Judge: H. Jay Ford, III, Case: 22SMCV01113, Date: 2023-09-21 Tentative Ruling

Case Number: 22SMCV01113    Hearing Date: September 21, 2023    Dept: O

Case Name:  Todd Graham Vs Grimm Investments, LLC, et al.

SUBJECT:                 DEMURRER TO PLAINTIFF’S FIRST AMENDED COMPLAINT

MOVING PARTY:   Defendant New Holland LLC

RESP. PARTY:         None

TENTATIVE RULING

Defendant New Holland LLC’s Demurrer is SUSTAINED W/20 DAYS LEAVE TO AMEND per CCP §§430.10(e), (g) and (f). Plaintiff is given 20 days leave to amend. Defendant is only party to the 1^st, 2^nd and 3^rd cause of action. Plaintiff failed to plead sufficient facts of the existence of a contract for the 1^st cause of action, and the pleadings were uncertain or ambiguous as the 2^nd and 3^rd cause of action.

1^st cause of action for breach of contract—SUSTAIN W/20 DAYS LEAVE TO AMEND. To prevail on a cause of action for breach of contract, the plaintiff must prove (1) the contract, (2) plaintiff's performance of the contract or excuse for nonperformance, (3) defendant's breach, and (4) resulting damage to the plaintiff. (See CACI 303; Richman v. Hartley (2014) 224 Cal.App.4th 1182, 1186.) A complaint pleading breach of contract must indicate on its face whether contract is written, oral, or implied by conduct and if action is based on written contract, terms must be set out verbatim in body of complaint or a copy of written instrument must be attached and incorporated by reference. (Otworth v. Southern Pac. Transportation Co. (1985) 166 Cal.App.3d 452, 459.) “An agreement for the . . . sale of real property” must be in writing or the agreement is invalid. (Civ. Code, § 1624.)

Plaintiff’s breach of contract claim fails to state whether the alleged land sale contract was written, oral or implied, and in facts states that it was all three. (FAC, ¶ 7.) Contracts for the sale of land must satisfy the statute of frauds in California, meaning they must be in writing, not verbal or implied. Plaintiff’s claim also fails to allege the material terms of the specific agreement breached by Defendant, what Plaintiffs’ obligations under that same contract were and Plaintiffs’ performance or excuse for nonperformance under the agreement. Furthermore, Plaintiff did not attach a copy of the written instrument to the complaint to alleviate the lack of contract specifics pled.

2^nd cause of action for Intentional Interference with Prospective Economic Advantage—SUSTAIN W/ 20  DAYS LEAVE TO AMEND

“Intentional interference with prospective economic advantage has five elements: (1) the existence, between the plaintiff and some third party, of an economic relationship that contains the probability of future economic benefit to the plaintiff; (2) the defendant's knowledge of the relationship; (3) intentionally wrongful acts designed to disrupt the relationship; (4) actual disruption of the relationship; and (5) economic harm proximately caused by the defendant's action.” (Roy Allan Slurry Seal, Inc. v. American Asphalt South, Inc. (2017) 2 Cal.5th 505, 512; CACI 2202.)  “[A]n essential element of the tort of intentional interference with prospective business advantage is the existence of a business relationship with which the tortfeasor interfered. Although this need not be a contractual relationship, an existing relationship is required.” (Roth v. Rhodes (1994) 25 Cal.App.4th 530, 546 [internal citations omitted].)

            The Plaintiff does not allege facts in the FAC that state Defendant New Holland LLC committed intentionally wrongful acts designed to disrupt the relationship between Plaintiff and Defendant Grimm. (See CCP § 430.10(e).) The FAC only includes conclusory allegations that all Defendants “willfully failed and refused to sell the leased premises,” to the Plaintiff. (FAC, ¶ 23.) Plaintiff incorporates the factual background section of the FAC within this cause of action, but Plaintiff still fails to allege an intentional wrongful act committed by Defendant Holland LLC designed to disrupt the relationship between Plaintiff and Grimm. Plaintiff’s pleadings also fail to specify which Defendant is the third party and which is the party that intentionally interfered with the Plaintiff and the third party, and therefore is also uncertain or ambiguous. (See CCP 430.10(f).)

3^rd cause of action for Negligent Interference with Prospective Economic Advantage—SUSTAIN W/ 20 DAYS LEAVE TO AMEND

“The elements of negligent interference with prospective economic advantage are (1) the existence of an economic relationship between the plaintiff and a third party containing the probability of future economic benefit to the plaintiff; (2) the defendant's knowledge of the relationship; (3) the defendant's knowledge (actual or construed) that the relationship would be disrupted if the defendant failed to act with reasonable care; (4) the defendant's failure to act with reasonable care; (5) actual disruption of the relationship; (6) and economic harm proximately caused by the defendant's negligence.” (Redfearn v. Trader Joe's Co. (2018) 20 Cal.App.5th 989, 1005; CACI 2204.)

            Similarly to the 2^nd cause of action, Plaintiff fails to plead facts of Defendant New Holland LLC’s knowledge that the relationship between Defendant Grimm, or another third party, would be disrupted if New Holland LLC failed to act with reasonable care, and further failed to plead Defendants failure to act with reasonable care. (See CCP § 430.10(e).) Plaintiff’s pleadings fail to specify which Defendant is the third party and which is the party that negligently interfered with the Plaintiff and the third party. Therefore, the pleading is also uncertain or ambiguous. (CCP § 430.10(f).)