Fuller v. Quality Casing Co., Inc.Fuller v. Quality Casing Co., Inc.
Cors & Bassett, LLC, Curtis L. Cornett and Alison M. Huenefeld, for Defendants-Appellees.
{¶1} Plaintiff-appellant Scott Fuller asks us to reverse the trial court‘s summary judgment rejecting his breach-of-contract claim against his former employer. Defendants-appellees Quality Casing Co., Inc. (“Quality“), and Robert Novachich ask us to affirm that summary judgment. Unfortunately, we can do neither. Below, Fuller had also requested a declaratory judgment setting forth certain rights and duties under the allegedly-breached contract. But because the trial court‘s unexplained summary judgment did not declare those rights and duties, the order did not resolve all pending claims and was therefore not final under
I. BACKGROUND
{¶2} Quality is a company in Kentucky that sells various natural and artificial sausage casings, along with packaging products for sausages. In February 2019, Quality extended an offer of employment by letter to Fuller, who had served as Quality‘s sales director three years earlier, but who had departed the company in 2016. In the 2019 letter, Quality offered Fuller the position of “Vice President and Director of Sales,” with “the intent to purchase Quality Casing and start the retirement of” Quality‘s then-owner, defendant-appellee Robert Novachich. The letter further laid out how such a transition would unfold.
{¶3} But things didn‘t pan out as Fuller hoped. Just two months after Fuller returned to the company in his new role, Quality terminated his employment. The
{¶4} In April 2021, Fuller filed a complaint against Quality and Novachich in the Hamilton County Court of Common Pleas, which he voluntarily dismissed in August 2022. Two months later, Fuller refiled the instant case. His complaint sought damages for retaliatory discharge in violation of Kentucky‘s disability-discrimination statute,
{¶5} Quality and Fuller moved for summary judgment on Fuller‘s remaining claims, which the trial court granted. The trial court‘s entry did not explain its reasoning, but simply stated that “[t]he Court, having thoroughly reviewed and considered all the relevant documents and respective arguments of counsel pertaining to the Motion, hereby GRANTS defendants’ Motion for Summary Judgment in its entirety.” It then purported to “dismiss[]” the matter “from the court‘s docket.” The trial court‘s entry also included standard
II. APPELLATE JURISDICTION
{¶6} On July 24, 2024, this court instructed the parties “to address this Court‘s jurisdiction in their merit briefs, specifically whether the order appealed from is a final, appealable order.” In his brief, Fuller contends that the trial court “fail[ed]
A. Final Orders, Civ.R. 54(B), and Declaratory Judgments
{¶7} This court has jurisdiction “to review, affirm, modify, set aside, or reverse judgments or final orders” of inferior courts.
{¶8} But when a case involves multiple claims, and when a trial court‘s order adjudicates some, but not all of those claims, the order is interlocutory and remains “subject to revision at any time before the entry of judgment adjudicating all the claims.” (Emphasis added.)
{¶9} However, a trial court can rebut this presumption of mutability and finalize its otherwise-interlocutory order if it finds that there is “no just reason for delay” under
{¶10} But a
{¶11} To understand what it means for a declaratory-judgment request to be “inextricably intertwined” with a substantive claim, consider the facts of Schmitt. In Schmitt, an HOA made public road repairs and billed several homeowners who had elected not to be part of the HOA. Schmitt at ¶ 3, 5. When the homeowners didn‘t pay these bills, the HOA sued, asserting that the homeowners were obligated to contribute under their deeds, or, alternatively, that the homeowners were unjustly enriched by the uncompensated repairs. Id. at ¶ 6. Both parties sought declaratory judgments construing the homeowners’ deeds and setting forth the rights and duties of the parties. Id. The trial court purported to grant summary judgment for the homeowners on all the HOA‘s claims, finding “that Miller Lakes had waived its right to and was moreover estopped from enforcing the easements.” Id. at ¶ 16. The trial court did not expound upon the parties’ rights and duties under the deeds and found that there was “no just reason for delay.” Id. at ¶ 9, 16.
{¶12} The Ninth District dismissed both parties’ appeals for want of a final appealable order. Id. at ¶ 1. It explained that resolution of the HOA‘s unjust enrichment and quantum-meruit claims was “dependent upon the resolution of [the HOA‘s] claim for declaratory relief” as to the meaning of the deeds. If the deeds gave the homeowners a right to enjoy improvements at the HOA‘s expense, then any enrichment would have been just. So, to determine whether the HOA was entitled to recover for unjust enrichment, the appellate court would have been forced to declare some of the very rights and duties implicated by the unresolved declaratory-judgment requests. Thus, the court held that “the HOA‘s claims for unjust enrichment and
{¶13} The Fourth District seemed to reach a similar conclusion in Clark, 2017-Ohio-2999 (4th Dist.). In that case, the plaintiff sought a declaration construing deeds, articles of incorporation, and several other documents pertaining to their HOA, along with an order compelling the HOA to record its bylaws or, if no bylaws existed, to create them. Id. at ¶ 2-3. The trial court “purported to enter a final order in [the HOA‘s] favor regarding each claim,” and included the
{¶14} Although it did not use the “inextricably intertwined” language, we think Clark is best read as applying the principles described in Schmitt. In Schmitt the appellate court would have been required to construe the controverted deeds and easements in order to determine whether the homeowners had been unjustly enriched. Likewise, in Clark, the appellate court would have needed to discern the duties imposed by the covenants in the deeds and the HOA‘s responsibilities under its articles of incorporation, before it could determine whether the plaintiffs were entitled to injunctive relief. In both cases, the appellate court would have been the first court to reach and consider interpretive issues subsumed by declaratory-judgment requests still pending before the trial court. Thus, in both cases, the claims were inextricably intertwined.
