5,510 people follow this. at ¶ 9.). (Id. The language of the amendment does not specifically state that this result was desired or intended, and, in the absence of such a clear statement of the parties' intent, we find that the parties' agreement is ambiguous in this particular respect. In this regard, Winecup's position is straightforward: The Amendment provides that "[n]otwithstanding anything to the contrary in the [October] Agreement, the Earnest Money, as increased by the Additional Earnest Money, shall be nonrefundable under all circumstances other than a default by Seller." It also appears that the denial was not based on an assessment of the materials the parties had produced in connection with that motion, which materials may also be considered by the district court on remand. Indeed, such a reading of Section 6 is entirely inconsistent with Section 14, which expressly permits Winecup to elect not to restore the Property following a casualty event causing material damage. Nearly 10,000 head of beef cattle are rotated throughout 30 pastures amongst a checkerboard pattern of private and public ownership. 503 check-ins. The district court granted the motion for judgment on the pleadings, thus denying the motion for summary judgment without considering the merits of that motion; it also found that neither party was entitled to an award of attorneys' fees. ", Winecup's counsel replied one week later. A court must grant summary judgment when "the movant shows that there is no genuine dispute as to any material fact and the movant is entitled to judgment as a matter of law." Not in Fireman’s case. Therefore, if Winecup had, for example, refused to resolve the claims of Union Pacific that arose from the flood, that action may well have constituted a breach or anticipatory breach of the Agreement. Gordon Ranch filed a motion for judgment on the pleadings; Winecup Gamble filed its motion for summary judgment. (October Agreement, ECF No. ... One of Ellison Ranching Company’s spreads, the Spanish Ranch, reportedly encompass 76,000 acres. 36-3 ("Given the damage to the Property and the Seller's inability to even assess the full damage for months, my client has the right to terminate . In its reply, Winecup argued that it had no contractual obligation to repair any damage to the Property, and thus did not breach the Agreement by indicating it may opt not to make certain repairs. The option to terminate the Agreement and get a refund under Section 14 is not generally available to Gordon Ranch, except in the case where Winecup first opts not to restore the Property. The Winecup Gamble Ranch is a working cattle ranch in northeast Nevada. On The Road To The WineCup Gamble Ranch (Part 1) July 26, 2017. IT IS HEREBY ORDERED that Gordon Ranch's Motion for Judgment on the Pleadings (ECF Nos. The Winecup Gamble Ranch is located in the northeast corner of Nevada. J., ECF No. Sprawling across nearly a mi... See More. See Matsushita Elec. Judgment was entered accordingly. ), aff'd, 672 F. App'x 698 (9th Cir. The Nevada Supreme Court has stated that "[c]ontract interpretation strives to discern and give effect to the parties' intended meaning." On a sunny early summer day, James Rogers stood next to a projector screen in the Winecup-Gamble Ranch’s horse barn to present his objectives for the northeastern Nevada ranch. . Contact Winecup Gamble Ranch on Messenger . First, the October Agreement provides that the foregoing warranty was "true and correct on the date hereof, will be true and correct as of the date of Close of Escrow, and shall survive the Close of Escrow for two years." The generic term "the Agreement" will be used to refer collectively to the October Agreement and the Amendment. Winecup Gamble Ranch. R. Civ. Here, it is the Court's task to discern, based on the language of the Agreement, whether the parties intended for Section 2 of the Amendment to alter the risk-of-loss provisions in Section 14 of the October Agreement. ), Following the flooding, Winecup indicated that it may not replace or repair certain destroyed portions of the Property, and may not rebuild certain infrastructure, including 21 Mile Dam. Now pending before the Court are a Motion for Summary Judgment, (Mot. 17-16879 (9th Cir. Elec. See Taylor v. List, 880 F.2d 1040, 1045 (9th Cir. Rogers is the manager charged with overseeing Winecup-Gamble’s nearly one million acres of intermingled private and public land. A million-acre legacy Young ranch hands move cattle on Winecup-Gamble Ranch, where managing a million acres in northeastern Nevada for both people and wildlife is a family affair. Kress & Co., 398 U.S. 144 (1970). Winecup cowboss Sam Lossing reeling one in. (ECF Nos. at ¶ 6(d)), (2) in the event Winecup were unwilling or unable to cure Gordon Ranch's objections to any matter disclosed by the title commitment provided by the title company (Id. The Amendment further provided: "Notwithstanding anything to the contrary in the [October] Agreement, the Earnest Money, as increased by the Additional Earnest Money, shall be nonrefundable under all circumstances other than a default by Seller." The amended agreement is