2014 Ohio 825
Ohio Ct. App.2014Background
- Northern Haserot sought payment of a $9,249.83 account balance from Moton for goods delivered to Moton's company, The King of Bar-B-Que Ribs Company, Inc.
- The agreement included a forum-selection clause naming Cuyahoga County and a personal guaranty signed by Moton.
- Moton petitioned for change of venue arguing Richland County was the proper venue and contested personal liability, asserting he acted only in a corporate capacity.
- The trial court denied Moton’s motion; Northern Haserot moved for summary judgment and Moton did not oppose.
- The trial court granted summary judgment against Moton for the balance due, with 18% annual interest from September 28, 2012.
- Moton appealed, raising multiple assignments of error challenging the summary judgment, venue, and personal liability.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether summary judgment was proper | Northern Haserot showed a valid balance, the signed agreement, invoices, and Waters affidavit. | Moton challenged sufficiency of proof and factual disputes. | Summary judgment proper; evidence established entitlement as a matter of law. |
| Whether the case management conference denial affected outcome | No prejudice; burden shifted to Moton after motion for summary judgment. | Court should have rescheduled or allowed telephone participation. | No reversible error; failure to reschedule did not prejudice Moton. |
| Whether Moton is personally liable despite signing as President | Guaranty language in the agreement makes Moton personally liable regardless of title. | Signature as President should limit liability to the corporation. | Moton personally liable; guaranty language controlling. |
| Whether venue and jurisdiction were proper given a forum-selection clause | Moton expressly consented to venue in Cuyahoga County under the agreement. | Richland County is proper; forum-selection clause invalid for him. | Venue and jurisdiction were proper; denial of change of venue affirmed. |
Key Cases Cited
- Original Pizza Pan v. CWC Sports Group, Inc., 194 Ohio App.3d 50 (2011-Ohio-1684) (forum-selection clause and personal jurisdiction considerations)
- Pensco Trust Co. v. H&J Props., L.L.C., 8th Dist. Cuyahoga No. 93826 (2010-Ohio-3610) (determining capacity of signer from instrument as a whole)
- Dresher v. Burt, 75 Ohio St.3d 280 (1996) (Dresher burden-shifting framework for summary judgment)
- State ex rel. Duganitz v. Ohio Adult Parole Auth., 77 Ohio St.3d 190 (1996) (summary-judgment standard and related review)
- Baiko v. Mays, 140 Ohio App.3d 1 (2000) (appellate briefing and de novo review standards)
- N.E. Ohio Apt. Assn. v. Cuyahoga Cty. Bd. of Commrs., 121 Ohio App.3d 188 (1997) (summary judgment standard and evidentiary burden)