Plaintiffs appeal from a general judgment dismissing their interference with economic relations, conversion, and unjust enrichment claims. Plaintiffs assign error to the trial court’s grant of defendant’s motion for summary judgment. Because we conclude that plaintiffs demonstrated sufficient evidence for a trial on their interference with economic relations, conversion, and unjust enrichment claims, we reverse and remand.
We state the facts in the light most favorable to the nonmoving party, plaintiffs in this case, to determine whether there are any genuine issues of material fact and whether defendant is entitled to judgment as a matter of law. ORCP 47 C; Jones v. General Motors Corp.,
“I, Harold Hutton, signed over the mineral rights of Betty Ann Conlin-Hutton to [defendant] with the intent that these mineral rights were to go to all five of [Conlin-Hutton]’s children. They were given to [defendant] to administer until the estate was settled and a trust could be established because she was living right across the street from me which allowed expedition of the transfer. The intent was clear [ ] and always that all five of the children would get an equal portion of any and all of the mineral rights.”
Shortly thereafter, plaintiffs filed three claims against defendant for her refusal to account to plaintiffs for their share of the proceeds derived from the mineral rights: (1) interference with economic relations; (2) conversion; and (3) unjust enrichment. Specifically, plaintiffs alleged in their complaint that:
“6.
“It was the intention of Harold Hutton at the time he deeded the Mineral Rights to Defendant, that Defendant place the mineral rights into a trust which would own the mineral rights, receive any revenue generated by them, and distribute the proceeds in equal shares to each of Betty Ann Conlin-Hutton’s five children.
“7.
“Prior to the transfer from Harold Hutton to Defendant, Defendant was aware of Harold Hutton’s intention that the trust be created. Prior to the transfer, Defendant promised Harold Hutton she would create such a trust if Harold Hutton deeded the Mineral rights to her.
“8.
“Defendant’s promise induced Harold Hutton to deed the Mineral Rights to her.
“9.
“Defendant has failed and repeatedly refused to create the trust Betty Ann Conlin-Hutton and Harold Hutton intended.”
For all three claims, plaintiffs sought 80 percent of the revenue that defendant derived from the minerals on the property. They alleged that defendant had already received approximately $15,000 from the mineral rights. With respect to the unjust enrichment claim, plaintiffs also sought an accounting and injunctive relief compelling defendant to place the mineral rights into a trust, with the trustee to be selected by the court, so that future proceeds will be distributed in equal shares to the five siblings.
After depositions, defendant moved for summary judgment on all three of plaintiffs’ claims. In essence, defendant argued that there was no issue of material fact concerning Hutton’s intent to convey the mineral rights to defendant outright. Despite plaintiffs’ allegations and Hutton’s March 2008 affidavit, defendant asserted that plaintiffs did not provide evidence that Hutton intended that defendant set up a trust to distribute the revenues from the mineral rights associated with the property to all of the siblings. Without that intent, defendant reasoned, plaintiffs could not establish that defendant interfered with an economic relationship between Hutton and plaintiffs, converted plaintiffs’ chattel, and was unjustly enriched. Thus, defendant concluded that, as a matter of law, she was entitled to summary judgment in her favor.
To support her motion, defendant presented excerpts of Hutton’s deposition contradicting plaintiffs’ allegations, as well as an August 2008 affidavit by Hutton in which he disavowed his sworn statements in his March 2008 affidavit. During Hutton’s deposition, he said that he did not want the mineral rights because the rights generated approximately $60 per quarter and were not worth his time to manage. He conveyed the rights to defendant because she had been so helpful to him in his day-to-day life. Hutton said that all the allegations in plaintiffs’ complaint concerning his intent to convey the mineral rights were false. He also disavowed the affidavit that Everson prepared and Hutton had signed, saying that he was coerced into signing it.
