Union Savings Bank v. Lawyers Title Insurance
946 N.E.2d 835
Ohio Ct. App.2010Background
- Union Savings Bank appeals a trial-court summary judgment ruling.
- Bank sued Lawyers Title Insurance Corp. for negligence, breach of contract, and breach of fiduciary duty related to loan closing.
- Closing occurred August 18, 2003; Fifth Third had two mortgages, only one subordinated.
- Title opinion identified three mortgages; subordination of a January 7, 2003 Fifth Third mortgage was executed.
- Foreclosure later showed the unsubordinated Fifth Third lien had priority; sheriff’s sale proceeds reflected that.
- Court remanded regarding contract claim after sustaining error on contract formation analysis.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Existence of a contract between the parties | Union asserts an implied contract existed via conduct and closing | Lawyers Title contends no contract; closing instructions insufficient | First assignment sustained: implied contract found (reversed for this claim) |
| Statute of limitations for tort claims | Damages delayed; discovery rule blocks accrual | Accrual at closing; four-year limit expired by 2007 | Second assignment overruled: four-year limit applied to tort claims; timely filing not occurred |
| Economic-loss rule applicability | Economic losses from lien priority breach should survive | Economic-loss rule bars purely economic torts in absence of contract | Third assignment moot due to holding on statute of limitations |
Key Cases Cited
- Saad v. Rodriguez, 30 Ohio App.3d 156 (Ohio App. Dist. 1986) (escrow concepts; nonwritten escrow feasible depending on intent)
- Waffen v. Summers, 2009-Ohio-2940 (6th Dist. 2009) (escrow agreements may arise by conduct, not form; implied escrow exists)
- Investors Real Estate Trust One v. Jacobs, 46 Ohio St.3d 176 (Ohio 1989) (discovery rule not applicable to general negligence under R.C. 2305.09; accrual rule limitations)
- Velotta v. Leo Petronzio Landscaping, Inc., 69 Ohio St.2d 376 (Ohio 1982) (delayed-damages theory limited to certain construction claims; damages may occur at act)
- Kostelnik v. Helper, 96 Ohio St.3d 1 (Ohio 2002) (elements of contract require offer, acceptance, consideration, mutual assent)
- Lake Land Emp. Group of Akron v. Columber, 101 Ohio St.3d 242 (Ohio 2004) (contract formation elements; implied in fact contracts possible)