UNUM Life Insurance Company of America v. DeBoard

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF OHIO

EASTERN DIVISION

UNUM LIFE INSURANCE

COMPANY OF AMERICA,

:

Plaintiff,

Case No. 2:21-cv-570

Judge Sarah D. Morrison

v.

Magistrate Judge Elizabeth A.

Preston Deavers

SHEILA DEBOARD, et al., :

Defendants.

OPINION AND ORDER

This matter is before the Court on the Harley Gray’s Combined Motion to

Enforce Settlement Agreement, for an Award of Attorney’s Fees, and for an Order of

Contempt against Sheila DeBoard. (ECF No. 145.) Ms. DeBoard failed to respond to

the Motion in the time allowed under the Court’s Local Rules. S.D. Ohio Civ. R.

7.2(a)(2). The Motion is ripe for consideration.

I. BACKGROUND

The underlying dispute involved the proper distribution of death benefits

between Ms. Gray (the late-Shelly DeBoard’s daughter) and Sheila DeBoard (Shelly

DeBoard’s sister and executor of her estate). After successful mediation, the Mses.

Gray and DeBoard entered into a hand-written settlement agreement. (Settlement

Agreement, ECF No. 145-1.) On December 14, 2022, the Court entered final

judgment pursuant to the parties’ agreement, retaining jurisdiction to enforce the

Settlement Agreement and ordering the parties to comply with the terms of the

Agreement. (Entry and Order of Judgment, ECF No. 143.)

Relevant to the instant motion is Paragraph (e) of the Settlement Agreement,

which states that: “The Estate shall pay for and have installed a single headstone

over Shelly’s gravesite with her name engraved as ‘Shelly DeBoard Gary’. Final

approval of headstone engraving to be approved by Defendant Harley Gray.” (Id.)

In accord with Paragraph (e), Ms. Gray chose a single headstone for the

gravesite and selected the wording for the headstone. On March 19, 2023, Ms. Gray

informed Ms. DeBoard of her selection so that it could be purchased by the estate

and installed at the gravesite. (March 19, 2023 Gray Email, ECF No. 145-2.) Ms.

DeBoard refused to purchase the single headstone with the approved engraving

and, instead, requested Ms. Gray’s approval on a double headstone with an

alternate engraving. (April 3, 2023 DeBoard Email, ECF No. 145-3.) Ms. Gray

denied the request and insisted that Ms. DeBoard proceed with purchasing the

single headstone. (April 28, 2023 Gray Email, ECF No. 145-5.) Ms. DeBoard again

refused, stating that she was “unwilling to revisit the matter.” (April 28, 2023

DeBoard Email, ECF No. 145-6.)

On June 1, 2023, Ms. Gray demanded once more in writing that Ms. DeBoard

purchase the headstone of Ms. Gray’s choice as required by the Settlement

Agreement. (Demand Letter, ECF No. 145-9.) According to Ms. Gray, Ms. DeBoard

again stated that she was unwilling to discuss the issue and added that, absent a

court order, she would not comply with the Agreement. (ECF No. 145, PAGEID #

1172.)

II. MOTION TO ENFORCE THE SETTLEMENT AGREEMENT

Ms. Gray first asks the Court to enforce the parties’ settlement agreement.

(ECF No. 145.) Settlement agreements are a type of contract, enforceable by either

party. Cont’l W. Condo. Unit Owners Assoc. v. Howard E. Ferguson, Inc., 660 N.E.2d

431, 432 (Ohio 1996) (citing, inter alia, Spercel v. Sterling Indus., 285 N.E.2d 324,

325 (Ohio 1972)). Generally, a district court has the authority and discretion to rule

on a motion to enforce an agreement in settlement of litigation pending before it.

See, e.g., Newman v. Gaudet, No. 1:06-cv-614, 2007 WL 9734375, at *2 (S.D. Ohio

Feb. 1, 2007) (citing, inter alia, Re/Max Int’l, Inc. v. Realty One, Inc., 271 F.3d 633,

646 (6th Cir. 2001)).

