Plaintiffs appeal as of right from an order granting summary disposition in favor of defendants in this mixed contract and tort action involving a suit by plaintiff franchisees to recover damages allegedly arising from defendants’ contractual breaches and corporate mismanagement. We conclude that neither the “continuing wrong” nor the “continuing services” theory of recovery applies to the instant case, and we therefore аffirm the trial court’s conclusion that plaintiffs’ lawsuit is barred by the applicable statutes of limitations.
Plaintiffs are franchise owners of Hot ‘n Now restaurants. Their claims against defendant Restaurant Properties, Inc. (rp), arose out of numerous separate agreements between the respective plaintiffs and RP for the establishment and management of Hot ‘n Now restaurants located throughout Michigan and Indiana. Plaintiffs alleged in their complaint that RP committed various misdeeds, such as failing to provide adequate training, delaying site approval for new restaurants, and changing menu items in violation of the franchise agreements. Plaintiffs alleged breach of contract and other legal theories against rp. Plaintiffs also sued defendants Taco Bell Corporation and PepsiCo, Inc., *243 corporate parents of RP, 1 alleging that both companies caused rp to change the original Hot ‘n Now сoncept to the detriment of plaintiffs and other franchisees. Plaintiffs argued that Taco Bell and PepsiCo essentially turned the Hot ‘n Now restaurants into a “laboratory experiment.” Plaintiffs raised theories of tortious interference and “corporate usurpation” against Taco Bell and PepsiCo.
Rp filed a motion for summary disposition under MCR 2.116(C)(7) (claim barred by statute of limitations), alleging, in part, that plaintiffs’ claims were barred by the applicable statutes of limitations because, according to plaintiffs’ admissions, they were aware of alleged contractual breaches in 1990 but did not file their lawsuit until March 2, 2000. Rp argued that no continuing wrong or continuing services theory of recovery served to extend the periods of limitations. Rp also moved for summary disposition under MCR 2.116(C)(8) (failure to state a claim on which relief can be granted), arguing that various legal theories raised by plaintiffs were -untenable. Taco Bell and PepsiCo also filed a motion for summary disposition under MCR 2.116(C)(8), arguing, among other things, that a parent corporation or an affiliate corporation cannot tortiously interfere with the contract of a subsidiary or affiliate corporation and that the legal theory of corporate usurpation is not recognized under Michigan law.
The trial court dismissed all plaintiffs’ claims. It noted that an action for breach of contract must be brought within six years from the time the claim *244 accrues and that a tort action must be brought within three years of accrual of the claim. The court found that, on the basis of plaintiffs’ admissions, plaintiffs’ claims accrued shortly after PepsiCo or Taco Bell acquired RP in 1990 — more than six years before plaintiffs filed their complaint. The court also found that each plaintiff signed a release as part of its franchise agreement that, if valid, would preclude future litigation against PepsiCo or Taco Bell. The court held that the releases were valid under MCL 566.1, even in the absence of consideration, and found that the releases barred all plaintiffs’ claims.
Additionally, the trial court disagreed with plaintiffs’ argument that the statutory periods of limitations were extended because the franchise agreements required the perfоrmance of continuous services. The court found that the continuing wrong or continuing services doctrines had not been extended to cover the applicable causes of action and that extending the doctrines in such a fashion would “[thwart] the intention of the Michigan Legislature as well as [subject] franchisors to similar suits after many years of continuous business dealings with a franchisee.” The court found that, while the alleged breaches of contract and tortious conduct may have been continuous, plaintiffs’ causes of action began accruing in 1990 and, because they did not bring their claims until well after the periods of limitations had expired, the claims were barred by law.
Plaintiffs argue that, because they were subject to a continuing wrong, the trial court erred in dismissing plaintiffs’ claims against RP as untimely.
“We review a trial court’s grant or denial of a motion for summary disposition pursuant tо MCR
*245
2.116(C)(7) de novo to determine whether the moving party was entitled to judgment as a matter of law.”
DeCaminada v Coopers & Lybrand, LLP,
Under MCL 600.5807(8), an action to recover damаges for breach of contract must be brought within six years of the time the claim first accrues. 3 Under MCL 600.5827,
[e]xcept as otherwise expressly provided, the period of limitations runs from the time the claim accrues. The claim accrues at the time provided in [MCL 600.5829 to MCL 600.5838 4 ], and in cases not covered by these sections the claim accrues at the time the wrong upon which the claim is based was done regardless of the time when damage results.
Thus, this Court has generally held that a cause of action for breach of contract accrues when the
*246
breach occurs, i.e., when the promisor fails to perform under the contract. See
H J Tucker & Assoc, Inc v Allied Chucker & Engineering Co,
Under the continuing wrong doctrine, “an alleged timely actionable event will allow consideration of and damages for connected conduct that would be otherwise barred.”
