Plaintiffs, William S. Minter, Jr. and William S. Minter, III, (the Minters) appeal
In their complaint, the Minters alleged their predecessor in interest, Carolina Properties Inc., entered into a contract with GOCT in October of 1986 in which Cаrolina Properties agreed to build a quick oil-change facility on Broad River Road which would be leased by GOCT. They alleged the agreement contained a рrovision giving Carolina Properties a “first right of refusal on any other Grease Monkey sites developed by GOCT in Richland or Lexington County, South Carolina.” Carolina Properties subsequently assigned the contract to the Minters. According to the complaint, another Grease Monkey facility was built on Rabón Road in Richland county without the Minters being offered the right of first refusal. They brought this action alleging breach of contract and breach of contract accompanied by a fraudulent act.
After the рresentation of the plaintiffs’ case, GOCT moved for a directed verdict on the ground the evidence of damages was based purely on speculation and was improper as a matter of law. The court granted the motion for a directed verdict based upon a failure of proof of damages. The court also concluded plaintiffs failed to prove the elements for breach of contract accompanied by a fraudulent act. The Minters appeal thе court’s ruling.
In deciding a motion for directed verdict, the evidence and all reasonable inferences must be viewed in the light most favorable to the nonmoving party. If more than one inference can be drawn from the evidence, the case must be submitted to the jury.
Dalon v. Golden Lanes, Inc.,
— S.C. —,
BREACH OF CONTRACT CLAIM
Viewing the evidence in the light most favorable to the Minters on the breach of contraсt claim, we conclude the trial judge incorrectly granted a directed verdict in favor of GOCT. According to William S. Minter, III, the right of first refusal was a negotiated part of thе agreement because he was in the real estate development business and the parties contemplated a chain of oil-change facilities. In 1989 оr 1990, Minter learned a second Grease Monkey facility had been built in Lexington County. At that time, Minter placed GOCT on notice the contract had been violated sincе his company had not been offered the right of first refusal on the new location. However, he did not pursue this matter further because GOCT was a good tenant at the Brоad River Road location. Subsequently, Minter discovered a third location had been opened on Rabón Road without notice to him in violation of Section 7 of the 1986 agreement. At that point the Minters decided to bring the present action.
Minter testified the damage he and his father sustained as a result of the breach of contract by GOCT was the “lost profit that we could have anticipated off of two or more future locations.” The Broad River Road location was leased to GOCT for $2800 a month with a profit of $1000 per month above the debt owed on the mortgage. Minter testified if he had been offered the right of first refusal on the Rabon Road location,
“[i]t could be a little more or a little less profitable depending on the cost of the location and the negotiation at that point in time. But it would certainly be something similar, yes ... I would only say something similar to what we had done in this other instance, that thеre certainly would have been some positive cash flow return across the life of a ten or a fifteen year deal.”
The purpose of an award of dаmages for breach of contract is to put the plaintiff in as good a position as he would have been in if the contract had been performed. The prоper measure of compensation is the loss actually suffered by the plaintiff as a result of the breach.
Drews Co. v. Ledwith-Wolfe Assoc.,
In this case, the Minters were hampered somewhаt in their proof of damages by GOCT’s actions in breaching the contract. Obviously, the terms of any arrangement governing the Rabon Road location would have been subject to negotiation, just as was the case with the original Grease Monkey facility owned by the Minters. The exact parameters of the deal are impossible tо ascertain because GOCT failed to offer the Minters the opportunity to enter into the transaction, a right guaranteed to the Minters in their original Agreement. This Court has held that a breach of contract cause of action does not fail where the precise amount of damages is difficult to ascertain because of the wrongful act of the defendant.
Petty v. Weyerhaeuser Co.,
Where the wrongful act of the defendant is of such nature as to prevent determination of the exact amount of damagеs, the defendant is not allowed to insist on absolute certainty, but only that the evidence show lost profits by reasonable inference.
(quoting 22 Am. Jur. 2d,
Damages,
§ 177 (1965)). Similarly, in
Powers v. Calvert Fire Ins. Co.,
We believe the testimony of William S. Minter, III, that any new Grease Monkey facility would have earned the plaintiffs a profit similar to that realized by their existing facility was sufficiently definite under the circumstances to submit the issue to the jury. It was error for the trial judge to rule that the evidence of damages was too conjectural and speculative to warrant submitting the case to the jury.
BREACH OF CONTRACT ACCOMPANIED BY FRAUDULENTACT
We agree with the trial court’s decision to grant a directed verdict in favor of GOCT on the Minters’ cause of action for breach of contract accompanied by a fraudulent act. In order to recover for breach of contract ac
companied by a fraudulent act, a plaintiff must establish: (1) a breach of contract; (2) that the breach wаs accomplished with a fraudulent intention, and (3) that the breach was accompanied by a fraudulent act.
Smith v. Canal Ins. Co.,
Here, there was no evidence of an independent fraudulent act which accompanied the breach. The Minters argue there was evidence of a fraudulent act in that
Affirmed in part and reversed in part and remanded.
Notes
Because oral argument would not aid the court in resolving the issues, we decided this case without oral argument.