certainly not susceptible only to the interpretation adopted by the district court, regarding whether the amendment sought to change or modify the detailed risk-of-loss scheme detailed in the terms of the parties' original agreement. The Court agrees as well. In addition to Thousand Springs Creek, which winds its way some 75 miles through the ranch, the Winecup Gamble is blessed with 8 additional live creeks, 2 reservoirs, 43 ponds, and 49 springs. The evidence of the nonmovant is "to be believed, and all justifiable inferences are to be drawn in his favor." The ranch is blessed with an abundance of pristine water in the form of hundreds of natural springs, multiple creeks and two large reservoirs. Gordon Ranch attempted to purchase real property located in northern Nevada from Winecup Gamble in 2016. First, under the October Agreement, Winecup bore the risk of loss prior to the close of escrow, and the Amendment did not address nor expressly purport to reapportion the risk of loss. In contrast to Section 8, termination under Section 14 does not require notice and an opportunity to cure, and does not permit Gordon Ranch to recoup its reasonable, actual out-of-pocket expenses in connection with the Agreement. Single individual is preferred due to available housing. Margrave, 878 P.2d at 293; see Bielar v. Washoe Health Sys., Inc., 306 P.3d 360, 364 (Nev. 2013) ("[E]very word [in a contract] must be given effect if at all possible.") 1 at 62. Both parties appeal. Again, this was not a breach, precisely for the reasons given in Winecup's response to Gordon Ranch's motion. On December 21, 2016, the parties entered into an Amendment, modifying the October Agreement. Of course, most pertinent to this case are the risk-of-loss provisions of Section 14: The parties agree that Section 14 is clear and unambiguous and that the Court can summarily determine and give effect to its plain meaning. "Generally, a district court may not consider any material beyond the pleadings in ruling on a Rule 12(b)(6) motion. Section 14 of the October Agreement contains a "contrary" provision, stating that Gordon Ranch may terminate the Agreement and get its earnest money back should Winecup elect not to restore the Property after a casualty event. First, Winecup's refusal to repair the flood damage was not a breach under Section 14 of the October Agreement. ." On February 8, 2017, severe flooding on the Property caused an earthen dam (commonly known as "21 Mile Dam") to fail, and Gordon Ranch alleges the floodwaters damaged a material part of the Property. On February 24, counsel for Gordon Ranch sent a letter to Winecup stating its position that Winecup bore the risk of loss and requesting an itemization and description of the damage and cost of repair. R. Civ. Celotex Corp. v. Catrett, 477 U.S. 317, 323-24 (1986). But if the evidence of the nonmoving party is merely colorable or is not significantly probative, summary judgment may be granted. Must be able to shoe own horses. Hal Roach Studios, 896 F.2d at 1555 n. 19 (citation omitted). James Rogers has managed the Winecup Gamble Ranch located in extreme northeast Nevada the past five years. Margrave v. Dermody Prop., 878 P.2d 291, 293 (Nev. 1994) (per curiam); see LK Comstock & Co. v. United Eng. All Winecup Gamble Ranch visitor rules must be escorted while on private property. In determining summary judgment, a court uses a burden-shifting scheme. Under the October Agreement, Gordon Ranch was to purchase the Property from Winecup, and the sale was to close on January 12, 2017. GORDON RANCH LP, Defendant-Appellee. Contact Winecup Gamble Ranch on Messenger . WINECUP GAMBLE, INC. V. GORDON RANCH LP, No. Therefore, the Amendment modified Section 14 so that Gordon Ranch retained the right to terminate the Agreement, but would forfeit the earnest money by doing so. .").). However, it would be entitled to Winecup's insurance proceeds, if any, based on the casualty event. ROBERT C. JONES United States District Judge, This is a consolidated action for declaratory relief arising from a contract for the sale of real property. Get Directions (775) 472-8000. That changed in 1993 when Paul Fireman assumed the reins of the Winecup Gamble Ranch. This site was designed with the .com. Here, there was no such release; the earnest money remained in escrow. Agency, 261 F.3d 912, 925 (9th Cir. Thus, the warranty was never breached. 1 Winecup Rd (1,930.56 mi) Montello, NV 89835. Winecup merely argues that Gordon Ranch's conditional option to terminate the Agreement with a refund, became a conditional option to terminate without a refund. The earnest money required by the October Agreement was amended to $5 million. Like unique and one-of-a-kind, the term visionary is misapplied all too often. Page … Click on the case name to see the full text of the citing case. "For purposes of the motion, the allegations of the non-moving party must be accepted as true, while the allegations of the moving party which have been denied are assumed to be false." Once a prevailing party has been determined, that party should be allowed to request or move for an award of reasonable attorneys' fees, as such an award is available to the prevailing party under the plain terms of the agreement. But the Winecup Gamble ranch (once owned by actor Jimmy Stewart) reportedly encompasses 247,500 acres. 