Judge: Armen Tamzarian, Case: 22STCV28415, Date: 2024-12-05 Tentative Ruling

Case Number: 22STCV28415    Hearing Date: December 5, 2024    Dept: 52

Defendant Safe-Guard Productions International, LLC’s Demurrers

            Defendant Safe-Guard Productions International, LLC (Safe-Guard) demurs to plaintiff Gail Wiggan’s first amended complaint in case No. 22STCV28415.  The court’s file includes only the initial complaint filed on August 31, 2022.  The court will therefore construe this demurrer as challenging the initial complaint.

Safe-Guard also demurs to plaintiff’s complaint in case No. 22STCV28591 on September 2, 2022. 

The complaints in both actions are nearly identical.  In a prior motion, plaintiff acknowledged the complaints were “duplicate filings.”  (Motion to Consolidate, p. 3.)  The court consolidated these actions for all purposes on August 12, 2024.  The court will therefore address both complaints simultaneously.

Summary of Allegations

            Both of plaintiff Gail Wiggan’s complaints name three defendants: Interinsurance Exchange of the Automobile Club, American Credit Acceptance, and Safe-Guard Products, LLC.  Both complaints are titled, “Complaint for Breach of Contract, Fraud, and Damages.”  (Comp., p. 1.)  The bodies of both complaints do not label any causes of action.

            Plaintiff alleges her vehicle was deemed a total loss after an accident in 2021.  (Comp., p. 2.)  She alleges her “insurer, Interinsurance Exchange of the Automobile Club has promised to payoff my indebtedness to the lender American Credit Acceptance” for the vehicle.  (Ibid.)  Plaintiff further alleges, “[I]f any balance is due and the amount that Interinsurance Exchange of the Automobile is not fully satisfiable by the payment made by AAA, a claim would need to be filed with Safe-Guard Products GAP insurance, to cover the remaining balance.”  (Ibid.) 

            Plaintiff alleges defendant Interinsurance Exchange offered two payment options: (1) if she turned in the vehicle, her insurer would pay American Credit Acceptance $16,079.81 and pay plaintiff $218, or (2) if plaintiff kept the vehicle, her insurer would pay American Credit Acceptance $8,724.70.  (Comp., p. 2.)  Plaintiff chose option two.  (Ibid.)  Interinsurance Exchange then informed plaintiff that the lender would not let her keep the vehicle and would not accept the payment.  (Id., pp. 2-3.) 

            With respect to the demurring defendant, plaintiff alleges she had “Safe-Guard Products gap insurance to pay off the remaining balance existing on the day of the accident.”  (Comp., p. 1.)  “The payment that the Safe-Guard Products Gap Insurance company will issue is contingent upon the payment issued to the lender by Interinsurance Exchange of the Automobile Club.  The SafeGuard Products Gap Insurance company has not issued a payment because Interinsurance Exchange of Automobile Club has not issued their payment.”  (Id., p. 2.)  Plaintiff further alleges, “The Safe-Guard Products Gap Coverage should pay off the remaining amount of the balanced owed.”  (Id., p. 3.)

Analysis

Plaintiff’s complaints are uncertain.  “ ‘ “Demurrers for uncertainty are disfavored, and are granted only if the pleading is so incomprehensible that a defendant cannot reasonably respond.” ’ ”  (A.J. Fistes Corp. v. GDL Best Contractors, Inc. (2019) 38 Cal.App.5th 677, 695, alterations omitted.)  The complaint must sufficiently apprise defendants of the claims against them.  (Ibid.) 

Plaintiff’s complaints do not meet this standard.  The complaints’ titles suggest plaintiff is asserting claims against Safe-Guard for both breach of contract and fraud.  The complaints’ bodies do not assert any fraud by Safe-Guard. 

As to breach of contract, the complaints vaguely refer to a contract between plaintiff and Safe-Guard for “gap insurance to pay off the remaining balance existing on the day of the accident.”  (Comp., p. 1.)  Plaintiff does not plead its legal effect, attach a copy, or plead its terms verbatim as required for breach of contract.  (Miles v. Deutsche Bank National Trust Co. (2015) 236 Cal.App.4th 394, 402.) 

Moreover, based on what plaintiff does allege about the contract, she does not allege facts constituting breach.  She alleges Safe-Guard provided “gap insurance to pay off the remaining balance existing on the day of the accident.”  (Comp., p. 1.)  Plaintiff does not allege the balance owed on loan or that there would be any remaining balance after Interinsurance Exchange paid the lender. 

Rather than identifying any breach of the contract, plaintiff alleges facts showing the failure of a condition precedent.  “Under the law of contracts, parties may expressly agree that a right or duty is conditional upon the occurrence or nonoccurrence of an act or event.  [Citations.]  Thus, a condition precedent is either an act of a party that must be performed or an uncertain event that must happen before the contractual right accrues or the contractual duty arises.”  (Platt Pacific, Inc. v. Andelson (1993) 6 Cal.4th 307, 313.)  Generally, failure of “ ‘a condition precedent will preclude an action for breach of contract.’ ”  (Stephens & Stephens XII, LLC v. Fireman’s Fund Ins. Co. (2014) 231 Cal.App.4th 1131, 1147.)

Plaintiff alleges Safe-Guard’s payment “is contingent upon the payment issued to the lender by Interinsurance Exchange,” and Safe-Guard “has not issued a payment because Interinsurance Exchange of Automobile Club has not issued their payment.”  (Comp., p. 3.)  Plaintiff thus alleges facts showing Safe-Guard had no obligation to issue payment until after the condition precedent of Interinsurance Exchange’s payment.  Without the first payment by the main insurer, it is impossible to calculate the remaining balance owed for Safe-Guard’s gap insurance.  Plaintiff alleges that condition precedent did not occur.  She therefore cannot succeed on a claim for breach of contract against Safe-Guard.

Disposition

            Defendant Safe-Guard Productions International, LLC’s demurrer to plaintiff’s complaint in case No. 22STCV28415 is sustained with leave to amend. 

Defendant Safe-Guard Productions International, LLC’s demurrer to plaintiff’s complaint in case No. 22STCV28591 is sustained with leave to amend.

Plaintiff shall have 15 days to file a first amended complaint.  She must file a single first amended complaint under case No. 22STCV28415, which would supersede the separate complaints in the two consolidated actions.