John Bilodeau and Hope Bilodeau v. Six Rivers Construction, LLC and Byron Bouchard

Summary

The United States Bankruptcy Court for the District of Maine ruled on claims arising from a residential construction contract between the Bilodeaus and Six Rivers Construction, LLC. The court rejected the Bilodeaus’ breach of contract, unjust enrichment, intentional misrepresentation, and nondischargeability claims, and rejected Six Rivers’ breach of contract counterclaim. The court allowed Six Rivers to retain $75,364.90 of the deposit and awarded the Bilodeaus an allowed unsecured claim of $76,557.10.

Holdings

1. Neither the Bilodeaus nor Six Rivers established a breach of the construction contract. The Bilodeaus did not breach by terminating because the contract expressly permitted termination for convenience, and Six Rivers had not materially breached before termination.
2. The Bilodeaus could not recover against Six Rivers on an unjust-enrichment theory because a valid, binding contract governed the transaction.
3. The Bilodeaus failed to establish unjust enrichment against Bouchard because they conferred the deposit on Six Rivers, not on Bouchard individually, and presented no basis to disregard Six Rivers's corporate form.
4. The Bilodeaus failed to prove intentional misrepresentation because they did not establish that Bouchard's representations about completion by October 2024, monthly invoicing, or the anticipated division of work were false when made or were made with the requisite knowledge or reckless disregard.
5. The Bilodeaus failed to establish that Six Rivers's debt was nondischargeable under 11 U.S.C. § 523(a)(2)(A).
6. Six Rivers was entitled to retain $75,364.90 of the deposit for overhead and markup and permit-related work, while the Bilodeaus were entitled to an allowed unsecured claim of $76,557.10 for the remaining portion of the deposit.

Questions Presented

1. Whether the Bilodeaus or Six Rivers breached the construction contract by terminating or failing to perform under it.
2. Whether the Bilodeaus could recover restitution under unjust enrichment when a valid contract governed their transaction.
3. Whether Bouchard was unjustly enriched by the deposit absent proof that the Bilodeaus conferred a benefit on him individually or grounds to disregard Six Rivers's corporate form.
4. Whether Six Rivers and Bouchard made actionable intentional misrepresentations concerning the project's completion date, payment terms, and use of employees and subcontractors.
5. Whether the debt owed by Six Rivers was nondischargeable under 11 U.S.C. § 523(a)(2)(A).
6. What portion of the deposit Six Rivers was entitled to retain under the contract's termination provisions and what unsecured claim the Bilodeaus held for the remainder.

Disposition

other