Sсott H. Lansing, Plaintiff - Appellant, v. Wells Fargo Bank, N.A., successor by merger to Wells Fargo Bank Southwest, N.A., formerly known as Wachovia Mortgage, FSB, formerly known as World Savings Bank, FSB, Defendant - Appellee.
No. 17-1067
United States Court of Appeals For the Eighth Circuit
July 5, 2018
Submitted: February 12, 2018
Appeal from United States District Court for the District of Minnesota - Minneapolis
Before SMITH, Chief Judge, MURPHY and COLLOTON, Circuit
COLLOTON, Circuit Judge.
This appeal arises from a third lawsuit between Wells Fargo Bank and Scott Lansing involving foreclosure on Lansing‘s property at 12015 Mayflower Circle in Minnetonka, Minnesota. In this case, after Wells Fargo foreclosed on the property, Lansing alleged that the bank violated
I.
In 2004, Lansing executed and delivered a note, secured by a mortgage, to World Savings Bank, FSB, in the amount of $203,500.00. World Savings Bank, FSB, changed its name to Wachovia Mortgage, FSB, and then merged with Wells Fargo in 2009. Under the merger, Wells Fargo acquired the mortgage interest in Lansing‘s property. In late 2009, Lansing defaulted under the terms of the note and the mortgage by failing to make monthly payments. Wells Fargo initiated a foreclosure by advertisement, resulting in a sheriff‘s sale of the property on August 30, 2011.
After the 2011 foreclosure sale, Lansing sued Wells Fargo in Minnesota state court for alleged violations of Minnesota‘s foreclosure statutes and sought to set aside the sale. Wells Fargo removed the case to federal court, and the parties eventually settled the case in April 2013. Under the settlement agreement, which was described on the record at a hearing bеfore a magistrate judge, Wells Fargo agreed to rescind the foreclosure sale in exchange for Lansing‘s dismissal of the lawsuit. The parties further agreed to reinstate the previously existing mortgage so that Wells Fargo could proceed with re-foreclosure. Lansing “waive[d] the right to challenge any deficiencies in thе future foreclosure.”
On June 14, 2013, Wells Fargo commenced a second foreclosure on Lansing‘s property by filing a complaint in Minnesota state court. Lansing, represеnted by counsel, filed an answer on August 2, 2013. The parties engaged in discovery, and on January 3, 2014, Wells Fargo moved for summary judgment. Lansing wrote a letter to the court on January 24, 2014, explaining that his counsel had withdrawn on January 10, 2014, contrary to Lansing‘s wishes.
On January 31, 2014, the state court held a hearing on Wells Fargo‘s motion for summary judgment. Lansing appeared pro se. On March 20, 2014, the court granted summary judgment for Wells Fargo and awarded it a decree of foreclosure on the property. Wells Fargo then purchased the property at a sheriff‘s sale.
Lansing appealed the grant of summary judgment to the Minnesota Court of Appeals. He argued for the first time that Wells Fargo had imрroperly proceeded with foreclosure, in violation of
On August 24, 2015, Lansing, acting pro se, commenced this third lawsuit. He alleged, among other things, that Wells Fargo violated
The district court granted judgment on the pleadings for Wells Fargo on Lansing‘s claims and Wells Fargo‘s counterclaim, denied Lansing leave to amend his complaint, and dismissed Lansing‘s complaint with prejudice. The court concluded that res judicata barred Lansing‘s claims, that he had violated the April 2013 settlement agreement by continuing to challenge the foreclosure, and that his proposed brеach of contract claim was futile. The parties stipulated to no damages on Wells Fargo‘s counterclaim, and the district court entered final judgment.
Lansing appeals. We review the district court‘s grant of judgment on the pleadings de novo. Elnashar v. U.S. Dep‘t of Justice, 446 F.3d 792, 794 (8th Cir. 2006). “Judgment on the pleadings is appropriate where no material issue of fact remains to be resolved and the movant is entitled to judgment as a matter of law.” Faibisch v. Univ. of Minn., 304 F.3d 797, 803 (8th Cir. 2002). We review the district court‘s decision to deny Lansing leave to amend his complaint for abuse of discretion. Sorace v. United States, 788 F.3d 758, 767 (8th Cir. 2015).
II.
