LISA SUMMERS, a single woman, Plaintiff/Counter-Defendant/Appellant,
BRENDA GLOOR, a single woman; THE GLOOR FAMILY BAKERY, INC. dba THE BREAD BASKET BAKERY, an Arizona corporation; 4 BEEZ BAKERY, INC., an Arizona corporation, Defendants/Counter-Claimants/Appellees
from the Superior Court in Maricopa County. No.
CV2011-095916. The Honorable Mark F. Aceto, Retired Judge.
& Parks, P.C., Phoenix, By G. Gregory Eagleburger,
Patrick B.N. Solomon, Counsel for
Williams & Greer, L.L.P., Phoenix, By William D. Sawkiw,
Counsel for Defendants/Counter-Claimants/Appellees.
Judge Kenton D. Jones delivered the opinion of the Court, in
which Judge Samuel A. Thumma and Judge Peter B. Swann joined.
D. Jones, Judge:
Lisa Summers appeals from a judgment (1) in favor of
Appellees (collectively Gloor) on their counterclaim for
unjust enrichment, and (2) awarding Gloor attorneys' fees
and costs. We conclude Gloor was not precluded from seeking
equitable relief as an alternative to her defenses of
recoupment and offset to Summers' contract claim under
the circumstances presented, and the award to Gloor on her
counterclaim was consistent with the evidence presented and
the jury's verdict and interrogatory response. We further
find the trial court acted within its discretion in deeming
Gloor the successful party and awarding attorneys' fees
and costs. For these reasons, we affirm.
In June 2011, Summers, who owned a successful fruit stand
business, filed a complaint alleging Gloor breached a
contract between them by failing to repay more than $400,000
in loans Summers had made to Gloor and seeking specific
performance of an alleged agreement that Gloor would give
Summers a fifty percent partnership interest in her bakery
business. Gloor acknowledged Summers had loaned her money to
help with her bakery but denied promising Summers any
ownership interest in the bakery in exchange. Gloor also
maintained she had substantially repaid Summers by providing
labor and bakery product to Summers' fruit stand and
asserted affirmative defenses to Summers' contract claim,
including recoupment and offset, as well as a counterclaim
for unjust enrichment arising from the value of the goods and
services Summers received.
Summers acknowledged receiving labor and bakery product from
Gloor, but denied any agreement to accept goods or services
as repayment for the loans. Summers further argued any value
received from Gloor's labor and bakery product was
outweighed by the value of fruits and vegetables Summers
provided to Gloor's bakery.
Summers' contract claim proceeded to a jury trial in
February 2014. The jury was not asked to consider Gloor's
equitable counterclaim in any respect; rather, the parties
agreed the equitable claim would be decided by the court
after the jury returned its verdict. See Ariz. R.
Civ. P. 39(j) ( " Issues not demanded for trial by jury
. . . shall be tried by the court." ). Following the
presentation of evidence and argument, the jury was
instructed upon the elements of a claim for breach of
contract, as well as Gloor's affirmative defenses of
recoupment and offset as follows:
Gloor claims the defense of recoupment. The defense of
recoupment reduces, satisfies, or eliminates any damages
Summers might have in the amount proven by Gloor.
. . .
Gloor claims that any damages Summers claims are subject to
the affirmative defense of setoff or offset.
The right of setoff or offset allows people or entities that
owe each other money to apply their mutual debts against each
other, thereby avoiding the absurdity of making A pay B when
B owes A.
Acknowledging the jury's verdict could be dispositive on
the equitable claim, the parties agreed to propound certain
special interrogatories to ...