Sumner v Goodyear Tire & Rubber Co,
Plaintiffs contend that the continuing wrong theory applies to the instant case because breaches occurred continually during the period that PepsiCo or Taco
*247
Bell had control of the Hot ‘n Now concept. Hоwever, as noted by the trial court, this doctrine has thus far been given only limited application.
Id.
The doctrine has historically been applied to cases of trespass. See
Defnet v Detroit,
Plaintiffs contend that the continuing wrong theory has been extended to claims of breach of contract by virtue of
H J Tucker, supra
at 562-563. We disagree that
H J Tucker
involved the continuing wrong doctrine. In
H J Tucker,
the defendant argued that the trial court erred in failing to find that the plaintiff’s entire claim of breach of contract (for nonpayment of commissions) was barred by the statute of limitations.
Id.
at 562. The Court deemed the damages sought in
H J Tucker
as analogous to claims for payments under an installment contract.
Id.
The Court noted that “the commissions earned by plaintiff were separately computed, were to be paid monthly, and were of a periodic nature.”
Id.
at 563. It further noted that “ ‘every periodic payment made that is alleged to be less than the amount due . . . constitutes a continu
*248
ing breach of contract and the limitation period runs from the due date of each payment.’ ”
Id.,
quoting
Harris v City of Allen Park,
Plaintiffs contend that H J Tucker is analogous to the instant case аnd indicates that the continuing wrong doctrine has been extended to situations involving breaches of contract. However, H J Tucker is not a continuing wrong case, despite the Court’s use of the phrase “continuing breach of contract.” See id. Indeed, under the continuing wrong theory, wrongs occurring within the limitations period essentially “save” the earlier wrongs that occurred outside the period. The Sumner Court noted that
once jurisdiction is attained through the continuing violations doctrine, the remedy should be designed to make the plaintiff whole for the entire injury he has suffered. This has been the view of the great majority of the federal courts. See, e.g., Thompson v Sawyer, 219 US App DC 393; 678 F2d 257 (1982); McKenzie v Sawyer, 221 US App DC 288, 298; 684 F2d 62 (1982) [questioned in part on other grounds by Berger v Iron Workers Reinforced Rodmen, Local 201, 335 US App DC 179;170 F3d 1111 (1999)] (“Once having shown discrimination continuing into the actionable period, . . . the plaintiffs may also recover for portions of the persistent process of illegal discrimination that ante *249 dated the limitations period”); Tarvesian v Carr Div of TRW, Inc,407 F Supp 336 , 339 (D Mass, 1976) (“If plaintiff can prove ... an intеgrated pattern of discrimination, the defendants become liable for the whole of it”)[.] [Sumner, supra at 542 n 15.]
See also
Meek v Michigan Bell Tele Co,
Plaintiffs also cite
Hanover Ins Co v Eleven & One-Half Mile Drainage Dist,
However, plaintiffs in the instant case are not in the same position as the contractor in Hanover, the caregiver in Wisniewski, the log cutter in Burch, or the housekeeper in Carter. Hanover, supra at 660; Wisniewski, supra at 664; Burch, supra at 519; Carter, supra at 207. Those cases involved plaintiffs who provided personal services and who continued performance notwithstanding the failure of the breaching party to compensate them for their services; the courts concluded that the claims did not accrue until after the conclusion of the services and *251 the finаl refusal of the breaching parties to pay for the services. Hanover, supra at 660-662; Wisniewski, supra at 664; Burch, supra at 522; Carter, supra at 207-208. Here, plaintiffs are seeking recovery for a contractual breach based on the lack of services performed by another. Hanover and the cases cited therein are simply not analogous to the instant case.
Plaintiffs have identified no cases extending the continuing wrong or continuing services theories to a situation in which a party to a contraсt fails to perform adequately under the contract. Given the clear inapplicability of the continuing services doctrine to the instant case and given the generally limited nature of the continuing wrong doctrine, 6 we decline to extend either doctrine to plaintiffs’ situation.
It is possible that some recovery would be appropriate in the instant case under the reasoning of
H J Tucker, supra
at 562-563.
7
In a reply brief, plaintiffs state, in one sentencе, that “at worst, only Plaintiffs’ claims arising out of breaches which occurred prior to March 1, 1994, would be time barred.” We decline to reach this issue, however, for three reasons. First,
*252
plaintiffs have waived the issue by giving it such cursory treatment. See
Goolsby v Detroit,
The trial court did not err in concluding that plaintiffs’ claims against RP were barred by the statute of limitations. 8
*253 In its opinion, the trial court dismissed the claims against Taco Bell and PepsiCo simultaneously with the dismissal of the claims against rp. The court concluded that all plaintiffs’ claims were banned because of, among other things, the applicable statutes of limitations. Evidently recognizing the interrelatedness of plaintiffs’ claims, the court reached this conclusion even though Taco Bell and PepsiCo did not specifically raise a statute of limitations defense in their motion for summary disposition. 9 Although plaintiffs point out this fact on appeal — stating that “[n] either PepsiCo nor Taco Bell raised the statute of limitations as a defense to their claims, although this appears to be the Court’s basis for disposition of thеse claims”— plaintiffs make no reasoned argument that the court was not empowered to make such a ruling. Accordingly, any argument in this regard has been waived because of inadequate briefing. See Goolsby, supra at 655 n 1.
