Reybold Venture Group VII, LLC v. ODA Architecture, PLLC

SUPERIOR COURT
OF THE
STATE OF DELAWARE
VIVIAN L. MEDINILLA LEONARD L. WILLIAMS JUSTICE CENTER
JUDGE 500 NORTH KING STREET, SUITE 10400
WILMINGTON, DE 19801-3733
TELEPHONE (302) 255-0626
Submitted: September 11, 2024
Decided: November 22, 2024
Jeffrey M. Weiner, Esquire Joseph J. Bellew, Esquire
Law Offices of Jeffrey M. Weiner Joseph E. Brenner, Esquire
1332 King Street Gordon Rees Scully
Wilmington, DE 19801 Mansukhani, LLP
824 N. Market Street, Suite 220
Wilmington, DE 19801
Eric Scott Thompson, Esquire
Franklin & Prokopik
800 Creek View Road, Suite 300
Newark, DE 19711
Re: Reybold Venture Group VII, LLC and Reybold Construction
Group, LLC v. ODA Architecture, PLLC, Overcash Demmitt
Architects, PLLC, and Wave Engineering, PLLC
C.A. No.: N22C-05-012 VLM
Dear Counsel:
On September 11, 2024, the Court held a remote hearing on Plaintiffs’ Motion
for Partial Summary Judgment. For the reasons stated below, Plaintiffs’ Motion is
DENIED.
Factual and Procedural Background1
This case arises from a dispute over the design and implementation of an
HVAC system in a lifestyle storage facility. On May 23, 2017, Plaintiff Reybold
Venture Group VII, LLC (“RVG”) and Defendant ODA Architecture, PLLC
(“ODA”) entered into a contract for engineering and architectural services for RVG’s
Lifestyle Storage Facility (‘LSF”) project.2 Three months later, ODA subsequently
subcontracted with Defendant Wave Engineering, PLLC (“Wave”) on August 13,
2017, for mechanical, electrical, and plumbing engineering services for the same
LSF project.3 Defendants proceeded and prepared plans necessary for the
construction of the LSF project.4 Wave commenced its project design in October
2017 to the point of issuing permit drawings.5 The project then sat dormant for
1
Unless otherwise noted, this Court’s recitation is drawn from Plaintiff’s Amended Complaint
(hereafter “Am. Compl.”) and all documents the parties incorporated by reference. D.I. 3.
2
Id. at 3; D.I. 7 at 1 (hereinafter “Def. ODA’s Answer”).
3
Def. ODA’s Answer at 2.
4
Am. Compl. at 3.
5
D.I. 118 at 16 (hereinafter “Pls.’ Mot. for Partial Summ. J. Opening Br.”).
2
nearly two years.6 Thereafter, building permits were issued in August 2019,7 and
Certificates of Occupancy were issued in July 2021.8
Upon occupancy, RVG experienced inadequate HVAC system performance
issues and elevated humidity.9 RVG retained McHugh Engineering Associates
(“McHugh”) to review the HVAC system.10 On February 10, 2022, McHugh issued
a report finding that Wave had oversized the HVAC equipment, which is
manufactured by Trane,11 that likely caused operational issues and lack of humidity
control.12
On June 23, 2022, Plaintiffs filed an Amended Complaint alleging Breach of
Contract (Count I) and Professional Negligence (Count II) against Defendants.13 On
April 18, 2024, Plaintiffs filed a Motion for Partial Summary Judgment as to
6
Id.
7
During the construction of the HVAC system, Plaintiffs’ HVAC contractor, East Coast Plumbing
& HVAC, Inc. (“East Coast”), prepared submissions of 4 Split System with Electric heat based
upon the equipment produced by Trane, allegedly based on Wave’s M-101 drawing. On October
22, 2019, an engineer of Wave reviewed these submissions and acknowledged that each had been
reviewed as noted for “general compliance with the intent of the Contract documents.” See id.
8
Am. Compl. at 3.
9
See Pls.’ Mot. for Partial Summ. J. Opening Br. at 5.
10
Am. Compl. at 3.
11
The report found that Wave had oversized the HVAC equipment by including an additional 1
watt/sq ft load (29.2 tons) that McHugh could not verify the origin of. See Pls.’ Mot. for Partial
Summ. J. Opening Br., at 5.
12
See id. at 6.
13
Am. Compl.
3
Liability against Defendants Wave and ODA.14 Wave oppose,15 with ODA joining.16
Arguments were heard on September 11, 2024. The matter is ripe for review.
Standard of Review
The burden of proof on a motion for summary judgment under Superior Court
Civil Rule 56 falls on the moving party to demonstrate that “there is no genuine issue
as to any material fact and that the moving party is entitled to judgment as a matter
of law.”17 If the moving party satisfies its initial burden, the non-moving party must
sufficiently establish the “existence of one or more genuine issues of material
fact.”18 Summary judgment will not be granted if there is a material fact in dispute
or if “it seems desirable to inquire thoroughly into [the facts] in order to clarify the
application of the law to the circumstances.”19 “All facts and reasonable inferences
must be considered in a light most favorable to the non-moving party.”20
14
D.I. 114 (hereinafter “Pls.’ Mot. for Partial Summ. J.”).
