Judge: Holly J. Fujie, Case: 23STCV25701, Date: 2024-01-29 Tentative Ruling

Case Number: 23STCV25701    Hearing Date: January 29, 2024    Dept: 56

SUPERIOR COURT OF THE STATE OF CALIFORNIA

FOR THE COUNTY OF LOS ANGELES - CENTRAL DISTRICT

MOVING PARTY: Defendant Djavid Hakakian (“Moving Defendant”)

RESPONDING PARTY: Plaintiff

The Court has considered the moving, opposition and reply papers.

BACKGROUND

            On October 20, 2023, Plaintiff filed a complaint (the “Complaint”) alleging: (1) breach of contract; (2) promissory estoppel; and (3) declaratory relief.

In relevant part, the Complaint alleges: On or about July 24, 2018, Plaintiff and Moving Defendant entered into two written agreements in order to settle a lawsuit.  (Complaint ¶ 7.)  One of these written agreements (the “Contract”) included a provision stating that Moving Defendant would immediately deposit $300,000 with a mutual friend that would be available for Plaintiff to use in the event that he agreed to settle another ongoing legal matter (the “Assil Case”).  (Id.)  In March 2023, Plaintiff entered into a settlement in the Assil Case, and learned that Moving Defendant never deposited the $300,000.  (Complaint ¶¶ 8-9.)

Moving Defendant filed a demurrer (the “Demurrer”) on the grounds that the Complaint fails to state sufficient facts to constitute a cause of action and is uncertain.

DISCUSSION

Meet and Confer

The meet and confer requirement has been met.

Legal Standard

A demurrer tests the sufficiency of a complaint as a matter of law.  (Durell v. Sharp Healthcare (2010) 183 Cal.App.4th 1350, 1358.)  The court accepts as true all material factual allegations and affords them a liberal construction, but it does not consider conclusions of fact or law, opinions, speculation, or allegations contrary to law or judicially noticed facts.  (Shea Homes Limited Partnership v. County of Alameda (2003) 110 Cal.App.4th 1246, 1254.)  With respect to a demurrer, the complaint must be construed liberally by drawing reasonable inferences from the facts pleaded.  (Rodas v. Spiegel (2001) 87 Cal.App.4th 513, 517.)  While the allegations of a complaint must be accepted as true for purposes of demurrer, the facts 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.  (Moran v. Prime Healthcare Management, Inc. (2016) 3 Cal.App.5th 1131, 1145-46.)  A demurrer will be sustained without leave to amend if there exists no reasonable possibility that the defect can be cured by amendment.  (Blank v. Kirwan (1985) 39 Cal.3d 311, 318.) 

Demurrers for uncertainty are disfavored.  (Chen v. Berenjian (2019) 33 Cal.App.5th 811, 822.)  A demurrer for uncertainty is strictly construed, even where a complaint is in some respects uncertain, because ambiguities can be clarified under modern discovery procedures.  (Id.)  

Breach of Contract

The elements of a claim for breach of contract are: (1) the contract; (2) the plaintiff’s performance or excuse for nonperformance; (3) the defendant’s breach; and (4) damage to plaintiff therefrom.  (Wall Street Network, Ltd. v. New York Times Co. (2008) 164 Cal.App.4th 1171, 1178.)  The statute of limitations for an action upon any contract, obligation or liability founded upon an instrument in writing is four years.  (William L. Lyon & Associates, Inc. v. Superior Court (2012) 204 Cal.App.4th 1294, 1307.)  The statute begins to run when events have developed to a point where the plaintiff is entitled to a legal remedy, not merely a symbolic judgment such as an award of nominal damages.  (McCaskey v. California State Automobile Assn. (2010) 189 Cal.App.4th 947, 959.)

            Moving Defendant argues that the statute of limitations on the breach of contract claim expired before the Complaint was filed because the Contract was breached when Moving Defendant failed to “immediately” deposit the $300,000 into an account.  The Court is unpersuaded by this argument.  As alleged by the Complaint, Plaintiff was not damaged until 2023 when he tried to access the funds after settling the Assil Case.  The Court therefore declines to sustain the demurrer based on the expiration of the statute of limitations.

            The Court is likewise unpersuaded by Moving Defendant’s argument that the Complaint is uncertain due to Plaintiff’s failure to attach a copy of the Contract or the settlement agreement contemporaneously entered into by the Parties.  Under California law, a plaintiff may plead the legal effect of the contract rather than its precise language.  (See Construction Protective Services, Inc. v. TIG Specialty Insurance Co. (2002) 29 Cal.4th 189, 198-99.)  The Complaint adequately sets forth the legal effect of the Contract and its relationship to the Parties’ settlement agreement. 

            The Court therefore OVERRULES the Demurrer to the first cause of action.

Promissory Estoppel

The elements of a promissory estoppel claim are: (1) a promise clear and unambiguous in its terms; (2) reliance by the party to whom the promise is made; (3) the reliance must be both reasonable and foreseeable; and (4) the party asserting the estoppel must be injured by his reliance.  (US Ecology, Inc. v. State of California (2005) 129 Cal.App.4th 887, 905.) 

            The Complaint sufficiently alleges the elements of a promissory estoppel claim, i.e., Moving Defendant’s promise to deposit funds, Plaintiff’s reliance on this promise when he settled the Assil Case, and Plaintiff’s resulting injury.  The Court therefore OVERRULES the Demurrer to the second cause of action.

Third Cause of Action

To state a declaratory relief claim, the plaintiff must allege a proper subject of declaratory relief and an actual controversy involving justiciable questions relating to the party’s rights or obligations.  (See Jolley v. Chase Home Finance, LLC (2013) 213 Cal.App.4th 872, 909.)  Declaratory relief operates prospectively, serving to set controversies at rest before obligations are repudiated, rights are invaded or wrongs are committed.  (Kirkwood v. California State Automobile Assn. Inter-Ins. Bureau (2011) 193 Cal.App.4th 49, 59.)  Thus, the remedy is to be used to advance preventive justice, to declare rather than execute rights.  (Id.)  In order to state a proper claim for declaratory relief, the plaintiff must assert “some recognized or cognizable legal theories” that are “related to subjects and requests for relief that are properly before the court.”  (See Otay Land Co. v. Royal Indemnity Co. (2008) 169 Cal.App.4th 556, 563.)  The fundamental basis of declaratory relief is the existence of an actual, present controversy over a proper subject.  (DeLaura v. Beckett (2006) 137 Cal.App.4th 542, 545.)  The court may sustain a demurrer on the ground that the complaint fails to allege an actual or present controversy, or that it is not justiciable.  (Id.) 

            The declaratory relief claim is based on the alleged breach of the Contract and the harm that has flowed from that breach.  There are no facts alleged in the Complaint that suggest the possibility of further breaches or disagreements of the Contract.  The Court therefore finds that the Complaint fails to allege a declaratory relief claim and SUSTAINS the Demurrer to the third cause of action with 20 days leave to amend.

Moving party is ordered to give notice of this ruling.

Parties who intend to submit on this tentative must send an email to the Court at SMC_DEPT56@lacourt.org as directed by the instructions provided on the court website at www.lacourt.org.  If the department does not receive an email and there are no appearances at the hearing, the motion will be placed off calendar. 

 Dated this 29th day of January 2024