Hillcrest Investment Co. v. Utah Department of Transportation
287 P.3d 427
Utah Ct. App.2012Background
- UDOT condemned part of the Horman Trusts’ Centerville property for Legacy Parkway (roughly 43 of ~150 unimproved acres).
- Horman Trusts planned a business park; zoning changes and city approvals were obtained; access to the project site depended on a gravel road (Access Road) that skirted wetlands.
- UDOT represented the frontage road would be built, with an appraisal premised on that assumption, resulting in a $1,933,905 settlement under a Right of Way Contract (REPC).
- UDOT deeds the three condemned parcels to UDOT in 2002; contract contained integration clause and required payment upon possession of land described in warranty deeds.
- Hillcrest acquired the Remaining Property in 2005‑06 and later pressed UDOT about the frontage road; UDOT indicated it no longer intended to build the frontage road, proposing city action instead; as of the suit, the project site remained inaccessible.
- Hillcrest sued in 2008 for breach of contract and unjust enrichment; district court granted summary judgment for UDOT on standing and merits; appeal focuses on standing and remand for factual resolution
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Standing to sue UDOT on contract | Hillcrest seeks standing as assignee or beneficiary of the contract | Hillcrest is not a party or intended beneficiary; no express assignment in REPC | Material facts unresolved; standing must be resolved on remand. |
| Assignment of contract rights via REPC | REPC conveyed rights including contract rights to Hillcrest | REPC’s “property rights” limited to real estate; no express assignment of contract rights | REPC unambiguously did not assign contract rights; no standing as assignee. |
| Beneficiary status of SCV Trust | Hillcrest, as beneficiary of SCV Trust, can enforce contract | SCV Trust dissolution/liquidation not clearly shown to transfer contract rights to Hillcrest | Material facts about trust status unresolved; remand needed. |
Key Cases Cited
- Brown v. Division of Water Rights, 2010 UT 14 (Utah Supreme Court 2010) (standing as a jurisdictional requirement; analysis of dispositive-motion standards)
- Hansen v. Green River Group, 748 P.2d 1102 (Utah Ct. App. 1988) (assignment of contract rights requires express language; no implicit assignment)
- Shire Dev. v. Frontier Inv., 799 P.2d 221 (Utah Ct. App. 1990) (standing and third-party beneficiary considerations)
- Sunridge Dev. v. RB & G Eng’g, Inc., 2010 UT 6 (Utah Supreme Court 2010) (controlling authority on contract rights and conveyances)
- Anderson v. Dean Witter Reynolds, Inc., 841 P.2d 742 (Utah Ct. App. 1992) (trustee authority to sue on behalf of beneficiaries; third-party standing)
- Daines v. Vincent, 2008 UT 51 (Utah Supreme Court 2008) (contract ambiguity and interpretation standards)
- Ward v. Intermountain Farmers Ass’n, 907 P.2d 264 (Utah 1995) (ambiguity and contract interpretation standards)
- In re K.F., 2009 UT 4 (Utah Supreme Court 2009) (jurisdictional issues grounded in standing)