BENCH, Senior Judge:
¶ 1 Westwater Farms, LLC (Westwater) appeals the district court's grant of summary judgment in favor of Electrical Contractors, Inc. (ECI) and its denial of Westwater's motion to submit supplemental affidavits and documents in opposition to summary judgment. We affirm.
¶ 2 In September 2010, Westwater, through its managing members, Thomas Warnes and Carl Borgstrom, allegedly entered into an oral contract with ECI pursuant to which ECI would provide general and electrical contracting services on a cost-plus
¶ 3 On January 19, 2012, ECI filed a complaint alleging various causes of action against Westwater, Stewart Environmental, ER & PWD Joint Venture, and several other parties. On May 28, 2014, ECI moved for summary judgment on its breach of contract claim against Westwater. In support of its motion, ECI submitted an affidavit from Doyle Jensen, job supervisor for ECI, describing the oral contract he entered into with Borgstrom and Warnes. Westwater filed a response in opposition to the motion for summary judgment on June 23, 2014 (the Opposition Memo). The Opposition Memo was supported by an affidavit from Warnes, but rather than denying the allegations in Jensen's affidavit, Warnes merely averred, "Neither I nor any other person on behalf of Westwater ... authorized Mr. Stewart or any entity under his control, to engage Electrical Contractors, Inc. as the general contractor...."
¶ 4 Subsequently, on August 1, 2014, Westwater moved the court, pursuant to rule 15(d) of the Utah Rules of Civil Procedure, "to allow amendment and supplementation of [additional] documents and affidavits to be considered by the Court before consideration of summary ... judgment." Westwater claimed that it was unable to provide the documents earlier because they were in the possession of Warnes, who had been hospitalized on June 27, 2014. The district court denied Westwater's motion to supplement, concluding that Westwater had "provided no persuasive explanation for failing to include the documents or arguments in its original response."
¶ 5 The district court held a hearing on ECI's motion for summary judgment on September 23, 2014. Following the hearing, the district court determined that Westwater's Opposition Memo did not "contain a verbatim restatement of each of [ECI's] facts that is controverted" or "provide an explanation of the grounds for any dispute," as required by rule 7 of the Utah Rules of Civil Procedure. See Utah R. Civ. P. 7(c)(3)(B) (2014).
¶ 6 Westwater first argues that the district court erred in granting ECI's motion for summary judgment. "Because a district court's ruling on summary judgment is a question of law, we review it for correctness." Rupp v. Moffo, 2015 UT 71, ¶ 5, 358 P.3d 1060.
¶ 7 Westwater further asserts that the district court erred by declining to accept Westwater's proffered supplemental affidavits and documents. We review the district court's ruling for an abuse of discretion. See United Park City Mines Co. v. Greater Park City Co., 870 P.2d 880, 893 (Utah 1993).
¶ 8 Westwater raises several arguments in support of its assertion that the district court erred in granting ECI's summary judgment motion. First, Westwater argues that the allegations in ECI's complaint failed to establish the elements of its breach of contract claim as a matter of law. Second, Westwater asserts that documents attached to ECI's amended complaint established a genuine issue of material fact. Third, Westwater argues that the district court should not have considered evidence relating to the oral contract because such evidence violated the parol evidence rule. Summary judgment is appropriate when "there is no genuine issue as to any material fact and ... the moving party is entitled to a judgment as a matter of law." Utah R. Civ. P. 56(c) (2014).
¶ 9 Westwater first argues that ECI did not adequately allege a breach of contract claim, because it did not establish the existence of an enforceable contract. See Orvis v. Johnson, 2008 UT 2, ¶ 19, 177 P.3d 600 ("If the moving party would bear the burden of proof on the relevant issue, ... then the movant has an affirmative duty to provide the court with facts that demonstrate both that the party is entitled to judgment as a matter of law and that there are no material issues of fact that would require resolution at trial."); Bair v. Axiom Design, LLC, 2001 UT 20, ¶ 14, 20 P.3d 388 (indicating that the first element of a breach of contract claim is the existence of a contract). Westwater asserts that the terms of the alleged oral contract were too indefinite to be enforced, see Nielsen v. Gold's Gym, 2003 UT 37, ¶ 11, 78 P.3d 600, because they did not include "the price to be paid and work to be done."
¶ 10 First, Westwater does not appear to have preserved this argument. In its Opposition Memo, Westwater alleged only that there were genuine issues of fact precluding summary judgment, not that there was no contract as a matter of law. See generally Brookside Mobile Home Park, Ltd. v. Peebles, 2002 UT 48, ¶ 14, 48 P.3d 968 ("[I]n order to preserve an issue for appeal the issue must be presented to the trial court in such a way that the trial court has an opportunity to rule on that issue."). But even if this argument was preserved, we agree with ECI that Jensen's affidavit adequately alleged the existence of an enforceable oral contract.
