Padilla Rivera, Francisco a v. Sol Melia Vacation Club Puerto Rico Corp
KLAN202301155
| Tribunal De Apelaciones De Pue... | Dec 27, 2024Background
- Plaintiffs (Padilla Rivera and the estate of Margarita Kuinlam Viñas) acquired vacation timeshare rights from Sol Meliá Vacation Club in Puerto Rico, backed by contracts and a separate network services agreement for international exchanges.
- In 2019, Sol Meliá sold the club property and assigned the contracts to Coco Condominium 1, LLC, terminating plaintiffs’ access to the international exchange network (SMVN).
- Plaintiffs alleged material loss of benefits, reduction in available vacation units, improper transfer of rights, and failure to notify or secure user approval as contractually and statutorily required.
- Defendants (Sol Meliá and Coco) argued the contracts permitted assignment without user consent, disputed any material reduction in rights, and contended plaintiffs retained their core usage rights, albeit under a different operator and network.
- Trial court granted defendants’ motions for summary judgment on all claims, dismissing the amended complaint without a full evidentiary hearing.
- Appellate court reviewed both procedure (prematurity of summary judgment) and substantive contract and statutory issues.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Authority to assign/transfer contracts | Assignment without user consent invalid; plaintiffs bargained for specific benefits incl. network | Contract allows both parties to assign rights (with conditions); no real property right conveyed | Court: Assignment valid per contract; notification after the fact was sufficient |
| Reduction/consolidation of units without user approval | Contract (11th clause) required user approval for material changes; unit reduction (135→45) harmed use rights | Defendants could consolidate as ownership allows; usage rights unchanged; capacity reflects practical use | Court: Material fact issue; contract's clause and impact not suitable for summary judgment—needs merits trial |
| Loss of international vacation exchange network (SMVN) | Access to SMVN a determining factor in contract; loss of network via transfer denied bargained-for benefit | SMVN membership was separate and annual, ended per separate contract on sale/transfer; alternative network (RCI) now offered | Court: No breach since network access was per separate contract, terminable on sale; summary judgment appropriate |
| Compliance with Puerto Rico timeshare law and notice to Tourism Company | Statutory violation: failure to notify/secure user approval and Tourism Co. consent before regime changes | Law followed; contractual process allowed assignment and consolidation | Court: Material issues remain due to possible procedural and statutory violations—remanded for further proceedings |
Key Cases Cited
- Roldán Flores v. M. Cuebas, 199 DPR 664 (applying summary judgment standards)
- Meléndez González et al. v. M. Cuebas, 193 DPR 100 (detailing when summary judgment is proper; party must have clear right to judgment as a matter of law)
- Lugo Montalvo v. Sol Meliá Vacation, 194 DPR 209 (outlining requirements for summary disposition and due process)