In Ohio, a valid contract requires “a meeting of the minds as well as an offer

and acceptance.” Smith v. ABN AMRO Mortg. Grp., Inc., 434 F. App’x 454, 460 (6th

Cir. 2011) (quoting Rulli v. Fan Co., 683 N.E.2d 337, 338 (Ohio 1997) (syllabus)).

The Sixth Circuit has explained:

Ohio law does not require contracting parties to share a subjective

meeting of the minds to establish a valid contract; otherwise, no matter

how clearly the parties wrote their contract, one party could escape its

requirements simply by contending that it did not understand them at

the time. What it does require is that the terms of the agreement

establish an objective meeting of the minds, which is to say that the

contract was clear and unambiguous.

216 Jamaica Ave., LLC v. S & R Playhouse Realty Co., 540 F.3d 433, 440 (6th Cir.

2008) (citations omitted). A party may not avoid its obligations under a settlement

agreement simply by experiencing a change of heart or mind. See, e.g.,Tsakanikas v.

Nationstar Mrtg., LLC, No. 2:12-cv-176, 2013 WL 3155777, at *3 (S.D. Ohio June

20, 2013) (“[H]indsight regrets will not suffice to unilaterally reopen or throw out

concluded negotiations.”); Spercel, 285 N.E.2d at 327 (“To permit a party to

unilaterally repudiate a settlement agreement would render the entire settlement

proceedings a nullity, even though, as we have already determined, the agreement

is of binding force.”).

Here, Ms. Gray argues that the parties entered into a valid and enforceable

settlement agreement, the terms of which are clear and unambiguous, and that Ms.

DeBoard’s refusal to purchase the headstone selected by Ms. Gray violates the

Settlement Agreement. The Court agrees. The Settlement Agreement provides for a

“a single headstone over Shelly’s grave with her name engraved as ‘Shelly DeBoard

Gray.’” The Agreement then gives Ms. Gray final approval over the headstone

engraving. Ms. DeBoard proposes purchasing a double headstone with an

alternative engraving to which Ms. Gray objects. This proposal departs from the

clear and unambiguous terms of the Settlement Agreement.

Accordingly, Ms. Gray’s Motion to Enforce the Settlement Agreement is

GRANTED.

Sheila DeBoard is hereby ORDERED to purchase the single headstone with

engraving selected by Ms. Gray for installation at the decedent’s gravesite. Ms.

DeBoard is further ORDERED to act within FOURTEEN DAYS of the date of this

Opinion and Order.

III. MOTION FOR ATTORNEY’S FEES

Next, Ms. Gray moves for an award of attorney’s fees resulting from Ms.

DeBoard’s breach of the Settlement Agreement. Ohio courts generally follow the

“American Rule,” whereby each party must bear their own attorney’s fees in the

absence of bad faith, statutory authorization, or contractual agreement. See Rohrer

Corp. v. Dane Elec Corp. USA, 482 F. App’x 113, 117 (6th Cir. 2012). However, the

American Rule does not apply “[w]hen a party breaches a settlement agreement to

end litigation and the breach causes a party to incur attorney[’s] fees in continuing

litigation.” Id. at 117 (citing Shanker v. Columbus Warehouse Ltd. Partnership, No.

99AP-772, 2000 WL 726786 (10th Dist., June 6, 2000)). Instead, the non-breaching

party can recover attorney’s fees as compensatory damages resulting from the

settlement breach. Id. See also Rayco Mfg., Inc. v. Murphy, Rogers, Sloss & Gambel,

2019-Ohio-3756, 142 N.E.3d 1267 (8th Dist.) (collecting cases from Ohio’s Fifth,

Sixth, Seventh, Eighth, and Tenth District Courts of Appeals awarding attorney’s

fees for breach of settlement); but see Shamrock v. Cobra Res., LLC, 2022-Ohio-

1998, 191 N.E.3d 1197 (11th Dist.) (applying the American Rule to breach of

settlement).