Plaintiffs responded by arguing that Hutton’s initial sworn statements in his first affidavit produced an issue of material fact concerning his intent. In support of their allegations, plaintiffs submitted Hutton’s affidavit, as well as excerpts from plaintiffs’ depositions, about conversations that they had had with defendant and Hutton shortly after Conlin-Hutton’s funeral concerning Hutton’s intent to convey the mineral rights. Plaintiff Everson stated that the defendant and Hutton had told her that Hutton conveyed the mineral rights to defendant “for the purpose of [defendant] taking control on our behalf, for all five of us children.” Everson also testified that, based on the conversations she had with defendant, defendant knew that their mother wanted the mineral rights to be divided equally among all the
The trial court granted defendant’s motion for summary judgment and this appeal followed. Plaintiffs appeared pro se and moved in this court for a determination as to whether Oregon courts have subject matter jurisdiction given that the mineral rights relate to real property located in North Dakota.
On appeal, plaintiffs raise three assignments of error. First, plaintiffs raise an unpreserved assignment of error in which they contend that the trial court failed to consider intestate succession law under ORS 112.025; we reject it without discussion. Second, plaintiffs argue that the trial court erred in granting defendant’s motion for summary judgment. Finally, plaintiffs reassert that the Oregon courts lack jurisdiction to adjudicate matters of real estate outside of Oregon. Before discussing the trial court’s summary judgment ruling, we first address plaintiffs’ challenge to the jurisdiction of Oregon courts to adjudicate the case because the minerals at issue are located on property in North Dakota.
Oregon courts are precluded from exercising subject matter jurisdiction over recovery of real property located outside the state. Claude v. Claude,
In this case, plaintiffs primarily seek money damages. The exception to subject matter jurisdiction in ORS 14.030 for “the specific recovery of real property situated without the state” does not apply to plaintiffs’ claims for interference with economic relations and conversion, in which they seek only money damages. Nor does it apply to the portion of plaintiffs’ third claim for unjust enrichment in which they seek money damages.
In their third claim, however, plaintiffs also seek equitable relief, specifically, a judgment compelling defendant to convey the mineral rights in the North Dakota property to a trust. Although that request for relief may suggest that plaintiffs seek “specific recovery of real property situated without the state,” such relief, if granted, would act only on the person of defendant, and not directly on the title to the mineral rights. When courts in equity have jurisdiction over the parties, it may “administer full relief without regard to the nature or situation of the property involved, and may compel action with respect to land which lies beyond its jurisdiction [.]”
Illustrative of this point is Berger v. Loomis,
Here, in their third claim for relief, plaintiffs seek relief directed at defendant that is similar to the relief sought in Berger. Plaintiffs request that the court compel defendant to convey the mineral rights to a court-ordered trust to distribute the future proceeds of the mineral rights to each sibling in equal shares in accordance with their mother’s plan and Hutton’s intent when he conveyed the rights. Plaintiffs do not seek the mineral rights themselves and are not requesting that the court compel defendant to convey the property to them. Rather, they are requesting their share of the proceeds from those mineral rights. The court would not be directly exercising its authority over the mineral rights related to the North Dakota property, but rather over defendant and defendant’s entitlement to the future proceeds from the mineral rights. Accordingly, we conclude that this court has jurisdiction over all of plaintiffs’ claims.
With respect to plaintiff’s second assignment, as explained below, we conclude that the trial court erred in granting defendant’s motion for summary judgment because there are issues of material fact concerning whether Hutton intended to convey the mineral rights to defendant to set up a trust for the siblings’ benefit. We review each of plaintiffs’ three claims to determine whether defendant is entitled to judgment as a matter of law. Aylett v. Universal Frozen Foods Co.,
Before discussing each claim, we first address defendant’s assertion that, because the deed was an integrated agreement, the parol evidence rule prohibits plaintiffs from relying on evidence that Hutton had made an arrangement with the plaintiffs and defendant to convey the mineral rights to defendant to set up a trust for all the siblings.
