Kierland Crossing, L.L.C. v. Ruth's Chris Steak House, Inc.Kierland Crossing, L.L.C. v. Ruth's Chris Steak House, Inc.
Squire, Sanders & Dempsey (US) LLP, C. Craig Woods, Jessica D. Goldman, Jolene S. Griffith, and Colter Paulson, for appellant.
Benesch Friedlander Coplan & Aronoff LLP, John F. Stock, and Diana E. Hawkins, for appellees.
ON MOTION TO DISMISS
FRENCH, J.
{¶1} Defendants-appellees, Ruth‘s Hospitality Group, Inc., fka Ruth‘s Chris Steak House, Inc., RHG Fish Market, Inc. (together, “RHG Parties“), and Cameron Mitchell Restaurants (“CMR“) (collectively, “appellees“), move this court to dismiss the appeal of plaintiff-appellant, Kierland Crossing, LLC (“Kierland“), for lack of a final
{¶2} Kierland commenced this action in the Franklin County Court of Common Pleas by filing a complaint against the RHG Parties and CMR for breach of two commercial leases. The RHG Parties filed an answer and counterclaims, in which they alleged that Kierland‘s claims were barred by a previously executed settlement and release agreement, whereby Kierland agreed to terminate the subject leases and release all claims arising from the leases in exchange for the RHG Parties’ payment of $500,000. In their counterclaims for declaratory judgment and specific performance, the RHG Parties requested, in part, a declaration that the settlement and release agreement was a valid and binding contract that extinguished Kierland‘s claims under the leases, a declaration that Kierland breached the settlement and release agreement, and an order that Kierland perform its obligations thereunder. The RHG Parties subsequently amended their counterclaims to add a request for attorney fees, as compensatory damages, to their prayer for relief. CMR filed an answer and cross-claim, but CMR dismissed its cross-claims with prejudice on April 21, 2011.
{¶3} The RHG Parties, CMR, and Kierland each moved for summary judgment, and, on May 3, 2011, the trial court granted the RHG Parties and CMR‘s motions for summary judgment and denied Kierland‘s motion for summary judgment. The trial court concluded that the settlement and release agreement was a valid and binding contract that precluded Kierland‘s claims under the leases. The parties agree that the trial court‘s decision determined all pending claims except the RHG Parties’ request for
{¶4} The RHG Parties now argue that this court lacks jurisdiction to hear Kierland‘s appeal because the June 22, 2011 judgment entry, which did not determine their entitlement to attorney fees, is not a final appealable order. The RHG Parties filed a motion for attorney fees as compensatory damages for Kierland‘s breach of the settlement and release agreement on July 19, 2011, three days before Kierland filed its notice of appeal. The motion for attorney fees remains pending in the trial court.
{¶5}
{¶6} The Supreme Court of Ohio has set forth a two-step analysis for determining whether an order is final and appealable. See Gen. Acc. Ins. Co. at 21. First, the appellate court must determine whether the order constitutes a final order as defined by
* * * In the absence of a determination that there is no just reason for delay, any order or other form of decision, however designated, which adjudicates fewer than all the claims or the rights and liabilities of fewer than all the parties, shall not terminate the action as to any of the claims or parties, and the order or other form of decision is subject to revision at any time before the entry of judgment adjudicating all the claims and the rights and liabilities of all the parties.
If
{¶7} Although the judgment entry here contains
{¶8} A final order must fit into at least one of the categories set forth in
{¶9} The RHG Parties maintain that a judgment entry is not final and appealable where the trial court has not determined the issue of attorney fees. Undisputedly, in the absence of
{¶10} Based on Internatl. Bhd., this court has distinguished between entries that contain
{¶11} In Niehaus, we also concluded that the trial court did not err by including
Niehaus’ potential recovery of attorney fees is entirely dependent upon the validity of the trial court‘s conclusions regarding the enforceability of the purchase contract. A reversal of the trial court‘s determination * * * would eradicate Niehaus’ basis for arguing entitlement to attorney fees. Accordingly, we find that it would be unjust to require the parties to litigate Niehaus’ entitlement to attorney fees and the amount of those fees prior to finality on the merits * * *.
The same concerns apply here, where reversal of the trial court‘s determination that a valid and binding settlement and release agreement bars Kierland‘s contract claims would eradicate the basis for the RHG Parties’ claim for attorney fees.
{¶12} The RHG Parties acknowledge the precedent of Niehaus and Internatl. Bhd., but urge this court to follow another line of cases, which they contend demands a determination that the trial court‘s judgment entry is not a final appealable order. They generally argue that “a judgment entry that leaves the issue of the award of damages or attorneys’ fees unresolved in a case is not a final appealable order.” (Motion to Dismiss at 6.) (Emphasis sic.)
{¶13} The RHG Parties cite several cases involving the finality of an order that left unresolved issues regarding attorney fees. Those cases, in which Ohio courts have concluded that orders were not final and appealable, however, are either distinguishable or were decided prior to Internatl. Bhd. For example, in Bushman, at ¶16, this court held that the unresolved issue of attorney fees, which was part of the relators’ claims for damages, precluded the trial court‘s judgment entry from qualifying as a final appealable order, but we expressly noted that the judgment entry did not contain
{¶14} The RHG Parties also cite cases holding that a determination of liability without an adjudication of damages is not a final appealable order, even if the trial court employed
{¶15} In Triplett v. Rosen (Apr. 5, 1988), 10th Dist. No. 87AP-72, this court held that a judgment for the plaintiff was not a final appealable order because the trial court had not addressed the issue of damages. There, the plaintiffs filed an action against the owner of an apartment building, alleging that the owner was negligent in failing to fulfill his obligations as a landlord under the Ohio Revised Code and the Columbus City
{¶16} In Triplett, we first noted that
Where a separate trial on the issue of liability is held, and the issue of liability is determined in favor of the plaintiff, an entry of judgment by the trial court in favor of the plaintiff on the issue of liability which leaves the amount of damages to be awarded unresolved until some future time, does not constitute a final judgment which may then be treated as an appealable order. * * *
Civ.R. 54(B) is designed to be used only in those cases where there are multiple claims or parties and there is an otherwise final adjudication of less than all of the claims or of the rights and liabilities of less than all of the parties.
{¶17} As the RHG Parties note, this court has previously likened a judgment that lacks a determination of attorney fees to a judgment of liability where damages have not
{¶18} This case is distinguishable from Eleven Ten Parkway Co. and the other cases the RHG Parties cite, which dealt with orders regarding liability and damages. In those cases, the courts’ rationale was that the issue of damages was part of the claim for relief and that, by not determining damages, the trial court had not completely determined the claim for relief. See Triplett. The courts reasoned that no claim had been determined in its entirety and that there was no final order, regardless of whether the trial court employed
{¶19} Here, on summary judgment, the trial court was faced with multiple claims, including Kierland‘s claims for breach of contract against appellees, and the RHG Parties’ counterclaims for declaratory judgment and specific performance, including their request for attorney fees. Even were we to determine that the amount of attorney fees is an integral part of the RHG Parties’ claims, the trial court‘s decision and judgment entry, which held that the parties’ valid and binding settlement and release agreement barred any claims on the underlying commercial leases, determined Kierland‘s claims
{¶20} For these reasons, we conclude that the trial court‘s judgment entry is a final appealable order. We therefore deny the RHG Parties’ motion to dismiss.
Motion to dismiss denied.
BRYANT, P.J., and SADLER, J., concur.