Here, Ms. DeBoard’s refusal to comply with the terms of the Settlement

Agreement forced Ms. Gray to incur attorney’s fees in filing the instant motion. As

the non-breaching party, Ms. Gray is entitled to attorney’s fees as compensatory

damages for Ms. DeBoard’s breach of settlement.

Accordingly, Ms. Gray’s Motion for an Award of Attorney’s Fees is

GRANTED. Ms. Gray is ORDERD to submit evidence of her attorney’s fees

incurred in the filing of the instant motion within SEVEN DAYS of this Opinion

and Order.

IV. MOTION FOR ORDER OF CONTEMPT

Finally, Ms. Gray moves for an order of contempt based on Ms. DeBoard’s

noncompliance with the Court’s Entry and Order of Judgment, ordering the parties

to comply with the terms of the Settlement Agreement. (ECF No. 143.)

When a court seeks to enforce its order or supervise its judgment, one weapon

in its arsenal is contempt of court. See NLRB v. Cincinnati Bronze, Inc., 829 F.2d

585, 588 (6th Cir.1987). Recognizing that the power to punish for contempt should

not be used lightly, the Supreme Court has stated that this power “is a necessary

and integral part of the independence of the judiciary, and is absolutely essential to

the performance of the duties imposed on them by law. Without it they are mere

boards of arbitration, whose judgments and decrees would be only advisory.”

Gompers v. Buck's Stove & Range Co., 221 U.S. 418, 450, 31 S.Ct. 492 (1911).

Contempt proceedings enforce the message that court orders and judgments are to

be complied with in a prompt manner. Cincinnati Bronze, 829 F.2d at 590. With

respect to civil contempt proceedings, “[j]udicial sanctions. . . may, in a proper case,

be employed for either or both of two purposes; [1] to coerce the defendant into

compliance with the court’s order, and [2] to compensate the complainant for losses

sustained.” United States v. United Mine Workers of Am., 330 U.S. 258, 303–04, 67

S.Ct. 677 (1947).

In the present case, Ms. Gray seeks an order of contempt for both purposes,

(1) to coerce Ms. DeBoard’s compliance with the Court’s order to comply with the

settlement agreement and (2) to compensate Ms. Gray for attorney’s fees incurred

as a result of Ms. DeBoard’s noncompliance.

Starting with the latter, a contempt order is not necessary to compensate Ms.

Gray for the losses sustained from Ms. DeBoard’s noncompliance; Ms. Gray will be

made whole through the award of attorney’s fees as compensatory damages for

breach of settlement.

As for the former, despite Ms. DeBoard’s recalcitrance, the circumstances do

not yet warrant a contempt order to coerce compliance. The Court is sympathetic to

the emotional nature of the parties’ disagreement over the late-Ms. DeBoard’s

headstone. Nevertheless, the time for negotiating the terms of the settlement has

passed and compliance with the Settlement Agreement is mandatory. Ms. DeBoard

is cautioned that further noncompliance with court orders will not be met with such

restraint.

Accordingly, Ms. Gray’s Motion for an Order of Contempt is DENIED.

V. CONCLUSION

For the reasons set forth above, the Court adjudges the following on Ms.

Gray’s Combined Motion (ECF No. 145):

• The Motion to Enforce the Settlement Agreement is GRANTED.

• Sheila DeBoard is hereby ORDERED to purchase the single headstone

with engraving selected by Harley Gray for installation at Shelly

DeBoard’s gravesite. Sheila DeBoard is further ORDERED to act within

FOURTEEN DAYS of the date of this Opinion and Order.

• The Motion for an Award of Attorney’s Fee is GRANTED.

• Harley Gray is ORDERD to submit evidence of her attorney’s fees

incurred in the filing of the instant motion within SEVEN DAYS of this

Opinion and Order.

• The Motion for an Order of Contempt is DENIED.

IT IS SO ORDERED.

/s/ Sarah D. Morrison

SARAH D. MORRISON

UNITED STATES DISTRICT JUDGE