United States District Court, D. Minnesota
N. ERICKSEN UNITED STATES DISTRICT JUDGE
Harris Bank, N.A. (“BMO”) brought this action for
breach of contract, seeking to collect amounts owed under a
loan agreement that was guaranteed by Cary Deason and Edward
Deason (“the Deasons”). BMO moved for summary
judgment against both Defendants. Neither Defendant
responded. For the reasons set forth below, BMO's
motion is granted.
February 2014, GE Electric Capital Corporation, Inc.
(“GECCI”) entered into a loan agreement with MTX
Leasing, Inc. (“MTX”). ECF No. 18-1 at 2-6. Under
the terms of that agreement, GECCI agreed to finance the
purchase of certain business-related equipment for MTX, and
MTX agreed to repay GECCI $322, 799.04 in 54 installments
beginning in April 2014. Id. at 2. MTX granted GECCI
a security interest in the equipment as collateral.
Id. at ¶ 2.1. The Deasons each personally
guaranteed the loan agreement. ECF No. 18-1 at 8, 10. In
December 2015, GECCI transferred and assigned all of its
rights and interests in its accounts with MTX to BMO, making
BMO the successor-in-interest to both the MTX loan and the
two Deason guarantee agreements. Affidavit of Kevin Evers
failed to make its October 1, 2016 payment to BMO under the
terms of the loan agreement, thereby placing it in default.
Evers Aff. ¶ 18. The Deasons also failed to make
payments under their guarantee agreements. Evers Aff. ¶
21; Answer ¶ 17. BMO therefore declared the debt to be
immediately due and payable. Evers Aff. ¶¶ 39-40;
ECF No. 18-1 at ¶ 5.2. As of the date of default, the
principal amount due was $131, 432.40. Evers Aff. ¶ 40;
ECF No. 18-1 at 43. The loan agreement sets interest on all
unpaid amounts at 18% per annum. Evers Aff. ¶ 41; ECF
No. 18-1 at ¶ 5.3.
on its security interest in the equipment, BMO recovered
possession of the collateral. Evers Aff. ¶¶ 24-38.
BMO notified the Deasons of its intent to sell the collateral
and provided them with an opportunity to redeem it. Evers
Aff. ¶ 27. Defendants did not redeem, and BMO elected to
sell the collateral by public auction. Evers Aff.
¶¶ 28-36. The net proceeds from the sale of the
collateral was $36, 175.55. Evers Aff. ¶ 37. Under the
loan terms, BMO applied those proceeds first to the
repossession and sales expenses, then to any late fees due,
then to unpaid interest, then to the principal. Evers Aff.
¶ 46. The resulting amount due as of February 28, 2018,
according to BMO's calculations, was $140, 721.83, with
additional interest accruing on the principal at the rate of
$65.72 per day. ECF No. 18-1 at 43.
judgment is proper “if the movant shows that there is
no genuine dispute as to any material fact and the movant is
entitled to judgment as a matter of law.” Fed.R.Civ.P.
56(a). A genuine dispute exists “if the evidence is
such that a reasonable jury could return a verdict for the
nonmoving party.” Anderson v. Liberty Lobby,
Inc., 477 U.S. 242, 248 (1986). To support an assertion
that a fact cannot be or is genuinely disputed, a party must
cite “to particular parts of materials in the record,
” show “that the materials cited do not establish
the absence or presence of a genuine dispute, ” or show
“that an adverse party cannot produce admissible
evidence to support the fact.” Fed.R.Civ.P.
56(c)(1)(A)-(B). “The court need consider only the
cited materials, but it may consider other materials in the
record.” Fed.R.Civ.P. 56(c)(3). In determining whether
summary judgment is appropriate, a court views the record and
all justifiable inferences in favor of the non-moving party.
Liberty Lobby, 477 U.S. at 255.
parties' obligations under the loan agreement are
governed by Utah law. ECF No. 18-1 at ¶ 7.6. In Utah,
the elements of a breach of contract claim are: (1) a
contract, (2) performance by the party seeking recovery, (3)
breach of the contract by the other party, and (4) damages.
Am. W. Bank Members, L.C. v. State, 342 P.3d 224,
231 (Utah 2014) (internal citation omitted). There is no
genuine issue as to any of these elements.
a valid contract clearly existed between the parties in the
form of the February 2014 loan agreement and guarantee
agreements. Those agreements are part of the record. ECF No.
18-1 at 1-10; Evers Aff. ¶ 13. They do not have any
apparent formation defects and they clearly spell out the
terms of the loan and guarantee arrangements, as summarized
above. Second, there is nothing in the record to suggest that
BMO failed to perform any of its obligations under the
agreements. Third, MTX breached the loan agreement by failing
to make payments as of October 2016, placing the Deasons in
default under the terms of their guarantee agreements. The
loan agreement specifies that default occurs if “Debtor
fails to pay when due any amount owed by it to Lender”
or “Debtor or Guarantor fails to pay any Liabilities
when due to Lender.” ECF No. 18-1 at ¶ 5.1; Evers
Aff. ¶¶ 20-21; Answer ¶ 17. And fourth, there
is no genuine issue as to damages. BMO is owed the remaining
principal, plus interest, costs, and fees, under the terms of
the loan agreement and the guarantee agreements. ECF No. 18-1
at ¶¶ 5.2-5.3. Accordingly, summary judgment is
appropriate on BMO's breach of contract claims against
the amount of damages, the principal at the time of default
was $131, 432.40. Evers Aff. ¶ 40. Interest on the
unpaid principal accrues at $65.72 per day. See ECF
No. 18-1 at ¶ 5.3. Proceeds from the collateral sales
offset some of the post-default interest,  such that the
remaining interest owed as of February 28, 2018 was $9,
289.43. Evers Aff. ¶ 48. Per diem interest has continued
to accrue since that date. Accordingly, BMO is entitled to
$140, 721.83 plus additional interest of $65.72 per day since
March 1, 2018.
on the foregoing, and all the files, records, and proceedings
herein, and for the ...