Lansing first contends that res judicata does not bar his claim that Wells Fargo violated
Lansing urges that the first requirement is not met because his claim under
We reject this contention because Lansing‘s
Lansing relies on Lundquist v. Rice Memorial Hospital, 238 F.3d 975 (8th Cir. 2001) (per curiam), a case applying federal law, for the proposition that claims arise from different factual circumstances if a second cause of action arises after a first lawsuit is filed. In Lundquist, 238 F.3d at 978, an employer terminated the plaintiff‘s employment after she filed a first lаwsuit alleging disability discrimination, and it was not possible for the plaintiff to bring a wrongful termination claim in the first lawsuit. Here, although Lansing‘s proffered defense to foreclosure arose only after Wells Fargo commenced 2013 foreclosure proceedings, the case was still pending when Lansing allegedly requested a loan modifiсation, and Lansing does not explain why he could not have raised the defense before the foreclosure case was resolved. We thus conclude that the first prerequisite for res judicata in Minnesota—that the claims involved the “same set of factual circumstances“—is satisfied here. Laase, 638 F.3d at 856.
Insofar as Lansing argues that he lacked a full and fair opportunity to litigate the
Lansing was not prevented from raising his
III.
Lansing next contends that the district court erred in granting judgment on the pleadings for Wells Fargo on the bank‘s counterclaim for breach of the April 2013 settlement agreеment. The district court concluded that Lansing and Wells Fargo entered into a fully enforceable settlement agreement at the hearing before the magistrate judge, where Lansing “agreed to cooperate with the re-foreclosure process and waive the right to challenge any deficiencies in the future foreclosure.” The district court found that Lansing had breached this agreement by opposing the judicial foreclosure in 2013 and by filing the instant complaint.
A settlement agreement is contractual in nature and “can be enforced by an ordinary action for breach of contract.” Mr. Steak, Inc. v. Sandquist Steaks, Inc., 245 N.W.2d 837, 838 (Minn. 1976). To prevail on its claim that Lansing breaсhed the 2013 settlement agreement, Wells Fargo must establish: “(1) formation of a contract, (2) performance by plaintiff of any conditions precedent to his right to demand performance by the defendant, and (3) breach of the contract by defendant.” Park Nicollet Clinic v. Hamann, 808 N.W.2d 828, 833 (Minn. 2011). “[A] written agreement is not a prerequisite to the enforcement of а settlement.” Schumann v. Northtown Ins. Agency, Inc., 452 N.W.2d 482, 483 (Minn. Ct. App. 1990).
Lansing contends that he did not breach the settlement agreement because the parties did not intend Lansing‘s waiver of future claims to extend to claims related to
“The objective of judicial interpretation of disputed provisions of a contract is to ascertain and give effect to the parties’ intention.” Midway Ctr. Assocs. v. Midway Ctr., Inc., 237 N.W.2d 76, 78 (Minn. 1975). Courts may ascertain the parties’ intent “upon consideration of the agreеment as a whole and the plain meaning of the language used, viewed in the light of the surrounding circumstances, endeavoring to arrive at what the parties must have reasonably contemplated.” Id.
The plain language of the settlement agreement shows that the parties intended Lansing‘s waiver to include claims relating to lоan modification. The parties agreed that Lansing would “waive the right to challenge any deficiencies in the future foreclosure.” Having chosen to cover “any” deficiencies, without qualification, the parties did not need to delineate loan modification requests or anything else. Lansing‘s position that deficienсies are waived only if mentioned specifically would render the waiver provision a nullity, because no specific deficiencies were mentioned.
Lansing says that he is not liable for breaching the agreement because Wells Fargo committed an anticipatory breach of contract by refusing to reduce the settlement agreement to writing. Lansing did not plead this allegation in his complaint, and he did not file a response to Wells Fargo‘s counterclaim, so the assertion was not properly presented to the district court.
In any event, Wells Fargo‘s alleged conduct was not an anticipatory breach of the agreement. Under the doctrine of anticipatory breach in Minnesota, “one party‘s refusal to perform a contract before the time for performance gives the injured party the right to treat the entire contract as broken.” Sheet Metal Workers Local No. 76 Credit Union v. Hufnagle, 295 N.W.2d 259, 262 (Minn. 1980). Here, the parties expressed their intent to reduce the agreement to writing, and the court deemed this plan “appropriate,” but there is no showing that the parties intended written memorialization to be a term of the contract. Thus, Wells Fargo‘s alleged refusal to reduce the settlement agreement to writing was not a “refusal to perform a contract.” Id. As Lansing was not discharged from his obligation to рerform under the settlement agreement, the district court properly granted judgment on the pleadings for Wells Fargo on its counterclaim for breach of contract.
IV.
Lansing complains finally that the district court erred when it denied him leave to amend his complaint. On appeal, Lansing characterizes his proposed amended complaint as adding a claim for anticipatory breach of contract based on Wells Fargo‘s supposed refusal to reduce the settlement agreement to writing. But Lansing‘s proposed amendment added a different claim—namely, that Wells Fargo breached the settlement agreement by failing to respond in good faith to Lansing‘s loan modification requests. Although leave to amend shall be given freely when justice so requires, see
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The judgment of the district court is affirmed.