08/17/2020 . J., ECF No. See Hal Roach Studios Inc. v. Richard Feiner and Co., 896 F.2d 1542, 1550 (9th Cir. 09/25/2020 . The Ranch owns extraordinary water rights for 2,500 acres of productive irrigated crop land and 8,750 acres of strong irrigated and sub-irrigated pasture plus plenty of stock water rights – totaling an astounding 46,600 acre-feet of water in a closed basin. The waiver of Section 6 is unqualified and unequivocal. See Dworkin v. Hustler Magazine, Inc., 867 F.2d 1188, 1192 (9th Cir. 35, 45) are GRANTED. Moreover, Winecup did not default under Section 10 because it was not provided notice and an opportunity to cure the alleged breach of warranty as required by Paragraph 8(a) of the October Agreement. The district court's attorneys' fees decision is moot and is vacated as well. The Winecup Gamble Ranch is currently carrying about 9,080 head of mature cattle exclusive of the 2016 calf crop. 5,551 people follow this. Before confirming, please ensure that you have thoroughly read and verified the judgment. However, following a casualty event, Winecup may elect not to restore the Property to its pre-casualty condition. Each party shall bear its own fees and expenses related to the litigation of this matter. Accordingly, in executing the Amendment, Gordon Ranch voluntarily abandoned its right to back out of the purchase based on a failure of any of the conditions precedent listed in Section 6. Lastly, the risk-of-loss scheme established by Section 14, with its internal logic, strongly militates against a finding that those provisions could be modified by anything less than an explicit reference. While the ranch has 247,000 deeded acres, Rogers … As … Citations are also linked in the body of the Featured Case. Interact directly with CaseMine users looking for advocates in your area of specialization. Creating a unique profile web page containing interviews, posts, articles, as well as the cases you have appeared in, greatly enhances your digital presence on search engines such Google and Bing, resulting in increased client interest. In fact, it is clear that the only circumstance permitting Winecup to keep the earnest money following a termination was a breach of the October Agreement by Gordon Ranch. 4 years ago. & Constructors Inc., 880 F.2d 219, 221 (9th Cir. Similarly, "documents whose contents are alleged in a complaint and whose authenticity no party questions, but which are not physically attached to the pleading, may be considered in ruling on a Rule 12(b)(6) motion to dismiss" without converting the motion to dismiss into a motion for summary judgment. As explained above, however, Winecup did not breach the Agreement. All Winecup Gamble Ranch will assume no injury or liability. Here there is a contract which expressly and unambiguously delineates the parties' rights and obligations in the event of any loss, damage, or liability to third parties. Instead, the opposition must go beyond the assertions and allegations of the pleadings and set forth specific facts by producing competent evidence that shows a genuine issue for trial. Horton of Gordon Ranch and informed him that, notwithstanding their attorneys' discussions regarding the flood damage, Winecup intended to proceed with closing on April 15. If that contingency were to arise—i.e., if Winecup chose not to restore the Property—Gordon Ranch had two options: broadly speaking, to go through with the purchase or terminate the Agreement. Fed. Ins. Listed below are those cases in which this Featured Case is cited. One such condition provides that "Buyer's obligation to close the purchase of the Property is expressly conditioned upon there having been no material adverse change in the physical condition of the Property following the issuance of Buyer's Notice to Proceed (as defined in Subparagraph 6(d))." Listed below are the cases that are cited in this Featured Case. Please log in or sign up for a free trial to access this feature. 36-2.) Therefore, the Court finds that in executing the Amendment, it was not the parties' intent to modify the risk-of-loss provisions of Section 14 of the October Agreement. Here, following the flood, Winecup indicated to Gordon Ranch that it may elect not to repair the flood damage or rebuild certain lost infrastructure on the Property. United States Court of Appeals, Ninth Circuit. The cowherd numbers about 7,000. Moreover, "a court should not interpret a contract so as to make meaningless its provisions." website … at ¶ 36.) The Winecup Gamble Ranch is a working cattle ranch in northeast Nevada. Hal Roach Studios, Inc. v. Richard Feiner and Co., 896 F.2d 1542, 1550 (9th Cir. 36-1.) 5,433 people follow this. Accordingly, this dispute would perhaps be more easily resolved if there had been breach. 