15
D.I. 120 (hereinafter “Def. Wave’s Answer to Pls.’ Mot. for Partial Summ. J.).
16
D.I. 121.
17
Super. Ct. Civ. R. 56(c).
18
Quality Elec. Co., Inc. v. E. States Const. Serv., Inc., 663 A.2d 488, 1995 WL 379125, at *3–4
(Del. 1995); see also Moore v. Sizemore, 405 A.2d 679, 681 (Del. 1979).
19
Ebersole v. Lowengrub, 180 A.2d 467, 469–70 (Del. 1962). See also CNH Indus. Am. LLC v.
Am. Cas. Co. of Reading, 2015 WL 3863225, at *1 (Del. Super. June 8, 2015).
20
Nutt v. A.C. & S. Co., Inc., 517 A.2d 690, 692 (Del. Super. 1986) (citing Mechell v. Plamer, 343
A.2d 620, 621 (Del. 1975); Allstate Auto Leasing Co. v. Caldwell, 394 A.2d 748, 752 (Del. Super.
1978)).
4
Discussion
The elements of a breach-of-contract claim are “(1) the existence of a
contractual obligation; (2) a breach of that obligation; and (3) damages resulting
from the breach.”21 Plaintiffs seeks partial summary judgment on the issue of
liability for two reasons: that it is undisputed that Wave oversized the HVAC system
in its design,22 and it further failed to notice during its review that Trane had changed
the blower motor size.23 This, they say, establishes liability.
A. Reason for Oversizing of the HVAC System is Question of Fact
Plaintiffs first argue that because it is undisputed that Wave oversized the
HVAC system in its design, the interpretation of the calculation that resulted in the
oversizing establishes liability.24 Wave contests this interpretation, arguing that their
calculations were appropriate for a “permittable set of plans.”25
21
Buck v. Viking Holding Mgmt. Co. LLC, 2021 WL 673459, at *3 (Del. Super. Feb. 22, 2021)
(citing VLIW Tech., LLC v. Hewlett-Packard Co., 840 A.2d 606, 612 (Del. 2003)).
22
Plaintiffs contend that Wave oversized the HVAC system in its design by including an unjustified
additional 1 watt/sq ft load for the entire 72,000 sq ft building, resulting in equipment
approximately 60% larger than required by Code. See Pls.’ Mot. for Partial Summ. J. Opening Br.
at 6.
23
Plaintiffs allege that the change in blower motor size caused shortened HVAC operational run
times, HVAC system short cycling, and elevated humidity levels. See id. at 8.
24
Plaintiffs support this claim with expert analysis from McHugh, which found a minimal
difference of 0.7 tons between their calculations and Wave’s, excluding the additional 1 watt/sq ft.
See id. at 5-10.
25
Def. Wave’s Answer to Pls.’ Mot. for Partial Summ. J. at 6.
5
Although perhaps there are some undisputed facts (ex. the addition of 1
watt/sq ft.), the appropriateness of this calculation in the context of professional
engineering standards remains a genuine issue of material fact. Thus, Wave’s
assertion that decisions based on interpretations/calculations were within acceptable
professional judgment creates a factual dispute that requires further examination by
the factfinder.
B. Change in Blower Motor Size is Question of Fact
Plaintiffs next argue that liability is established as a matter of law regarding
Wave’s failure to notice that Trane had changed the blower motor size.26
Specifically, that documentation shows Wave reviewed the “equipment,”27 and their
responses included “Equipment Reviewed.”28 Plaintiffs argue these undisputed facts
entitle them to summary judgment. Not so.
Wave acknowledges there was a change but contends that the responsibility
for detecting such changes lay with other parties, including the construction
manager, Trane, and the installation contractor.29 Furthermore, Wave maintains that
26
See Pls.’ Mot. for Partial Summ. J. Opening Br. at 11.
27
D.I. 124 at 10 (hereinafter “Pls.’ Reply Br. in Supp. of Mot. for Partial Summ. J.”).
28
Id.
29
See Def. Wave’s Answer to Pls.’ Mot. for Partial Summ. J. at 10-13.
6
their general note disclaiming responsibility for “equipment substitution” absolves
them of liability.30
At the outset, whether the circumstances here fall within the scope of the
disclaimer presents a genuine issue of material fact. The interpretation of Wave’s
responsibilities under their contract and professional standards—even considering
their own documentation and disclaimers—presents factual questions that cannot be
resolved at this juncture and must also be left to the factfinder. This, coupled with
the allocation of responsibility of detecting equipment changes that involved other
individual in the project, also precludes summary judgment.31
Conclusion
Viewing in the light most favorable to the non-moving party, genuine issues
of material fact exist as to whether the interplay of various factors, including design
decisions, equipment changes, and installation practices contributed to the claimed
inefficiencies alleged. Therefore, Plaintiffs’ Motion for Partial Summary Judgment
is DENIED.
Sincerely,
/s/Vivian L. Medinilla
Vivian L. Medinilla
Judge
30
The general note also disclaims responsibility for “quantities or counts.” See Def. Wave’s
Answer to Pls.’ Mot. for Partial Summ. J. at 4-5.
31
Wave has raised questions about other potential factors affecting system performance, including
references to a “Green Roof” and the involvement of other contractors in the equipment selection
and installation process. See id. at 2.
7