Instead, plaintiffs argue that their claims against Taco Bell and PepsiCo survive a summary disposition challenge because of the continuing wrong theory. We disagree. As noted by the trial court, plaintiffs’ claims against Taco Bell and PeрsiCo of tortious interference with a contract and tortious interference with a prospective economic advantage
10
were governed by a three-year period of limitations. See MCL 600.5805(10), and
James v Logee,
As noted earlier, under the continuing wrong theory, continuing wrongful acts occurring within a statutoiy limitations period can extend a plaintiffs recoveiy to encompass acts occurring outside the period. See
Oakwood Homeowners Ass’n, Inc v Ford Motor Co, 77
Mich App 197, 220 n 7;
*255
Moreover, the decision in
Lucy v Amoco Oil Co,
Any overt conduct on the part of defendant which gave rise to a cause of action for tortious interference with prospective business advantage that occurred prior to September 27, 1979, is barred by operation of the statute of limitations. The fact that such conduct may have been motivated by policies or prejudices which continued to exist subsequent to that date, which policies may have motivated similar conduct within the statutory peiiod for bringing claims, does not prevent application of the statute to the earlier claims. The pleading of an ongoing conspiracy is not necessary to the statement of a cause of action for tortious interference with prospective business advantage. The tort is complete upon a showing of the existence of a valid business relationship or the expectation of such a relationship between the plaintiff and some third party, knowlеdge of the relationship or expectation of the relationship by the defendant, and an intentional interference causing termination of the relationship or expectation which results in damages to the plaintiff!.] Meyer v. Hubbell,117 Mich. App. 699 ,324 N.W.2d 139 (1982). The cause of action accrues and the *256 statute of limitations begins to run upon the simultaneous occurrence of each of the elements of the tort.
Consequently, plaintiffs’ allegations that Amoco engaged in conduct within the period of limitations whiсh interfered with Ray Lucy’s prospective business advantage does not serve to permit the cause of action which may have accrued within the period of limitations to “relate back” to conduct which occurred outside of the period of limitations. [Lucy, supra at 1173-1174.]
Given the limited application of the continuing wrong doctrine in our case law and the persuasive reasoning in Lucy, we decline to extend the doctrine to plaintiffs’ claims of tortious interference. Appellate relief is unwarranted. In light of our rulings, we need not address the additional arguments raised by the parties on appeal.
Affirmed.
Notes
It appears from the record that either PepsiCo or its subsidiary, Taco Bell, acquired the Hot ‘n Now chain in 1990.
Moreover, “[w]hether a cause of action is barred by the statute of limitations is a question of law that we also review de novo.”
McKiney v Clayman,
Certain specialized cоntracts have different limitations periods, see MCL 600.5807, but these periods are not applicable in the instant case.
These provisions are not applicable here.
Although panels of this Court have held that, “[w]here the continuing-wrongful-acts doctrine applies, the damages recoverable are limited to those occurring within the applicable limitation period and, where appropriate, after the filing of the complaint,” see
Horvath, supra at
627; see also
Slayton v Michigan Host, Inc,
As stated in Proctor & Schwartz, Inc v United States Equip Co, 624 F2d 771, 773 n 3 (CA 6, 1980), “Michigan courts have found certain acts, such as trespass and nuisance, were continuing wrongs, but we find no authority for treating a breach of contract in the same manner.”
When one party to a contract materially breaches the contract by failing to perform duties under it, the other party can either consider the contract terminated and sue for total breach, or he can continue his perfоrmance and sue for partial breach. See, generally,
Schnepf v Thomas L McNamara, Inc,
The trial court’s opinion indicates that all plaintiffs’ claims against rp were barred by the statutes of limitations and were not saved by the continuing wrong or continuing service doctrines. On appeal, plaintiffs focus on the allegations of breach of contract against rp, arguing that these allegations were saved by the doctrines in question. Because of inadequate briefing, plaintiffs have waived any contention that the additional claims against rp should survive. See, generаlly, Goolsby, supra at 655 n 1 (discussing inadequate briefing). Moreover, because plaintiffs’ claims of corporate usurpation against Taco Bell and PepsiCo are merely derivative of their claims against rp (plaintiffs argue, in this count of the complaint, *253 that Taco Bell and PepsiCo were “alter egos” of rp), the claims of corporate usurpation cannot survive.
Taco Bell and PepsiCo did raise a statute of limitations defense in their list of affirmative defenses.
As noted in footnote 8, supra, the claim of corporate usurpation cannot survive.