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Caldwell v. Church

Court of Appeals of Georgia, First Division

October 30, 2019

CALDWELL et al.
v.
CHURCH

          BARNES, P. J., MERCIER and BROWN, JJ.

          BARNES, PRESIDING JUDGE

         Emil and Joanne Caldwell appeal from the trial court's denial of Virginia Church's motion for judgment notwithstanding the verdict ("JNOV") or in the alternative, motion for new trial. This is the second appearance of this case before this Court. In Caldwell v. Church, 341 Ga.App. 852 (802 S.E.2d 835) (2017), we affirmed the trial court's grant of summary judgment and judgment on the pleadings in favor of Church on her breach of contract, trespass to personal property, and conversion claims against Emil and Joanne Caldwell. While finding liability on the substantive claims, this Court reversed the trial court's grant of judgment on the pleadings on Church's claims for bad faith attorney fees and punitive damages. Id. at 859-860 (2) (c) (d).

         Following a jury trial on damages, the trial court entered judgment for Church in the amount of $200, 000 against Emil Caldwell and $160, 675 against Joanne Caldwell for actual damages and attorney fees. The Caldwells filed a motion for JNOV or alternatively, motion for new trial in which they asserted, among other things, that the evidence of actual damages was insufficient as a matter of law, that there were no damages to support the award of attorney fees, and that the damages award was excessive. They also asserted that the trial court erred in refusing to allow the issue of proximate cause to go to the jury, giving a jury charge that was not adjusted to the facts, and refusing to give several requested charges. The Caldwells also filed a separate motion to set aside the award of attorneys fees incurred in the appellate court.

         The trial court denied their motions, and the Caldwells appeal. They contend that the trial erred in denying their motion for directed verdict because Church failed to submit sufficient proof of damages, erred in denying their motion to modify the pretrial order to allow the issue of proximate cause to go to the jury, erred in denying their request to charge the jury on proximate cause, abused its discretion in granting Church's motion in limine to excluding certain evidence related to showing the Caldwell's lack of bad faith, erred in denying their motion to set aside the judgment for attorney fees incurred in the appellate court, and abused its discretion in denying their motion to amend the judgment to reflect joint and several liability and a setoff for the unpaid purchase price. Following our review, we affirm the trial court's denial of the Caldwell's JNOV or, alternatively, motion for new trial, but reverse the trial court's order denying the motion to set aside the attorney fees incurred in this Court in the earlier appeal. We further remand the case for proceedings consistent with this appeal.

When reviewing a trial court's denial of a motion for [JNOV] or new trial, this Court determines if there is any evidence to support the jury's verdict. Where a jury returns a verdict and it has the approval of the trial judge, the same must be affirmed on appeal if there is any evidence to support it as the jurors are the sole and exclusive judges of the weight and credit given the evidence. The appellate court must construe the evidence with every inference and presumption in favor of upholding the verdict, and after judgment, the evidence must be construed to uphold the verdict even where the evidence is in conflict. As long as there is some evidence to support the verdict, the denial of defendant's motions for new trial and [JNOV] will not be disturbed.

(Citations omitted.) Henry v. Jones, 237 Ga.App. 385, 385-386 (1) (515 S.E.2d 199) (1999).

The underlying facts as set forth in Caldwell demonstrate that Church and Emil Caldwell entered into a written agreement for Church to purchase from Caldwell all of the assets of a business known as Sugar Daddy's Bar and Grill in McDonough, Georgia. The contract provided for a $100, 000 purchase price, set forth a payment schedule, established that the closing date was September 15, 2014, and stated that on that closing date all of the "inventory, equipment, and fixtures to be transferred will be located at [the business address] and will not be removed without the written consent of the Buyer." The contract also included a merger clause entitled "Entire Agreement," which provided:
This Agreement constitutes the sole and only agreement between Buyer and Seller respecting the Business or the sale and purchase of it. This Agreement correctly sets forth the obligations of Buyer and Seller to each other as of its date. Any additional agreements or representations respecting the Business or its sale to Buyer not expressly set forth in this Agreement are null and void, unless otherwise required by law.
Pursuant to the agreement, Church made payments, and Caldwell transferred the business to her on September 15, 2014. Church operated the bar and grill from that date until January 2015. During that time, she did not have a liquor license in her name but operated the business with the liquor license in Joanne Caldwell's name. On January 10, 2015, the Caldwells went to the bar and grill, ordered the patrons to leave, ejected Church from the premises, and changed the door locks. Thereafter, the Caldwells denied Church access to the business, prohibited her from operating the business, and began operating the business as their own. The Caldwells operated the bar and grill until May 23, 2015, when they closed the business. The Caldwells subsequently removed inventory and equipment from the business premises and placed the items in their private storage facility.

Caldwell, 341 Ga.App. at 853-854 (1).

         Church then brought the underlying action against Emil Caldwell for breach of contract and fraud, and against the couple for trespass, conversion, attorney fees and punitive damages, and the Caldwells counterclaimed for breach of contract. Id. at 852. The trial court granted Church summary judgment on her breach of contract claim, and entered a judgment on the pleadings on the trespass, conversion, attorney fees, and punitive damages claims. Id. It also dismissed the Caldwell's counterclaim for breach of contract. Id. In the first appeal, the Caldwells challenged those rulings, and we held the following:

The trial court correctly found that the Caldwells' claim of a breach of the alleged contemporaneous oral agreement was meritless. So he properly granted summary judgment in favor of Church on her breach of contract claim. The trial court also correctly ruled that the pleadings established that Church was entitled to judgment on her trespass and conversion claims. But the trial court erred in entering judgment on the pleadings as to Church's attorney fees and punitive damages claims because those are matters for a trier of fact to decide. The trial court correctly dismissed the counterclaim because it rested on the Caldwells' meritless breach-of-the-alleged-oral-agreement argument and therefore failed to state a claim for which relief could be granted.

Caldwell, 341 Ga.App. at 852.

         Following a subsequent jury trial on damages, the jury returned the unanimous verdict as reflected by the verdict form:

(a) What is the amount, if any, of damages that Virginia Church suffered as a result of Emil Caldwell's ...

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