West Tennessee Air Service, LLC v. WTAS LLC, Kyle E. Rich, and Melody L. Rich; WTAS LLC, Kyle E. Rich, and Melody L. Rich v. Monte Warne; Marianna Williams, individually; and Ashley & Arnold, a partnership

Summary

The United States District Court for the Western District of Tennessee denies competing motions for partial summary judgment in litigation arising from the purchase of a crop-dusting business. The court concludes that disputed factual issues remain concerning alleged fraudulent misrepresentations and concealment, the parties’ business relationships, causation, breach of contract, tortious interference, and Tennessee Consumer Protection Act claims. The order applies Tennessee law and leaves the claims for further proceedings.

Holdings

1. Summary judgment is improper where disputed evidence could permit a reasonable jury to decide material elements of the claims or defenses for either party.
2. Neither side was entitled to summary judgment on the fraud-related claims because material factual disputes existed concerning the alleged misrepresentations or concealments, reliance, reasonableness of reliance, causation, and damages.
3. Neither side was entitled to summary judgment on negligent misrepresentation and concealment because the record supported competing findings regarding the falsity of the information, the reasonableness of Warne's conduct in communicating it, justifiable reliance, and causation.
4. Summary judgment was improper on the competing breach-of-contract claims because material factual disputes existed concerning Warne's contractual duties, the alleged exclusive Nutrien arrangement, the noncompetition and nonsolicitation provisions, causation, damages, and whether WTAS had grounds to stop making installment payments.
5. West Tennessee Air and Warne were not entitled to summary judgment on tortious interference because the evidence could support findings of improper motive or improper means and causation.
6. Neither side was entitled to summary judgment on the Tennessee Consumer Protection Act claim because factual disputes existed concerning whether Warne's statements or omissions were deceptive, whether they were likely to cause confusion or misunderstanding, and whether they caused ascertainable loss.

Questions Presented

1. Whether either side was entitled to partial summary judgment on the fraud, fraudulent inducement, intentional misrepresentation, and fraudulent concealment claims.
2. Whether either side was entitled to partial summary judgment on the negligent misrepresentation and concealment claims.
3. Whether the record established a breach of the Asset Purchase Agreement or Consulting Agreement as a matter of law, or established defenses to West Tennessee Air's breach-of-contract claim.
4. Whether West Tennessee Air and Warne were entitled to summary judgment on the tortious-interference claim for lack of improper motive or means or causation.
5. Whether either side was entitled to summary judgment on the Tennessee Consumer Protection Act claim.

Disposition

other