2024 Ohio 1761
Ohio Ct. App.2024Background
- Queen City Cleaning, LLC ("Queen City") contracted with I74 Wired, LLC ("I74 Wired") to clean a commercial office building for $3,900/month, payable in two installments.
- The relationship quickly soured after a tenant alleged Queen City damaged a computer; I74 Wired sought compensation, which Queen City denied.
- On June 20, I74 Wired's property manager notified Queen City that it was terminated, aiming to end services by June 30; Queen City insisted on a 30-day notice per the contract and sought to clean through July 20, but was barred from accessing the building.
- Queen City demanded payment for services rendered up to termination and during the notice period, as well as compensation for cleaning supplies left inside.
- Queen City sued for breach of contract, implied contract, unjust enrichment, and fraud; the trial court granted I74 Wired summary judgment and dismissed all claims.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Did the trial court err by not ruling on discovery? | Failure to rule harmed discovery rights | Not material or warranted, per Civ.R. 33 | Overruled; no abuse of discretion by trial court |
| Was contract properly terminated? | Good faith required for termination | Contract allowed termination with notice | Affirmed for I74 Wired; termination clause satisfied Good Faith |
| Did I74 Wired owe payment for pre-termination period? | Payment required for services rendered | Payment not owed due to settlement offer | Reversed; I74 Wired owed $1,950 for work completed |
| Did I74 Wired owe payment during 30-day period? | Contract required payment for notice | No payment due if vendor barred access | Reversed; payment owed regardless of service refusal |
| Breach of implied contract, unjust enrichment, fraud | Claims valid alongside breach | Express contract bars these claims | Affirmed summary judgment for I74 Wired on these claims |
Key Cases Cited
- State ex rel. V Cos. v. Marshall, 81 Ohio St.3d 467 (presumption that denied pretrial motions are overruled)
- Foster Wheeler Enviresponse, Inc. v. Franklin Cty. Convention Facilities Auth., 78 Ohio St.3d 353 (contract interpretation emphasizes parties' intent and plain language)
- N. Columbiana Cty. Community Hosp. Assn. v. Ohio Dept. of Youth Servs., 38 Ohio St.3d 102 (express contracts bar implied-in-fact claims)
- Lehigh Gas-Ohio, LLC v. Cincy Oil Queen City, LLC, 2016-Ohio-4611 (Ohio law bars unjust enrichment when an express contract exists)
- Ketcham v. Miller, 104 Ohio St. 372 (breach of contract is not fraud in Ohio law)