F.R. Carroll, Inc. v. TD Bank, N.A.
2010 ME 115
| Me. | 2010Background
- Village Station executed two promissory notes in favor of the Bank in June 2005, secured by mortgages on Village Station property.
- Bank provided a Cost Estimate totaling $1,037,210 for the project, but paving was not separately apportioned though plans depict a paved lot.
- Bank disbursed funds between July 2005 and September 2006; requests for payment did not reference paving.
- By September 26, 2006, photographs showed an unpaved parking lot; final disbursement occurred September 28, 2006.
- On October 27, 2006, Village Station contracted F.R. Carroll to pave the lot for $26,405; Bank was unaware of the contract and post-disbursement paving expenses.
- F.R. Carroll completed paving in late October 2006; no payment was received; Carroll filed a mechanic’s lien in February 2007; District Court granted Carroll summary judgment for lien priority based on Bank consent.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether Bank consent can be established as a matter of law | Carroll contends Bank had knowledge of the work and its extent and thus consented. | Bank argues there was no contract or explicit consent to paving and no post-disbursement funds or knowledge of the contract. | Consent could not be determined as a matter of law; factual disputes remain. |
| Whether Bank’s knowledge of paving supports consent to the paving work | Carroll asserts Bank knew paving was planned and progress showed paving would occur. | Bank contends knowledge of planning does not prove consent to a specific post-disbursement paving contract. | Ambiguity remains; feasible inferences support either consent or no consent. |
| Whether Bank’s conduct justifies Carroll’s belief that consent existed | Carroll argues Bank’s monitoring and updates implied consent to paving. | Bank maintains it did not authorize or fund the paving after final disbursement and had no involvement with Carroll’s contract. | Reasonable inferences are conflicting; cannot resolve as a pure question of law. |
| Standard of review for cross-motions for summary judgment | Meant to determine if undisputed facts support Carroll’s priority lien. | Same standard applies; factual disputes preclude summary judgment. | Cross motions treated under de novo standard; genuine issues of material fact exist. |
Key Cases Cited
- Platz Assocs. v. Finley, 2009 ME 55 (Me. 2009) (consent requires knowledge and conduct implying consent)
- Carey v. Boulette, 158 Me. 204 (Me. 1962) (consent depends on case-specific facts)
- Bangor Roofing & Sheet Metal Co. v. Robbins Plumbing Co., 151 Me. 145 (Me. 1955) (consent may be inferred from circumstances)
- E. Corey Co. v. H.P. Cummings Constr. Co., 118 Me. 34 (Me. 1919) (facts determine whether consent is established)
- Gagnon's Hardware & Furniture, Inc. v. Michaud, 1998 ME 265 (Me. 1998) (bank knowledge of planned conversion not sufficient for consent)
- John W. Goodwin, Inc. v. Fox, 1999 ME 33 (Me. 1999) (liberal construction of lien statutes to protect equitable interests)