Filed: Oct. 17, 2006
Latest Update: Feb. 21, 2020
Summary: United States Court of Appeals Fifth Circuit IN THE UNITED STATES COURT OF APPEALS FILED FOR THE FIFTH CIRCUIT October 16, 2006 _ No. 06-30173 Charles R. Fulbruge III (Summary Calendar) Clerk _ ROY C. JACKSON Plaintiff-Appellant v. FORD MOTOR CO. Defendant-Appellee - Appeal from the United States District Court for the Western District of Louisiana (3:04-CV-2296) - Before SMITH, WIENER, and OWEN, Circuit Judges. PER CURIAM*: This appeal arises out of Louisiana Enterprise Group, L.L.C.’s (“LEG”)
Summary: United States Court of Appeals Fifth Circuit IN THE UNITED STATES COURT OF APPEALS FILED FOR THE FIFTH CIRCUIT October 16, 2006 _ No. 06-30173 Charles R. Fulbruge III (Summary Calendar) Clerk _ ROY C. JACKSON Plaintiff-Appellant v. FORD MOTOR CO. Defendant-Appellee - Appeal from the United States District Court for the Western District of Louisiana (3:04-CV-2296) - Before SMITH, WIENER, and OWEN, Circuit Judges. PER CURIAM*: This appeal arises out of Louisiana Enterprise Group, L.L.C.’s (“LEG”) o..
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United States Court of Appeals
Fifth Circuit
IN THE UNITED STATES COURT OF APPEALS
FILED
FOR THE FIFTH CIRCUIT October 16, 2006
_____________________
No. 06-30173 Charles R. Fulbruge III
(Summary Calendar) Clerk
_____________________
ROY C. JACKSON
Plaintiff-Appellant
v.
FORD MOTOR CO.
Defendant-Appellee
----------------------
Appeal from the
United States District Court
for the Western District of Louisiana
(3:04-CV-2296)
----------------------
Before SMITH, WIENER, and OWEN, Circuit Judges.
PER CURIAM*:
This appeal arises out of Louisiana Enterprise Group,
L.L.C.’s (“LEG”) operation of a Defendant-Appellee Ford Motor Co.
(“Ford”) dealership in Durant, Oklahoma —— Durant Ford Lincoln
Mercury Sales, Inc. (“the Dealership”). Plaintiff-Appellant Roy
C. Jackson (“Jackson”) was a member/manager of LEG and operated
the dealership on behalf of LEG. LEG originally invested
$220,000.00 in the Dealership. Of that sum, Jackson personally
*
Pursuant to 5TH CIR. R. 47.5, the court has determined that
this opinion should not be published and is not precedent except
under the limited circumstances set forth in 5TH CIR. R. 47.5.4.
1
contributed $125,000.00.
On May 31, 2001, less than a year after entering into the
dealership agreement, Ford and LEG agreed that Ford would
repurchase LEG’s interest in the Dealership for $220,000.00, and
that, in return, LEG would resign its operation of the dealership
and execute a release in favor of Ford. On July 10, to fulfill
its obligation, Ford issued a $220,000.00 check to LEG as
payment-in-full for LEG’s interest. The check was mailed to Kim
McTurner, another member of LEG, and deposited in LEG’s bank
account. Shortly thereafter, Jackson received a portion of the
$220,000.00 —— either $63,245.67 or approximately $68,000.001 ——
from LEG’s bank account. McTurner wrote the check for that
payment.
After LEG’s resignation, Ford’s Dealer Development Regional
Manager (“the Manager”) conducted an exit interview with Jackson.
During the interview, the Manager used a standard “Operator Exit
Assessment” form (“the Exit Assessment”) on which the Manager
checked a blank to indicate that he would recommend Jackson for
another operator position and acknowledged that “Jackson could be
successful as a . . . Operator.”
1
In his deposition taken May 9, 2005, Jackson testified
that he received approximately $68,000.00; however, in a
declaration executed March 16, 2006, Jackson declared he only
received $63,245.67.
2
In September 2004, Jackson filed a petition in Louisiana
state court asserting claims for breach of contract and return of
his initial investment.2 This action was subsequently removed to
the district court.
