2014-00170784-CU-BC

Ca Fire Roasted, LLC vs. General Mills Operations, LLC

Nature of Proceeding: Motion for Judgment on the Pleadings

Filed By: Jones, Melissa A.

Defendant Olam West Coast, Inc. (“Olam”) as successor-in-interest to Olam Tomato Processors, Inc.’s motion for judgment on the pleadings as to plaintiff California Fire-Roasted LLC’s (“CFR”) complaint is DENIED, as follows.

Moving counsel failed to comply with CRC Rule 3.1110(b)(3)-(4).

Factual Background

The facts of this case filed in 2014 are well known due to the inordinate amount of law

& motion in this Department and therefore, the background facts will not be recited here. However, relevant here is the fact that on 11/14/2017 this Court granted CFR’s motion for summary adjudication on its breach of contract cause of action against Olam. Trial is currently set for 3/6/2018.

Moving Papers. Olam asserts that because the Court has granted in favor of CFR summary adjudication on the breach of contract cause of action against Olam, CFR’s remaining causes of action against Olam for breach of the implied covenant of good faith and for quantum meruit are no longer viable. With respect to the implied covenant claim, Olam insists it is “duplicative” of the contract claim on which CFR has already prevailed and cannot provide CFR with double recovery under the parties’ contract. With respect to the quantum meruit claim, Olam maintains that this form of quasi-contractual equitable relief is now moot in light of the Court’s order granting relief to CFR under the parties’ contract.

Response. CFR responds, conceding that the breach of contract, implied covenant and quantum meruit claims are permissible alternative theories of recovery against a defendant and in general, success on the breach of contract claim obviates the need for prosecution of the remaining claims. However, CFR contends there are at least two reasons why this general rule is inapplicable to the case at bar. First, although the Court granted on 11/14/2017 summary adjudication in favor of CFR, Olam has in the interim failed to make the next payment required annually under the parties’ contract which was due on 11/30/2017 and CFR’s claim for this additional breach of contract has not been adjudicated, making inappropriate the disposition of not only the breach

of contract but also the implied covenant and quantum meruit claims pursuant to the present motion for judgment on the pleadings. Second, CFR adds that Olam has already petitioned the Third District Court of Appeal for writ relief on the 11/14/2017 order granting summary adjudication and also intends to appeal the final judgment. If Olam is successful in its efforts to get the summary adjudication order vacated or reversed, CFR’s alternative implied covenant of good faith and quantum meruit claims would no longer be moot for the reasons cited in Olam’s motion and would, if dismissed here based on the summary adjudication order, need to be revived and reinstated.

Analysis

Since CFR’s breach of contract claim alleges that Olam has breached the parties’ contract in several respects including the obligation to make payments due annually on November 30 and since the Court’s 11/14/2017 order did not adjudicate (and could not have adjudicated) a breach of contract which had not yet occurred, there are aspects of the breach of contract cause of action which remain to be adjudicated at trial. Under these circumstances, the Court cannot agree that CFR is as a matter of law barred from also proceeding to trial with its remaining implied covenant and quantum meruit claims and therefore, Olam’s motion for judgment on the pleadings is denied.