36-2.) If the moving party fails to meet its initial burden, summary judgment must be denied and the court need not consider the nonmoving party's evidence. Second, the specific risk-of-loss provisions of Section 14 must be given precedence over the broad, general terms of the Amendment. Brittney Anne Lossing . Winecup Gamble Ranch. www.winecupgambleranch.com. This is a cowboy crew job/ Straight riding job. Overall, the Amendment lacks clear indicia of an intent that the earnest money would become truly non-refundable. 36, 37). 1 Winecup Rd (471.31 mi) Montello, NV 89835. www.winecupgambleranch.com. Must be able to rope. Citation. See Ringle v. Bruton, 86 P.3d 1032, 1037 (Nev. 2004) (holding that parol evidence may be considered to resolve ambiguity and determine the parties' intent). She's camera shy. T.W. Gordon Ranch proposes a strained reading of this part of the Amendment, contending that it waived certain of the conditions precedent in Section 6 but not all of them. (March 2, 2017 Letter, ECF No. 1 After the sale fell through, both parties filed suit, arguing that they were entitled to Gordon Ranch's earnest money deposit pursuant to the terms of the parties' purchase and sale agreement, as amended by the parties in December 2016. Id. The parties shall bear their own costs on appeal. 2:10-cv-02169, 2013 WL 6118622, at *2 (D. Nev. Nov. 20, 2013) (Gordon, J. Rather, the parties merely disagreed on the correct reading of the contract and wished to submit their dispute to a court for an authoritative interpretation. 36-3.) A dispute as to a material fact is genuine if there is sufficient evidence for a reasonable jury to return a verdict for the nonmoving party. Sprawling across nearly a mi... See More. "Judgment on the pleadings is proper when the moving party clearly establishes on the face of the pleadings that no material issue of fact remains to be resolved and that it is entitled to judgment as a matter of law." This offering represents a rare opportunity to own one of the most historic large-scale ranches available in the Nation today – it is a solid and profitable way to expand or make a grand entrance into an admired and important industry. / / /. And given that the alleged material adverse change was caused by a casualty event, both parties' rights and options are plainly spelled out in Section 14. www.winecupgambleranch.com. Neither party can say that casualty risk was specifically contemplated by the Amendment, and there could be many reasons on both sides for executing the Amendment, other than reapportioning risk. Restatement (Second) of Contracts § 203(c) (1981); see also Campbell v. Nevada Prop. If you searching to test Where To Gamble On Sports And Winecup Gamble Ranch Lawsuit price. The cases linked on your profile facilitate Casemine's artificial intelligence engine in recommending you to potential clients who might be interested in availing your services for similar matters. Brokerage Co. v. Darden Rests., Inc., 213 F.3d 474, 480 (9th Cir. at §§ 2, 3.). (See March 2, 2017 Letter 2, ECF No. Bielar v. Washoe Health Sys., Inc., 306 P.3d 360, 364 (Nev. 2013). Under Nevada law, the question of "[w]hether or not a document is ambiguous is a question of law for the court." However, the Court finds that neither party defaulted with respect to any material obligation in the Agreement. Get 1 point on adding a valid citation to this judgment. P. 12(c). Property Name: Winecup Gamble Inc Hunt Group:075 Species: Elk No warranty is made by the Nevada Department of Wildlife as2 to the accuracy, reliability, or completeness of the data for individual use or aggregate use with other data. 1989) (reviewing the district court's interpretation of a contract de novo).2 "A contract is ambiguous if it is reasonably susceptible to more than one interpretation." Get 2 points on providing a valid reason for the above 1 Winecup Rd (1,930.56 mi) Montello, NV 89835. Winecup informed Gordon Ranch that it would "proceed in its ranch operations and future sale efforts without further obligation to [Gordon Ranch]," and demanded that Gordon Ranch immediately instruct the title company to release the earnest money to Winecup. Section 6 is merely a collection of conditions precedent, the failure of which would excuse Gordon Ranch's non-performance. Co. v. Zenith Radio Corp., 475 U.S. 574, 586 (1986). The introductory language of Section 6 reads: "Buyer's obligation to consummate the transaction contemplated hereby or to fulfill its obligations under this Agreement is subject to satisfaction of the following conditions precedent (which Buyer may elect to waive, in whole or in part, in its sole discretion) . 36-2.) from Aerial Imaging Productions PRO . ), Both parties now move for judgment as a matter of law regarding which of them is entitled to the $5 million that sits in escrow. About See All. Click the citation to see the full text of the cited case. / / / / / / / / / / / / / / / / / / / / / / / / / / / / / /. * Enter a valid Journal (must Otherwise, if the district court considers materials outside of the pleadings, the motion to dismiss is converted into a motion for summary judgment. . United States Court of Appeals, Ninth Circuit.https://leagle.com/images/logo.png. 8-10, ECF No. Community See All. For example, Gordon Ranch could terminate the October Agreement and get a refund of the earnest money (1) at any time prior to Gordon Ranch's issuance of a Notice to Proceed (Id. (3:17-cv-157 March 9 Letter 3, ECF No. See Arpin v. Santa Clara Valley Transp. 