¶ 11 "`A contract may be enforced even though some contract terms may be missing or left to be agreed upon'" so long as "`the essential terms are [not] so uncertain that there is no basis for deciding whether the agreement has been kept or broken.'" Nielsen, 2003 UT 37, ¶ 12, 78 P.3d 600 (quoting Academy Chicago Publishers v. Cheever, 144 Ill.2d 24, 161 Ill.Dec. 335, 578 N.E.2d 981, 984 (1991)). Jensen's affidavit indicated that ECI and Westwater agreed that ECI would "serve as the Project's general contractor and electrical contractor." Thus, any services that would normally be performed by a general contractor or an electrical contractor on a project such as the one at issue would be included in the contracted services; these services did not need to be explicitly enumerated in order for the parties to determine whether ECI had provided them. Further,
¶ 12 Westwater next asserts that Exhibits A, B, and C of ECI's amended complaint contained documents that established genuine issues of material fact that would preclude summary judgment. But even assuming that these exhibits contained evidence sufficient to create a factual dispute, it was ultimately Westwater's burden, under rule 7 of the Utah Rules of Civil Procedure, to dispute the facts asserted in ECI's summary judgment motion with "an explanation of the grounds for any dispute, supported by citation to relevant materials." Utah R. Civ. P. 7(c)(3)(B) (2014); see also Orvis, 2008 UT 2, ¶ 10, 177 P.3d 600 (explaining that where the moving party would bear the burden of proof at trial, once the moving party has "present[ed] evidence sufficient to establish... that no material issues of fact remain," the burden "shifts to the nonmoving party to identify contested material facts"). Westwater did not refer to any of these exhibits in its Opposition Memo. Indeed, the Opposition Memo was so incomplete that the district court ultimately deemed ECI's statement of undisputed material facts admitted for purposes of the summary judgment motion. See Utah R. Civ. P. 7(c)(3)(A) (2014); see also Bluffdale City v. Smith, 2007 UT App 25, ¶¶ 8-11, 156 P.3d 175. Westwater has not challenged the district court's rule 7 ruling, yet it asks us to hold that the district court, having deemed ECI's facts admitted, should have nevertheless reviewed the record sua sponte in an effort to find evidence supporting a dispute of fact.
¶ 13 Westwater next argues that the district court violated the parol evidence rule by considering ECI's evidence regarding the oral agreement. As with Westwater's
¶ 14 Finally, Westwater challenges the district court's denial of its motion to file supplemental affidavits and documents in support of its Opposition Memo. Westwater claims that its motion was made pursuant to rule 56(f) of the Utah Rules of Civil Procedure. "Rule 56(f) motions opposing a summary judgment motion on the ground that discovery has not been completed should be granted liberally unless they are deemed dilatory or lacking in merit." Energy Mgmt. Servs., LLC v. Shaw, 2005 UT App 90, ¶ 10, 110 P.3d 158 (citation and internal quotation marks omitted). Westwater asserts that the district court exceeded its discretion by denying Westwater's motion on the ground that Westwater had "provided no persuasive explanation for failing to include the documents or arguments in its original response," because the district court made no determination that its motion was meritless or dilatory. We disagree.
¶ 15 First, Westwater did not indicate to the district court that it was making its motion to supplement pursuant to rule 56(f). To the contrary, Westwater explicitly stated that its motion relied on rule 15(d) of the Utah Rules of Civil Procedure, governing supplemental pleadings. Thus, Westwater's rule 56(f) argument was not preserved. See Brookside Mobile Home Park, Ltd. v. Peebles, 2002 UT 48, ¶ 14, 48 P.3d 968.
¶ 16 Furthermore, we agree with ECI that Westwater's motion, even if had been a rule 56(f) motion, was dilatory and/or lacking in merit on its face. Westwater submitted its Opposition Memo on June 23, 2014, which included an affidavit by Warnes. Westwater did not indicate to the court at that time that it was unable to "present by affidavit facts essential to justify [its] opposition" to the summary judgment motion. Utah R. Civ. P. 56(f) (2014). Rather, it asserted, both in its Opposition Memo and in a later response to ECI's reply memorandum, that the facts alleged in Warnes's affidavit evidenced a factual dispute sufficient to preclude summary judgment. Further, Westwater's proffered reason for its failure to provide the court with the supplemental documents sooner was that Warnes had been hospitalized, but Warnes was not hospitalized until after Westwater had filed its Opposition Memo, and he actually provided an affidavit that was submitted with the memo. Thus, it is unclear why Warnes's hospitalization prevented Westwater from submitting the supplemental documents with its Opposition Memo. For these reasons, it does not appear that Westwater was precluded from adequately opposing ECI's motion for summary judgment in its Opposition Memo.
¶ 17 For the foregoing reasons, we conclude that the district court did not err in