Donut Holdings v. Risberg, 294 Neb. 861

Donut Holdings, Inc. (DHI) is parent of franchise franchisor LaMar’s; Risberg Stores (owned by William Risberg) operated a Springfield franchise under a 1994 10‑year franchise agreement that expired in 2004.
After 2004 neither party formally renewed the written agreement, but Risberg Stores continued to operate as a LaMar’s franchise and paid royalties and advertising fees that DHI accepted until June 7, 2009.
DHI sent a June 18, 2009 letter stating the 1994 agreement had expired and instructing Risberg to cease using LaMar’s systems and marks; Risberg continued using LaMar’s system and reporting sales but stopped paying fees after June 2009.
DHI later terminated the agreement in December 2009 for nonpayment; Risberg ceased reporting in Feb 2010, then claimed final withdrawal between Oct 2010 and Oct 2011, and sold the store in May 2012.
DHI sued for unpaid royalties and marketing fees (claims totaling ~$33,586 through Oct 2010 and ~$71,878 through May 2012); Risberg filed an answer but later failed to participate; the district court held DHI was not entitled to fees after June 2009 and denied default judgment.

Issue	Plaintiff's Argument	Defendant's Argument	Held
Whether a default judgment was warranted	DHI argued Risberg’s nonappearance justified default judgment	Risberg had filed an answer, so lack of trial appearance doesn’t automatically entitle DHI to judgment	No default judgment; answer prevented automatic default and did not admit a prima facie case for DHI
Whether an implied‑in‑fact contract continued after 2004	DHI argued conduct (continued operation and payments) created an implied contract continuing past 2004	Risberg argued the written agreement expired in 2004 so no ongoing contractual duty	Court found parties had an implied‑in‑fact contract after 2004 based on objective conduct
Whether DHI was entitled to fees after June 2009 under contract	DHI argued ongoing use of marks and systems obligated Risberg to continue paying fees; relied on unjust enrichment principles in briefing	Risberg relied on DHI’s June 2009 letter and its assertion the agreement ended, so no post‑June 2009 contractual obligation	Court held DHI’s June 2009 letter terminated the implied contract; DHI not entitled to contractual fees after June 2009
Whether equitable relief (retrospective recovery) required here	DHI urged doctrines preventing a party from keeping benefits without paying	Risberg emphasized termination/expiration cut off contractual obligations	Court declined to apply those equitable arguments (not briefed as primary theories) and affirmed termination finding

Johnson v. Johnson, 282 Neb. 42, 803 N.W.2d 420 (2011) (definition and formation of implied contracts via objective conduct)
Scudder v. Haug, 201 Neb. 107, 266 N.W.2d 232 (1978) (factors for implied‑in‑fact contracts)
Linscott v. Shasteen, 288 Neb. 276, 847 N.W.2d 283 (2014) (enforceability of implied contracts)
Muller Enterprises, Inc. v. Samuel Gerber Adv. Agcy., Inc., 182 Neb. 261, 153 N.W.2d 920 (1967) (recovery when one party has fully performed and other retains benefit)
City of Scottsbluff v. Waste Connections of Neb., 282 Neb. 848, 809 N.W.2d 725 (2011) (standard of review for bench trial factual findings)