W.G. Barr Management, LLC v. ContekPro LLC

Background

The plaintiff sued ContekPro over an agreement under which ContekPro was to build and deliver a pre-inspected, finished Kitchen Container to the plaintiff’s taproom in Oakland. The plaintiff asserted three causes of action: breach of contract, promissory estoppel, and breach of the implied duty of good faith and fair dealing. The opinion refers to the plaintiff as W.G. Barr Beverage Co. doing business as Two Pitchers Brewing Co., while the case caption identifies the plaintiff as W.G. Barr Management, LLC.

The parties agreed that Oregon law governed the dispute. The contract required any legal action involving a business transaction between ContekPro and its buyers or end users to begin within one year after the cause of action occurred. In an earlier order, the court denied the plaintiff’s motion for summary judgment and granted ContekPro’s cross-motion for summary judgment. The court found that all three claims were time-barred because the conduct underlying them occurred at least by September 9, 2021, while the lawsuit was filed on May 9, 2023.

Motion to Alter the Judgment

The plaintiff moved under Rule 59(e), which permits a court to change or amend a judgment within 28 days after entry in limited circumstances. The plaintiff argued that the earlier judgment involved a manifest error of fact and a manifest error of law.

Alleged Factual Error

The plaintiff argued that the court mistakenly treated a discovery response as an admission that the plaintiff had submitted a claim for the cost of fixing problems with the Kitchen Container in September 2021. The plaintiff pointed out that it later amended and corrected that discovery response.

The court rejected the argument. It stated that its conclusion did not rest on the discovery response. Instead, the conclusion was based on the undisputed content of a September 9, 2021 letter in which the plaintiff alleged that ContekPro had completely breached the agreement. The court also rejected the plaintiff’s argument that ContekPro’s failure to pay after a March 29, 2023 email caused a separate injury. The court had already determined that the later failure did not cause an independent injury apart from the costs incurred to complete the container and therefore did not constitute a separate breach.

Alleged Legal Error and Attorney Fees

The plaintiff also argued that the earlier order improperly treated the contract’s attorney-fee provision as requiring the plaintiff to be the prevailing party. The court disagreed. It explained that the earlier order denied attorney fees because the plaintiff’s claims were untimely. The court further stated that the plaintiff had not established that it incurred legal expenses because of a proven breach by ContekPro or to pursue a remedy available under the contract. Because the claims were time-barred, the court said there was no determination that ContekPro breached the contract and no remedy for the plaintiff under the contract.

Disposition

The court denied the plaintiff’s motion to alter judgment. The court also vacated the scheduled hearing and decided the motion without oral argument. This order addressed whether the prior judgment should be changed; it did not reopen the underlying claims.