“When the terms of an agreement have been reduced to writing by the parties, it is to be considered as containing all those terms, and therefore there can be, between the parties * * *, no evidence of the terms of the agreement, other than the contents of the writing, except where a mistake orimperfection of the writing is put in issue by the pleadings or where the validity of the agreement is the fact in dispute. However this section does not exclude other evidence of the circumstances under which the agreement was made, or to which it relates ***, or to explain an ambiguity, intrinsic or extrinsic, or to establish illegality or fraud. The term ‘agreement’ includes deeds and wills as well as contracts between parties.”
The parol evidence rule is a not a rule of evidence, but a rule that declares that certain kinds of facts are legally ineffective in the substantive law. Abercrombie,
The trial court, and not the factfinder, determines whether the parties intended the writing to be completely integrated, partially integrated, or not integrated at all. Id. at 289. We review that conclusion for legal error. Loverin v. Paulus,
An agreement is not fully integrated, and the parol evidence rule does not bar evidence of prior oral agreements, if the prior oral agreement is (1) consistent with the subsequent writing and (2) the prior oral agreement is the kind of agreement that would naturally be made separately from the deed. Hatley v. Stafford,
Generally, a “deed of conveyance is not ordinarily intended as the integration, or complete expression, of the terms of an agreement between grantor and grantee [,]” but, instead is “merely the execution of a performance that was provided for in such an agreement.” Arthur L. Corbin, 3 Corbin on Contracts § 586, 491 (1960). In Caldwell, et ux v. Wells,
In this case, we conclude that the deed was not fully integrated and, to the extent that the trial court ruled otherwise, it erred. First, the purported trust arrangement was consistent with the terms of the deed. The deed simply stated that Hutton would convey his wife’s interest in minerals on the North Dakota property to defendant in exchange for $1 and other good and valuable consideration. According to plaintiffs, the arrangement between Hutton and the siblings contemplated defendant’s ownership of the mineral rights, albeit temporarily, in order to set up a trust to benefit all of the siblings. The deed could simply be, as plaintiffs have argued, a partial implementation of the broader arrangement to set up a trust to divide the proceeds from the mineral rights. Thus, the additional term does not contradict an express term of the deed.
Second, Hutton’s and the parties’ purported trust arrangement is the type of arrangement that would naturally be omitted and separate from the deed. Similar to the arrangement of the parties in Caldwell, the deed made no mention of a prior promise to do some act associated with the property, and the prior promise appears to be a collateral agreement to the deed. In addition, the
Having determined that the parol evidence rule does not prohibit evidence that Hutton had an arrangement with the parties to set up a trust for the siblings, we must determine whether plaintiffs adduced evidence to support each of the three claims for relief. We begin with plaintiffs’ interference with economic relations claim. Interference with economic relations requires the plaintiff to prove six elements:
“(1) the existence of a professional or business relationship (which could include, e.g., a contract or a prospective economic advantage), (2) intentional interference with that relationship, (3) by a third party, (4) accomplished through improper means or for an improper purpose, (5) a causal effect between the interference and damage to the economic relationship, and (6) damages.”
McGanty v. Staudenraus,
With regard to the first element, we must determine whether plaintiffs’ economic relationship with Hutton is the type of relationship protected by the tort of intentional interference with economic relations. Generally, commercial and contractual relationships enjoy the protection of the tort. Allen v. Hall,
On that issue, our holding in Fox v. Country Mutual Ins. Co.,
Applying that analysis to this case and viewing the evidence in plaintiffs’ favor, there is evidence that plaintiffs and Hutton formed a voluntary prospective economic relationship that would have resulted in a pecuniary gain for plaintiffs. Plaintiffs presented evidence that Hutton wanted to carry out his wife’s wish that all five of her children benefit equally from the mineral rights.
