North Farm Home Owners Association, Inc. v. Bristol County Water Authority

Syllabus

The plaintiff, North Farm Home Owners Association, Inc. (North Farm), appealed from a judgment of the Superior Court entering partial summary judgment on counts three and four of its third amended complaint in favor of the defendant, the Bristol County Water Authority (the BCWA). The hearing justice had granted summary judgment because he determined that no contract existed between the parties as a matter of law and thus that summary judgment was appropriate as to counts three and four, which sounded in breach of contract. On appeal, North Farm argued that the hearing justice erred because: the parties formed a valid contract by means of their 1993–1995 correspondence the hearing justice ignored allegations in count four that the 2019 pass-through rate was illegal, as well as a breach of contract and the hearing justice denied North Farm's motion to amend without a finding of prejudice. The Supreme Court determined that the parties did not form a valid contract by means of their 1993–1995 correspondence because the letters exchanged between the parties did not display mutual assent to the material terms of the contract. Moreover, the hearing justice did not improperly grant summary judgment on count four based upon the lack of a valid contract because North Farm did not properly plead any basis for relief—beyond its claim for breach of contract and a declaratory judgment—in count four of its third amended complaint. The Supreme Court further determined that Rule 54(c) of the Superior Court Rules of Civil Procedure could not save North Farm's unpleaded claim because North Farm was not successful in establishing its so-called discrimination claim before the hearing justice given that it failed to cite to any controlling legal authority to support this claim. Lastly, the Supreme Court determined that the hearing justice's denial of North Farm's motion to amend was not properly before the Court on appeal. Accordingly, the Supreme Court affirmed the hearing justice's gra