1986). Mack v. S. Bay Beer Distribs., Inc., 798 F.2d 1279, 1282 (9th Cir. Contact Winecup Gamble Ranch on Messenger . (Id. (Id. v. change. Fed. Second, Gordon Ranch asserts that Winecup defaulted under Paragraph 6(c) of the October Agreement by refusing to deliver the Property free of all material adverse changes. In reality, Gordon Ranch's termination of the Agreement arose under Section 14, not Section 10. The Winecup Gamble is a member of the Stewardship Alliance of Northeast Elko (SANE). 2. (Resp. ), On March 9, 2017, the same day of its written response to Gordon Ranch's notice of default, Winecup filed a declaratory relief action in the Fourth Judicial District Court of Nevada, Elko County. Reading the parties' agreement as a whole, it is reasonably susceptible to more than one interpretation. See Adickes v. S.H. It cannot be said that Winecup violated the Agreement merely by exercising its right not to restore the Property—a right expressly granted by the Agreement. The remaining layers concern the rights and obligations of the parties in the event of a loss or damage to the Property. . Community See All. at ¶ 2.) On February 28, Clay Worden, representative of Winecup, emailed D.R. 1. Please reload. Next, Gordon Ranch asserts that Winecup defaulted when Union Pacific raised its claims of liability based on the flood damage, because Winecup had previously provided a warranty—in Paragraph 10(a) of the October Agreement—that there were no "claims, actions, suits, condemnation actions or other proceedings pending or threatened by any entity against Seller or the Property." As a basic rule of contract interpretation, "specific terms and exact terms are given greater weight than general language." IT IS FURTHER ORDERED that Winecup's Motion for Summary Judgment (ECF No. The relevant documents have already been filed under seal, and no further action is required of the Clerk of the Court. Gordon Ranch's Section 6 argument also fails because, even without the waiver, a material adverse change in the Property does not equate to a breach by Winecup. Winecup Gamble Ranch; Cattle ranch located in Northeastern Nevada, where our goal is to provide a healthy and wholesome beef product to the market and consumer. In contrast, when the nonmoving party bears the burden of proving the claim or defense, the moving party can meet its burden in two ways: (1) by presenting evidence to negate an essential element of the nonmoving party's case; or (2) by demonstrating that the nonmoving party failed to make a showing sufficient to establish an element essential to that party's case on which that party will bear the burden of proof at trial. Further, NRS 113.040(a), which contains Nevada's default risk-of-loss rules and which Gordon Ranch relies on for support, has no relevance to this dispute. at ¶ 39.) at ¶ 37. at ¶ 2.) NOGA and Gun World & … In such a case, the risk of loss is placed squarely on the shoulders of Winecup: "[A]ll liability to third persons until Close of Escrow shall be borne by Seller and subsequent to Close of Escrow shall be borne by Buyer." Some of my best friends never say a word to me. The district court based its decision on the fact that the terms of the parties' agreement, as amended, were clear and unambiguous on the critical question of whether the amendment was intended to shift or modify the risk-of-loss scheme. Pursuant to the Agreement, Gordon Ranch placed a total of $5 million in escrow as earnest money, in anticipation of a closing date "on or before April 15, 2017." (Amendment, ECF No. 1994). 2000) (citation and internal quotation marks omitted). 1989). Once you create your profile, you will be able to: Claim the judgments where you have appeared by linking them directly to your profile and maintain a record of your body of work. If Gordon Ranch opted to complete the purchase, it would not receive an abatement of the purchase price. On May 23, the Court consolidated the two cases under the above-entitled action. Such a dramatic revision of the risk-of-loss scheme is not supported by the broad, scattershot language of the Amendment. 1990).3. 1987). Section 6 does not impose any affirmative obligation on Winecup to prevent material adverse changes from occurring, or to cure material adverse changes prior to closing. (Order, ECF No. Notably, a seller in Winecup's shoes, faced with a buyer's request to postpone the closing date, might typically bargain for an increase of the earnest money, as well as a contemporaneous agreement that the earnest money be immediately released to the seller, in exchange for the extension. Gordon Ranch had placed $5 million of earnest money in escrow in anticipation of an April 2017 closing date, but then terminated the Agreement following severe flooding on the Property in February 2017. We use water from these sources to efficiently irrigate over 11,000 acres to produce quality forage for our livestock.
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