Judge: Christopher K. Lui, Case: 23STCV28340, Date: 2024-10-10 Tentative Ruling

Case Number: 23STCV28340    Hearing Date: October 10, 2024    Dept: 76



Plaintiff alleges that Defendant sold the subject vehicle above the advertised price and charged for optional products without proper disclosure to Plaintiff.

Defendant JLR Los Angeles, LLC dba Jaguar Land Rover Los Angeles moves for judgment on the pleadings as to the Complaint.

TENTATIVE RULING

Defendant JLR Los Angeles, LLC dba Jaguar Land Rover Los Angeles’ motion for judgment on the pleadings to the Complaint is GRANTED with leave to amend as to the first and second causes of action.

Plaintiff is given 30 days’ leave to amend. 

ANALYSIS

Motion For Judgment On The Pleadings

Meet and Confer

            The Declaration of Kimberly L. Phan reflects that Defendant’s counsel satisfied the meet and confer requirement set forth in CCP § 439.

Discussion

Defendant JLR Los Angeles, LLC dba Jaguar Land Rover Los Angeles moves for judgment on the pleadings as to the Complaint.

1.         First Cause of Action (Fraud and Deceit).

            Defendant argues that the RISC attached as Exhibit A to the Complaint plainly states that the cash price of the Vehicle was $134,310.00, not $122,310.00 [Exhibit A to Complaint]. Furthermore, the RISC plainly states that she is purchasing optional surface protection products including the Ding Shield for $499.00 and Xzilon for $890.00 for a total of $1,389.00 in optional products/services. [Exhibit A to Complaint]. Defendant argues that Plaintiff’s reliance on alleged oral misrepresentations to the contrary was not reasonable once she proceeded to sign the written contract.

On a motion for judgment on the pleadings, the same rules applicable on demurrer apply. (County of Orange v. Association of Orange County Deputy Sheriffs (2011) 192 Cal.App.4th 21, 32-33.) 

“[F]acts appearing in exhibits attached to the complaint will also be accepted as true and, if contrary to the allegations in the pleading, will be given precedence. (Citation omitted.)” (Dodd v. Citizens Bank of Costa Mesa (1990) 222 Cal.App.3d 1624, 1627.)

            Plaintiff alleges as follows:

 

23. The Subject Vehicle was advertised at a price of $122,310.00. However, the Subject Vehicle was sold to Plaintiff for the cash price of $134,310.00. Consequently, by subtracting the advertised price of the Subject Vehicle, it becomes evident that the cash price of the Subject Vehicle exceeded the advertised selling price by $12,000.00.

            . . .

 

27. Aside from the fact that the Subject Vehicle was sold to Plaintiff for $12,000.00 above the advertised price, she was charged $1,389.00 for optional products. 

 

28. Plaintiff was charged for the optional products which she did not intend to acquire.

 

29. The optional products include but are not limited to the following: XZILON ($890.00) and DING SHIELD ($499.00) surface protection products.

     (Complaint, ¶¶ 23, 27 – 29.)

            However, as reflected in the RISC attached as Exhibit A to the Complaint, the Cash Price of the vehicle is $134,310.00, the price of the ding shield was $499.00 and the price of the xzilion is $890. (RISC, ¶ 1.A, ¶ 1.E(1) & (2).) These amounts constituted portions of the “Total Cash Price” of $148,669.08 for purposes of the Itemization of the Amount Financed (RISC, ¶ 1.) Because these amounts were disclosed to Plaintiff in a writing, which she signed, she cannot claim fraud in the execution, despite Defendant’s prior representations to the contrary, unless she had no reasonable opportunity to read the contract before signing it:

[A] party claiming fraud in the execution of a contract must prove that he or she had no reasonable opportunity to learn the character or the essential terms of the document he or she was signing. (Id. at p. 423.) A party cannot establish fraud in the execution if he or she failed to read the contract despite having had a reasonable opportunity to do so. (Ibid.) Rosenthal stated that statements assuring the plaintiffs that the written agreements were unimportant, “even if falsely and fraudulently made, do not void a written contract, because it is generally unreasonable, in reliance on such assurances, to neglect to read a written agreement before signing it.” (Id. at p. 424.)

(Chapman v. Skype Inc. (2013) 220 Cal.App.4th 217, 232-33.) 

            As such, the motion for judgment on the pleadings as to the first cause of action is GRANTED with leave to amend.

2.         Second Cause of Action (Breach of Implied Covenant of Good Faith and Fair Dealing).

            Defendant argues that Plaintiff signed the written contract attached as Exhibit A, and Plaintiff does not contend that she has not received the benefits of the contract under the terms of the RISC.

            The elements of a breach of the implied covenant of good faith and fair dealing sounding in contract are: (1) the existence of a contractual relationship between the parties (Racine & Laramie, Ltd. v. Department of Parks & Recreation (1992) 11 Cal.App.4th 1026, 1031); (2) defendant was not expressly permitted by the contract to engage in the conduct which constitutes the alleged breach (Wolf v. Walt Disney Pictures & Television (2008) 162 Cal.App.4th 1107, 1120-1121); (3) defendant subjectively lacked a good faith belief in the validity of the act or the act was intended to frustrate the common purpose of the agreement (Wolf, supra, 162 Cal.App.4th at 1123) or defendant’s conduct was objectively unreasonable (Carma Developers, Inc. v. Marathon Development California, Inc. (1992) 2 Cal.4th 342, 372-73); (4) the act or conduct was contrary to the contract’s express purposes or the parties' legitimate expectations as expressed in a specific contractual obligation (Carma Developers, supra, 2 Cal.4th at 373) or otherwise frustrates the other party’s rights to express contractual benefits (Racine & Laramie, Ltd., supra, 11 Cal.App.4th at 1031-32; Pasadena Live v. City of Pasadena (2004) 114 Cal.App.4th 1089, 1094); and (5) resulting damages (Thompson Pacific Construction, Inc. v. City of Sunnyvale (2007) 155 Cal.App.4th 525, 541).

            Plaintiff alleges as follows at ¶¶ 72, 73 of the Complaint:

 

72. Consequently, Defendant breached the implied covenant of good faith and fair dealing inherent in the offer made to Plaintiff by advertising the Subject Vehicle at a low price, inducing her to visit Defendant’s place of business, and then upselling without proper disclosure.

 

73. Defendant’s conduct prevented Plaintiff from receiving the benefits under the contract. Since Defendant breached the implied covenant of good faith and fair dealing when misrepresenting the price of the Subject Vehicle, Plaintiff has never received the benefit of the bargain. Defendant did not act in good faith because it was not honest and actively intended to mislead Plaintiff and take unfair advantage of him.

     (Complaint, ¶¶ 72, 73.)

            “[T]he implied covenant is a supplement to an existing contract, and thus it does not require parties to negotiate in good faith prior to any agreement.” (McClain v. Octagon Plaza, LLC (2008) 159 Cal.App.4th 784, 799. As discussed above re: the first cause of action, the true price was disclosed to Plaintiff in the written RISC she signed, which constituted her manifestation of acceptance of the offer. Thus, no implied covenant of good faith and fair dealing existed prior to Plaintiff signing the written contract.

            The motion for judgment on the pleadings as to the second cause of action is GRANTED with leave to amend.

            Plaintiff is given 30 days’ leave to amend.