Plaintiffs also provided evidence from Everson’s deposition to satisfy the second element, that defendant intentionally interfered with a relationship between Hutton and plaintiffs, and the fourth element, that she did so for an improper purpose. According to Everson’s deposition, Hutton wanted to carry out his wife’s wishes for the five siblings to receive benefits from the mineral rights in equal shares; plaintiffs and Hutton had arranged for Hutton to convey the mineral rights to defendant so that she could set up a trust to divide the proceeds from the mineral rights to all the siblings; and defendant interfered with that arrangement by failing to set up the trust and keeping the proceeds from the mineral rights for herself. Based on those facts, plaintiffs produced sufficient evidence to establish the second and fourth elements. Accordingly, we conclude that the trial court improperly granted defendant’s motion for summary judgment on the interference with economic relations claim.
With respect to plaintiffs’ conversion claim, we conclude that the trial court improperly dismissed it. To succeed in a conversion claim, the plaintiff must prove “an intentional exercise of dominion or control over a chattel which so seriously interferes with the right of another to control it that
As noted, there is evidence that defendant has already received approximately $15,000 from the mineral rights. Defendant, relying on Artman v. Ray,
Defendant also asserts that plaintiffs failed to supply evidence that Hutton communicated his intent to defendant. We disagree. A person can convert a chattel even when the person reasonably believes that he or she is legally entitled to the property. Briggs,
Finally, defendant argues that plaintiffs do not seek the type of damages provided for by a conversion claim. Damage for conversion is based on the valuation of the property a reasonable time prior to and subsequent to the conversion. Harris v. Cantwell, 47 Or App 211, 215,
We turn to plaintiffs’ unjust enrichment claim. As noted, plaintiffs appear to request that the court impose a constructive trust on the mineral rights to prevent unjust enrichment. See
“(1) the plaintiff had a reasonable expectation of payment;
“(2) the defendant should reasonably have expected to pay; or
“(3) society’s reasonable expectations of security of person and property would be defeated by non-payment.”
Jaqua,
In this case, plaintiffs presented evidence that they had a reasonable expectation of payment and that defendant reasonably should have expected to pay. Everson testified that Hutton transferred the mineral rights to defendant so that defendant could set up a trust that would pay out the proceeds from the mineral rights to plaintiffs and defendant. Plaintiffs and defendant agreed that defendant would set up the trust because she lived next door to Hutton, making it convenient for Hutton. Because Hutton, defendant, and plaintiffs had conversations about this arrangement before the conveyance, plaintiffs had a reasonable expectation that, after defendant received the mineral rights and set up the trust, plaintiffs would receive payments from the proceeds of the mineral rights. In addition, although defendant can argue that she had no expectation to pay because she paid $1 to Hutton as consideration for the mineral rights, she should have expected to pay plaintiffs for retaining all of the mineral rights. In accordance with plaintiffs’ evidence, defendant knew that the deed was in her name temporarily so that she could set up the trust for her siblings, and after the trust was set up, she would receive only 20 percent of the proceeds from the mineral rights. In essence, she would only own 20 percent of those proceeds. Therefore, she should have expected to pay 80 percent of the proceeds from the mineral rights to plaintiffs. Viewing the facts in plaintiffs’ favor, plaintiffs have presented evidence to allow the unjust enrichment claim to go to trial.
Reversed and remanded.
Notes
Plaintiffs appear to request that the court impose a constructive trust on the mineral rights to prevent unjust enrichment. A request for imposition of a constructive trust cannot stand on its own as a substantive claim, “but exists solely as an equitable remedy, available to divest an individual who has been unjustly enriched of property that he or she ‘ought not, in equity and good conscience, hold and enjoy.’” Tupper v. Roan,
We note that, although plaintiffs did not challenge the court’s jurisdiction over the claims at trial, parties may raise a question as to subject matter jurisdiction for the first time on appeal. See, e.g., Waddill v. Anchor Hocking, Inc.,
We note that we are not presented on appeal with the issue that was present in Connall v. Felton,
Although there are competing, inconsistent versions of Hutton’s testimony in support of and in opposition to summary judgment, no party has argued that Hutton’s later sworn statements, which contradict the first sworn statement he made that supports plaintiffs’ version of events, cannot be considered at summary judgment as sham. See Taal v. Union Pacific Railroad Co.,