Palmer v. Vermillion Home Builders, LLC, 134 So. 3d 1248

NHWA action to determine builder liability for Palmers' home defect claims.
Vermillion Home Builders, Hines, and Kamphuis entered 2007 stock and business interest exchange; Kamphuis received management and potential 2007 net income payments.
Agreement Paragraph 12: Kamphuis to manage Vermillion jobs to completion; compensation 20% of gross profit per job; Vermillion/VPC provide office space and services.
Paragraph 15: Indemnity clause—Vermillion/Hines/Vermillion Homebuilders indemnify Kamphuis for claims related to operation of Vermillion/Redman, except for Kamphuis's own legal fault.
The home (Lot 120) was a Vermillion job; Kamphuis managed that home; Palmers purchased it in March 2008 and alleged NHWA defects.
Trial court granted Kamphuis summary judgment; Palmers denied cross-motion; on appeal, court affirmed that no joint venture existed and Kamphuis was not a NHWA “builder.”

Issue	Plaintiff's Argument	Defendant's Argument	Held
Whether Kamphuis and Vermillion formed a joint venture for the Palmers' home	Palmers: there was a joint venture making Kamphuis a builder	Kamphuis: no shared losses; arrangement not a joint venture; no personal liability	No joint venture; Kamphuis not a NHWA builder
Whether Kamphuis is a NHWA “builder” under the agreement regardless of joint venture	Palmer: agreement makes Kamphuis a builder	Kamphuis: agreement shows only management role and no losses; not a builder	Kamphuis not a builder under NHWA; affirmed

Riddle v. Simmons, 589 So.2d 89 (La.App. 2d Cir.1991) (joint venture existence fact question; shared profits/losses approach)
Cajun Elec. Power Co-op., Inc. v. McNamara, 452 So.2d 212 (La.App. 1st Cir.1984) (joint venture analysis; no rigid rule; consider conduct and circumstances)
Schroeder v. Board of Sup’rs of La. State Univ., 591 So.2d 342 (La.1991) (summary judgment standard; de novo review)
King v. Illinois Nat. Ins. Co., 9 So.3d 780 (La. 2009) (summary judgment standard; de novo review)