JHRW, LLC v. Seaport Studios, Inc., 212 A.3d 168

In 1985 JHRW principals leased land under two buildings to Seaport for 99 years; lease required the lessors to provide one parking space at a location and annual rent to be determined by lessors and promised a condominium deed if the premises were submitted to the Condominium Act.
Parcel B (which included Seaport’s leased land) was later developed into the Napatree Point Master Condominium divided into Units A, B (Seaport’s land/buildings), and C (a parking lot later subdivided into individual parking-unit condominiums).
Seaport sued JHRW in 2009 claiming entitlement to nine parking spaces (among other claims); JHRW obtained partial summary judgment in 2014 but Seaport’s implied-easement parking claim remained; the parties later stipulated dismissal of remaining Seaport claims and final judgment entered in May 2016.
In June 2016 JHRW sued Seaport (this case) for trespass and sought a permanent injunction barring Seaport and its officers/employees from parking in Unit C spaces owned by JHRW; Seaport counterclaimed asserting entitlement to nine commercial parking spaces under zoning/parking agreement and demanded declaratory relief.
In May 2017 the Superior Court granted JHRW’s partial summary judgment as to count I, permanently enjoined Seaport from parking in JHRW-owned Unit C spaces, dismissed Seaport’s counterclaim, and denied Seaport’s motion to compel arbitration; Seaport appealed.

Issue	Plaintiff's Argument	Defendant's Argument	Held
Whether the dispute must be stayed and referred to arbitration under the condominium Declaration	Arbitration waived by Seaport; dispute does not arise under the Declaration; Seaport elected judicial remedy earlier	Declaration requires binding arbitration of disputes; court should compel arbitration	Court held arbitration waived—defendants did not plead arbitration as affirmative defense and had manifested willingness to litigate; dispute also did not arise under the Declaration
Whether res judicata/collateral estoppel preclude Seaport from asserting parking rights (and whether injunction was proper)	Prior litigation adjudicated or could have adjudicated Seaport’s parking claims; Seaport had opportunity to raise condominium-owner rights earlier; therefore precluded and injunction proper	Seaport acquired new rights as a condominium unit owner after the first complaint was filed, so res judicata should not bar the new (condominium ownership–based) claim	Court held res judicata applies: identity of issues exists because the parking entitlement arose from the same transaction series and could have been raised in the earlier suit; injunction affirmed

Newman v. Valleywood Associates, Inc., 874 A.2d 1286 (R.I. 2005) (arbitration may be waived by manifesting willingness to litigate)
CACH, LLC v. Potter, 154 A.3d 939 (R.I. 2017) (arbitration is an affirmative defense that must be pled)
Goodrow v. Bank of America, N.A., 184 A.3d 1121 (R.I. 2018) (res judicata transactional rule and identity-of-issues test)
Federated Department Stores, Inc. v. Moitie, 452 U.S. 394 (U.S. 1981) (final judgment precludes claims or defenses that were or could have been raised)
Cancel v. City of Providence, 187 A.3d 347 (R.I. 2018) (summary-judgment standard on appeal)