Alexander Group, LLC v. Comerica Bank

Summary

The court grants Comerica Bank’s motion for summary judgment in a dispute over whether Alexander Group, LLC’s commercial real estate loan was subject to acceleration. The court holds that the loan documents unambiguously required repayment when an affiliated borrower refinanced its loan, and further concludes that untimely payments and failures to provide financial information independently warranted acceleration. The court rejects Comerica’s unclean-hands argument as a basis for relief.

Holdings

1. The loan documents were integrated and the coterminous-payment provision was unambiguous; Alexander Group's subjective understanding and extrinsic evidence could not vary its clear terms.
2. Blue River's refinancing triggered the coterminous-payment provision, and Comerica was entitled to accelerate the Alexander Loan.
3. Alexander Group's untimely August and September 2025 payments independently constituted defaults warranting acceleration; the court also treated the alleged October violation as an additional contractual breach.
4. Alexander Group's failure to timely provide required corporate financial statements and personal tax returns constituted defaults independently authorizing acceleration.
5. The alternative motion for leave to file a supplemental answer asserting unclean hands was denied as moot because Comerica prevailed on summary judgment.

Questions Presented

1. Whether the loan agreements were integrated and whether extrinsic evidence could establish an ambiguity in the coterminous-payment provision.
2. Whether Blue River's refinancing triggered the coterminous-payment provision and authorized acceleration of the Alexander Loan.
3. Whether Alexander Group's untimely loan payments independently triggered the contractual acceleration provision.
4. Whether Alexander Group's late financial statements and tax returns independently constituted defaults authorizing acceleration.
5. Whether Comerica's alternative motion for leave to assert an unclean-hands defense should be granted.

Disposition

other