In November 2005, the magistrate judge entered a Report and
Recommendation recommending that summary judgment be granted in
Ford’s favor as to Jackson’s breach of contract claim, because
the Exit Assessment did not create a contractual relationship
between the parties or any attendant contractual obligations. In
January 2006, over Jackson’s objections, the district court
adopted the Report and Recommendation and granted summary
judgment in Ford’s favor on the breach of contract claim.
In March, the magistrate judge entered a Second Report and
Recommendation recommending that summary judgment be granted in
Ford’s favor on Jackson’s reimbursement claim. In May, without
objection from Jackson, the district court adopted the Second
Report and Recommendation and granted summary judgment in Ford’s
favor on the reimbursement claim. Jackson now appeals both of
the district court’s rulings.
Summary judgment is appropriately granted when there is no
2
In addition, Jackson asserted a claim under the Louisiana
Unfair Trade Practices Act. The district court dismissed this
claim as having prescribed and Jackson has not appealed this
ruling. Thus, we do not address it.
3
genuine issue of material fact and the moving party is entitled
to judgment as a matter of law.3 If the moving party establishes
its initial burden of demonstrating the absence of a material
fact issue, the nonmoving party who bears the burden of proof at
trial must sufficiently establish that there is a material fact
issue concerning the essential elements of its cause of action.4
We review a grant of summary judgment de novo.5
A party’s failure to object timely in writing to a
magistrate judge’s report and recommendation relegates the appeal
of a district court’s adoption thereof to plain error review.6
In reviewing an appeal under the plain error standard, we “have
discretion to correct unobjected-to (forfeited) errors that are
plain (‘clear’ or ‘obvious’) and affect substantial rights.”7 In
exercising our discretion, we should be mindful of those errors
affecting substantial rights “if the error seriously affects the
fairness, integrity or public reputation of judicial
3
Fed. R. Civ. Proc. 56(c).
4
Forsyth v. Barr, 19 F.3d 1527, 1533 (5th Cir. 1994).
5
Lejeune v. Shell Oil Co., 950 F.2d 267, 268 (5th Cir.
1992).
6
Douglass v. United Servs. Auto. Assoc., 79 F.3d 1415,
1428-29 (5th Cir. 1996).
7
Id. at 1424 (emphasis in original).
4
proceedings.”8 Therefore, we review the district court’s first
summary judgment de novo and the second summary judgment for
plain error.
Under Louisiana law, “a contract is an agreement by two or
more parties whereby obligations are created, modified, or
extinguished.”9 An obligation is a legal relationship whereby a
person binds himself to render a performance in favor of
another.10 The Exit Assessment failed to create any obligations
on behalf of Ford. Instead, it was simply a standard one-page
assessment form in which the Manager personally recommended
Jackson for an operator position at another dealership. It, in
no way, obligated Ford to do anything.
Additionally, Ford executed the release with LEG, not
Jackson. Pursuant to the release, Ford agreed to and did remit
the $220,000.00 to LEG, not Jackson. The $220,000.00 check was
sent to McTurner, a member of LEG, who, like Jackson, was a
signatory to LEG’s resignation and release. The $220,000 check
was then deposited in LEG’s bank account.
Nowhere in LEG’s resignation or release did LEG specify
8
Id. (quoting United States v. Olano,
507 U.S. 725, 736
(1993)).
9
La. Civ. Code art. 1906.
10
Id. art. 1756.
5
where or to whom the $220,000.00 was to be sent. Rather, these
documents only indicated that Ford was to pay LEG the entire
$220,000.00. Moreover, the dealership agreement is silent as to
where or whom Ford must send these sums. Lastly, LEG’s articles
of organization do not limit any of its members authority to
deposit checks into its bank account. Ford did what it agreed to
do —— return LEG’s initial investment to it.
Moreover, even if Ford had acted inappropriately, by
acquiring knowledge of Ford’s actions and failing to repudiate
Ford’s actions until September 2003 —— over two years after
Jackson received a portion of the $220,000.00 —— Jackson ratified
both Ford and McTurner’s actions.11 Therefore, based on the
applicable law and our extensive review of the parties’ briefs
and the record on appeal, we conclude that the district court did
not commit any error. Accordingly, we affirm the summary
judgments of the district court in favor of Ford.
AFFIRMED.
11
3 A’s Towing Co. v. P & A Well Service, Inc., 642 F.2d
756, 758 (5th Cir. 1981).
6
