corroborating evidence from an independent source; summary judgment affirmed |
| Statute of Frauds / corroboration requirement for oral contract over $500 | N/A (relied on witness + corroboration) | Even if an agreement existed, Diversified cannot satisfy statutory corroboration requirement | Court applied La. C.C. art. 1846: corroboration must come from source other than plaintiff; Diversified failed to meet this burden |
| Detrimental reliance (promissory estoppel) | Diversified alleged it relied to its detriment on Jewel’s acceptance | Jewel argued Diversified cannot show a perfected sale, justified reliance, or change in position | Trial court dismissed detrimental reliance; Diversified did not press this issue on appeal, so appellate court did not decide it on merits |
| Enforceability of counsel emails as settlement of appeal | Diversified contends it revoked the offer before acceptance; proceed with appeal | Jewel contends counsel’s email exchange constituted a binding compromise (each bears own costs) | Court held Diversified revoked the settlement offer prior to Jewel’s acceptance; motion to dismiss appeal/enforce settlement denied |
Key Cases Cited
- Trahan v. Coca Cola Bottling Co. United, 894 So.2d 1096 (La. 2005) (elements and writing requirement for compromise)
- Imperial Chemicals Ltd. v. PKB Scania (USA), Inc., 929 So.2d 84 (La. App. 1st Cir.) (corroboration requirement for oral contracts)
- Commercial Flooring & Mini Blinds, Inc. v. Edenfield, 138 So.3d 30 (La. App. 1st Cir.) (plaintiff may testify but corroborating circumstances must come from nondisputed third-party source)
- Judson v. Davis, 916 So.2d 1106 (La. App. 1st Cir.) (summary judgment and adequate discovery requirement)
- Price v. Chain Electric Co., 216 So.3d 388 (La. App. 5th Cir.) (reply memorandum exhibits not considered on summary judgment)