Judge: Alison Mackenzie, Case: 22STCV37218, Date: 2025-04-07 Tentative Ruling
Case Number: 22STCV37218 Hearing Date: April 7, 2025 Dept: 55
NATURE OF PROCEEDINGS: Hearing on Plaintiff’s Motion
for Summary Judgment
Plaintiff’s Motion
for Summary Judgment is denied.
BACKGROUND
Plaintiff Towns End
Development, Inc. filed this action against Virginia F. Valdez, individually and as Trustee of the Valdez Family
Trust, dated December 23, 1998 (Defendant), alleging she failed to
transfer real property as required by the parties’ purchase agreement.
The causes of action are: (1) Specific Performance of Real
Estate Purchase Agreement; (2) Breach of Contract; (3) Declaratory Relief; (4)
Accounting; and (5) Arbitration.
Plaintiff filed a Motion for Summary Judgment. Defendant filed an
Opposition.
LEGAL STANDARD
A party is entitled to summary judgment only if there is no triable
issue of material fact, and the party is entitled to judgment as a matter of
law. § 437c, subd. (c). A plaintiff or cross-complainant moving for summary
judgment “bears the burden of persuasion that ‘each element of’ the ‘cause of
action’ in question has been ‘proved,’ and hence that ‘there is no defense’
thereto.” Aguilar v. Atlantic Richfield Co. (2001) 25 Cal.4th 826, 850 (Aguilar).
“Once the plaintiff … has met that burden, the burden shifts to the defendant …
to show that a triable issue of one or more material facts exists as to the
cause of action or a defense thereto. The defendant … shall set forth the
specific facts showing that a triable issue of material fact exists as to the
cause of action or a defense thereto.” § 437c, subd. (p)(1).
A triable issue of material fact exists if the evidence would allow a
reasonable trier of fact to find the underlying fact in favor of the party
opposing the motion in accordance with the applicable standard of proof. Ibid.
“When deciding whether to grant summary judgment, the court must consider
all of the evidence set forth in the papers (except evidence to which the court
has sustained an objection), as well as all reasonable inferences that may be
drawn from that evidence, in the light most favorable to the party opposing
summary judgment.” Avivi v. Centro Medico Urgente Medical Center (2008)
159 Cal. App. 4th 463, 467; Code Civ. Proc., § 437c, subd. (c).
ANALYSIS
Plaintiff seeks summary judgment as to only the first,
second, and fourth causes of action because the causes of action for
declaratory relief and arbitration are moot, and Plaintiff will dismiss them. Motion
at p. 3:10-11, fn. 1.
As alleged in the Complaint, Plaintiff argues that Defendant
accepted their offer of $875,000 for the subject property in November 2018. Plaintiffs
provide the declaration of Carlie Yapp, in which she testifies that on November
13, 2018, Defendant accepted Plaintiff’s offer. Mot. at
p. 15, Yapp Decl. ¶ 3. Plaintiff further provides a copy of the Residential
Income Property Purchase Agreement and Joint Escrow Instructions (Agreement), which
purports to bear Defendant’s signature as the seller. Mot. at p. 28, Yapp Decl.
Ex. 1. Plaintiff further provides the depositions of Marlene Cagatao and Olivia
Lopez, Defendant’s real estate agents for the subject property, in which they
testify that they were present when Defendant signed the residential income
property purchase agreement. Motion at p. 196; Mink Decl. Attachment 35; Reply
at pp. 71-72, Mink Decl. Ex. 1.
I. Plaintiff’s Burden
First, Plaintiff bears the burden of showing that each
element of each cause of action is proven.
A. Breach of Contract
“The elements of a cause of action for breach of contract
are (1) the existence of the contract, (2) plaintiff’s performance or excuse
for nonperformance, (3) defendant’s breach, and (4) the resulting damages to
the plaintiff.” Oasis West Realty, LLC v. Goldman (2011) 51 Cal.4th 811,
821 (citing Reichert v. General Ins. Co. (1968) 68 Cal.2d 822, 830).
Plaintiff provides evidence showing the existence of the
contract, Plaintiff’s performance, Defendant’s unexcused breach, and incidental
damages. Mot. at p. 15, Yapp Decl. ¶¶ 2, 4, 5.
B. Specific performance
“To obtain specific performance after a breach of contract,
a plaintiff must generally show: ‘(1) the inadequacy of his legal remedy; (2)
an underlying contract that is both reasonable and supported by adequate
consideration; (3) the existence of a mutuality of remedies; (4) contractual
terms which are sufficiently definite to enable the court to know what it is to
enforce; and (5) a substantial similarity of the requested performance to that
promised in the contract.’” Real Estate Analytics, LLC v. Vallas (2008)
160 Cal.App.4th 463, 472 (citations omitted) (internal quotation marks
omitted).
Civil Code section 3387 provides, “It is to be presumed that
the breach of an agreement to transfer real property cannot be adequately
relieved by pecuniary compensation. In the case of a single-family dwelling
which the party seeking performance intends to occupy, this presumption is conclusive.
In all other cases, this presumption is a presumption affecting the burden of
proof.”
Plaintiff has met its initial burden as to the specific
performance cause of action. The terms of the Agreement, a standard California
Association of Realtors form, are sufficiently definite. Yapp Decl. Ex. 1. Likewise,
the consideration of $875,000 is adequate. The requested performance is
substantially similar to the contractual terms. There is mutuality of remedy;
each party may bring a specific performance action. Plaintiff is entitled to a
rebuttable presumption that breach of the agreement cannot be adequately
relieved by pecuniary compensation. See Civil Code § 3386.
C. Accounting
Plaintiff seeks an accounting for rent collected by
Defendant past the closing date in the Agreement.
“[T]he compensation which may be awarded incident to a
decree of specific performance is not for breach of contract and is not legal
damages. The complainant affirms the contract and asks that it be performed.
Since the time for performance has passed, the court relates that performance
back to that date, by treating the parties as if the change in ownership had
taken place at that time. Thus the buyer is entitled to the rents and profits
from the time the contract should have been performed, and the seller is
entitled to an offset for the interest on the purchase money which he would
have received had the contract been performed. The process is more like an
accounting between the parties than an assessment of damages.” Hutton v.
Gliksberg (1982) 128 Cal.App.3d 240, 248.
Based on the foregoing, Plaintiff has met its initial burden
as to each cause of action.
II. Defendant’s Burden
Next, the burden shifts to Defendant to show that a triable
issue of one or more material facts exists as to the cause of action. Defendant
denies that she accepted Plaintiff’s offer and denies that she signed the property
purchase agreement or any related documents. Opp. at p.14, Valdez Decl. ¶ 6;
Exhibit “A” (Valdez Depo., 11:18-20, 21-22, 24-25, 12: 1-4.) This is admissible
evidence showing that Defendant never accepted the offer or signed the
Agreement. The existence of a contract is an essential element of each of
Plaintiff’s claims. Accordingly, there is a triable issue of material fact as
to whether a contract exists.
CONCLUSION
Plaintiff’s Motion for Summary Judgment is denied.