{¶16} Clark, like Schmitt, applied the “inextricably intertwined” standard familiar from
{¶17} Put simply, Clark and Schmitt hold that a trial court abuses its discretion when it certifies an order granting or denying substantive relief under
{¶18} Quality and Novachich assert that a different rule applies in this case. They point to decisions of our sister districts holding that “where a claim is made for declaratory judgment, and where the trial court does not specifically declare the rights and responsibilities of the parties, an appellate court may nonetheless proceed to determine the merits of the case if the other rulings made by the trial court clearly and
{¶19} Unlike the Schmitt rule, which limits a trial court‘s discretion under
{¶20} So, for example, a trial court‘s order is final where it awards damages for a breach of contract, despite neglecting to address the defendant‘s request for a declaration that the contract was “null and void.” Ruper at ¶ 9. The trial court‘s grant of substantive relief in such a case “ma[kes] clear the rights and obligations of the parties” on the controverted issue, just as well as any declaration could have. Id. at ¶ 14. Without a live controversy, there is no more need for a declaratory judgment. And with the declaratory-judgment request out of the picture, the trial court‘s order is final—regardless of whether it included the
{¶21} We believe the Schmitt and Ruper rules are both correct and should be
{¶22} First, if the trial court‘s order granting or denying substantive relief “clearly and unambiguously resolve[s] the declaratory issue,” then the declaratory judgment request is moot. Ruper, 2010-Ohio-5309, at ¶ 15 (8th Dist.). With no live declaratory-judgment request remaining (and assuming that there are no other outstanding claims), the trial court‘s order becomes final and appealable—regardless of whether the trial court includes
{¶23} Second, if resolution of the substantive claims did not clearly and unambiguously resolve the declaratory issues, and if the resolved claims are not “inextricably intertwined” with the unresolved ones, then the trial court may finalize its order addressing the substantive claims by certifying that there is no just reason for delay under
{¶24} Third, if the outstanding declaratory-judgment request is not moot, and if the resolved substantive claims are “inextricably intertwined” with the unresolved declaratory-judgment request, then
{¶25} Fuller has two remaining claims in this case: (1) he seeks “compensatory damages” for Quality and Novachich‘s alleged “breach of contract,” and (2) he seeks a “a declaratory judgment stating that he is entitled to buy the company upon sale under the terms” described in that same contract. The trial court granted Quality and Novachich‘s motion for summary judgment on all claims “in its entirety.” Nothing in the trial court‘s order set forth the rights of the parties under the contract.
{¶26} The trial court thus clearly ruled on (and rejected) Fuller‘s substantive contract claim but took no steps to resolve his declaratory claims. To determine whether the trial court‘s order was final and appealable, we must determine into which of the three categories described above it falls.
{¶27} First, the trial court‘s order granting summary judgment for Quality and Novachich did not “clearly and unambiguously resolve the declaratory issue.” The only thing the trial court‘s order did for sure was reject Fuller‘s breach-of-contract claim. The trial court did not outline the parties’ continuing rights and duties, nor did it provide its reasons for holding that the defendants were not liable for breach of contract. Below, the defendants argued both that there was no contract, and, alternatively, that they did not breach any contract. The trial court might have granted summary judgment in the defendants’ favor on either basis. But the two different rationales would necessitate different declaratory judgments. If no contract was formed, then Fuller never had rights under the contract to begin with. But if a contract did exist, then Fuller may yet retain some rights under that contract, even if Quality never breached its terms. Thus, the parties’ ongoing rights and duties remain a matter of debate, and Fuller‘s declaratory-judgment request is not moot. The Ruper rule does not apply.
{¶29} Third, because the declaratory-judgment claim is not moot, a
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{¶30} We acknowledge that the rules surrounding “[t]he operation of Rule 54(B) and its interplay with
{¶31} Because the trial court in this case did not enter a final appealable order, we dismiss this appeal for want of jurisdiction.
Appeal dismissed.
BOCK, P.J., and WINKLER, J., concur.
Please note:
The court has recorded its entry on the date of the release of this opinion.