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STATE OF MINNESOTA IN SUPREME COURT A06-394

Court of Appeals

Meyer, J. Took no part, Page, J.

VoiceStream Minneapolis, Inc., d/b/a T-Mobile, a Delaware corporation, Respondent, vs. RPC Properties, Inc., Appellant. Filed: January 10, 2008 Office of Appellate Courts

SYLLABUS A district court shall treat a motion to enforce a settlement agreement as it would a motion for summary judgment, and explicitly grant or deny each claim. Reversed and remanded. Considered and decided by the court en banc without oral argument. OPINION MEYER, Justice. Appellant RPC Properties, Inc. (RPC) brought a motion seeking enforcement of a settlement agreement with VoiceStream Minneapolis, Inc., d/b/a T-Mobile (T-Mobile). Although the district court granted RPCs request for enforcement and for attorney fees related to the motion, it remained silent as to RPCs request for damages allegedly arising 1

out of T-Mobiles delay in performing under the settlement agreement. RPC appealed, asking for an explicit ruling on damages, and the court of appeals concluded that silence was equivalent to a denial of the request. VoiceStream Minneapolis, Inc. v. RPC Props., Inc., 2007 WL 509621, at *2 (Minn. App. Feb. 20, 2007). We reverse and remand to the district court. In November 2000, appellant RPC and respondent T-Mobile contracted to allow T-Mobile to place its transmission equipment on the roof of a building owned by RPC. In 2004 RPC demanded that T-Mobile remove its equipment, and in response T-Mobile filed a complaint in which it claimed that RPC had breached the parties lease contract. T-Mobile asked for a declaratory judgment determining the parties rights and interests under the contract and requested injunctive relief to prevent RPC from terminating the lease or removing T-Mobiles equipment. In October 2004, the district court granted T-Mobiles motion for a temporary injunction prohibiting RPC from evicting T-Mobile and removing its property. In April 2005, the parties entered into a settlement agreement that required T-Mobile to pay RPC a sum of money, to remove and relocate its equipment on RPCs roof, to coordinate with RPC for selection of a roofing contractor to supervise this work, and to pay the costs related to the supervision. After the performance and repairs

required under the agreement, the parties were "to enter into a Release that will release T-Mobile of any claim for damage to the entire roof of the Building up to and including the date of the Release." The parties were to execute a "Stipulation of Dismissal with

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Prejudice" at the same time. The agreement did not specify a date for completion of performance. As of early September 2005, T-Mobile had not yet performed this work, and RPC brought a motion to enforce the settlement agreement. RPC requested three forms of relief: (1) an order that T-Mobile remove and relocate its equipment within five days; (2) "monetary damages, to be established in a subsequent evidentiary hearing ," for the breach of the settlement agreement; and (3) other relief including attorney fees and costs. A hearing on the motion was held on September 22, 2005. By that time, T-Mobile had almost completed the work. RPC noted this and asked "for a hearing where we can have witnesses and documentary testimony on account of the damages that RPC has suffered when T-Mobile simply didnt move." The district court said: "So what youre really asking for at this point is an opportunity to present to the Court any damages that may have been incurred as a result of the delay?" In its September 29, 2005, order, the district court found that the parties intended that performance be completed within a reasonable time and that a five-month delay in performance under the settlement agreement was not reasonable. The motion to enforce the settlement was granted, as was the request for attorney fees and costs of bringing the motion. The order did not mention the request for damages. The court asked RPC to submit an affidavit setting forth the attorney fees and costs for the motion. RPC

submitted affidavits relating to attorney fees and costs as well as to damages, to which T-Mobile objected by letter to the district court. RPC submitted another affidavit asking the court to decide whether a hearing to determine damages would be held. T-Mobile 3

objected by affidavit. RPC renewed by affidavit its request that the court "clarify its position as to whether [RPC] has the right to present evidence as to the damages caused by the delay on the part of T-Mobile." T-Mobile again objected by affidavit. On December 14, 2005, the district court issued an order awarding RPC attorney fees and costs in the amount of $2,550 "for work regarding breach of settlement agreement in this case," but again did not address damages. On appeal by RPC, the court of appeals determined that failure to rule on the request for damages was equivalent to a denial of the request. VoiceStream, 2007 WL 509621, at *2. We are asked to decide whether a district court must explicitly grant or deny a claim for damages arising out of a breach of settlement agreement. T-Mobile argues that the record clearly shows the district court considered RPCs request and implicitly denied it by not granting it. RPC concedes that the Minnesota Rules of Civil Procedure do not specifically address the issue in this case, but contends that it is a fair request to ask a court to make a decision regarding the requested relief. This case thus presents a purely legal question, which we review de novo. See Modrow v. JP Foodservice, Inc., 656 N.W.2d 389, 393 (Minn. 2003). RPC proceeded by motion in the original lawsuit to enforce the settlement agreement and did not elect to file a separate action for breach of contract. A district court is not required to make written or recorded oral findings of fact and conclusions of law in decisions on motions. Minn. R. Civ. P. 52.01. This does not, however, address the issue of whether silence can itself be a decision. The court of appeals relied on our precedent in Hughes v. Sinclair Mktg., Inc., 389 N.W.2d 194 (Minn. 1986), in concluding 4

that the district court by its silence denied RPCs request.

VoiceStream, 2007 WL

509621, at *2. In Hughes, the district court granted a motion requesting attorney fees, but said nothing about the accompanying request for a multiplier of 1.5. 389 N.W.2d at 200. We concluded, based on the wording of the petition and the order, that the district court had considered and denied the request. Id. In Johnson v. Johnson, we held that although the better practice was to prepare written findings of fact, they were not "technically required" when a district court decided pursuant to motions not to modify child support. 304 Minn. 583, 584, 232 N.W.2d 204, 205-06 (1975). In Sanvik v. Maher, we held that when the affirmative defense of laches had been pleaded, the absence of a finding of laches in the trial courts findings of fact, conclusions of law, and order for judgment was equivalent to a finding that laches did not exist. 280 Minn. 113, 115, 158 N.W.2d 206, 208 (1968).1 Herr and Haydock have indicated that decisions on motions "which amount to a decision on the merits" do not require findings of fact and conclusions of law unless they also resolve factual issues. 2 David F. Herr & Roger S. Haydock, Minnesota Practice-- Civil Rules Ann.

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