Gonzales v. Shotgun Creek Las Vegas

Summarized by Barouir Yeretzian , Cushman & Wakefield
11 years 10 months ago

Citation:

Gonzales v. Shotgun Creek Las Vegas, et al., Nos.: 12-16302 & 13-16015 (9th Cir. Jun. 4, 2014)

Tag(s):

Ruling:

The Ninth Circuit affirmed the decision of Judge Robert C. Jones from the District Court for the District of Nevada that: (1) the parties to a settlement agreement did not intend for a parcel transfer fee to constitute a lien on property; (2) the transfer, and eventual exercise, of an option from one party to another did not give rise to an obligation to pay a parcel transfer fee; and (3) plaintiff-appellant's motion for a preliminary injunction was denied because he failed to show a likelihood of irreparable harm.

Procedural context:

Appeal from U.S. District Court for the District of Nevada.

Facts:

Parties entered into an agreement expressly providing that the parcel transfer fee was neither a mortgage, deed of trust, or other lien on the parcel. Additionally, the agreement provided that the obligation to pay a parcel transfer free arose only upon the occurrence of a parcel transfer, which was defined as either: (1) the conveyance of any legal or beneficial interest in the entity that owns the parcel; or (2) the conveyance of any of the parcel, other than: (a) the parcel mortgage; or (b) conveyances of purchases for easements or to realign property lines, or condemnations involving less than 5% of the parcel's land area. The Panel noted that, under Nevada law, a lien can only arise out of a contract if the contract clearly indicates the parties' intent to create the lien. Because the agreement expressly stated that the parcel transfer fee was not a lien, the Panel affirmed the district court's holding that parties did not intend for the parcel transfer fee to be a lien. The Panel also affirmed the district court's holding that the conveyance of an option relating to the parcel from one party to another, and the eventual exercise of that option, did not constitute a parcel transfer that would give rise to the payment of the parcel transfer fee. The Panel noted that the options transactions (both the conveyance and exercise of the option) did not constitute a conveyance of any legal or beneficial interest of an entity that owns the parcel. Finally, the Panel affirmed the district court's decision denying plaintiff-appellant's motion for a preliminary injunction. The Panel noted that his claim was based on the options transactions triggering the parcel transfer fee, which, as described above, was not an event triggering payment of the parcel transfer fee. Thus, the Panel concluded he had not shown a likelihood of irreparable harm or a likelihood of success on the merits of his claim.

Judge(s):

Judge Mary M. Schroeder, U.S. Court of Appeals for the Ninth Circuit; Judge Consuleo Maria Callahan, U.S. Court of Appeals for the Ninth Circuit; Robert W. Pratt, U.S. District Court for the Southern District of Iowa, sitting by designation.

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