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Earl Dubey & Sons, Inc. v. MacOmb Contracting Corp.

Citations: 296 N.W.2d 582; 97 Mich. App. 553; 29 U.C.C. Rep. Serv. (West) 1676; 1980 Mich. App. LEXIS 2684Docket: Docket 44894

Court: Michigan Court of Appeals; May 20, 1980; Michigan; State Appellate Court

Narrative Opinion Summary

In this case, the plaintiffs, comprising a construction company and its insurer, successfully sought rescission and restitution against a contracting corporation for breach of contract. Following this judgment, a writ of garnishment was served on the State of Michigan, revealing an indebtedness to the contracting corporation. Various intervening defendants, including a surety company and a bank with a security interest, claimed entitlement to these funds. The court initially ordered the funds to be turned over to the plaintiffs, but this was contested by the defendants. Key legal issues involved the priority of claims under the Uniform Commercial Code and the rights of a surety under a general indemnity agreement. The court ultimately reversed its decision, recognizing the bank's perfected security interest as superior to the plaintiffs' lien. Additionally, the applicability of the builders' trust fund act was considered, with the court ruling it inapplicable to public construction projects. The court's decision underscored the importance of the timing of contractual default and the perfecting of security interests in determining the priority of claims to funds held by the state.

Legal Issues Addressed

Builders' Trust Fund Act Applicability

Application: The act was deemed inapplicable to public construction projects, thus negating the defendants' claim under the act.

Reasoning: Defendants' claim regarding the builders' trust fund act (MCL 570.151; MSA 26.331) is rejected, as it applies only to private, not public construction projects.

Effect of Contractual Default on Surety Rights

Application: The determination of the default date was crucial to Travelers' right to claim funds, aligning with the formal acknowledgment of default.

Reasoning: The trial court found that Travelers' obligation as surety arose on August 28, 1978, aligning with the circumstances of Macomb's default.

Priority of Security Interests under the Uniform Commercial Code

Application: Western Bank's security interest in Macomb's property, perfected prior to the plaintiffs' garnishment, was deemed superior under the UCC.

Reasoning: Western Bank's claim to contested funds is prioritized over that of the plaintiffs according to the Uniform Commercial Code (UCC).

Rescission and Restitution for Breach of Contract

Application: The court favored the plaintiffs in a breach of contract claim, which resulted in a judgment for rescission and restitution.

Reasoning: Plaintiffs Earl Dubey. Sons, Inc. and Sentry Insurance Company initiated legal action against Macomb Contracting Corporation for rescission and restitution due to breach of contract, resulting in a judgment favoring the plaintiffs on April 26, 1976, which was affirmed on appeal.

Subrogation Rights of a Surety

Application: Travelers Indemnity Company's subrogation rights were not established before the plaintiffs' garnishment due to lack of expenses incurred prior to the writ.

Reasoning: No expenses were incurred before July 31, 1978, undermining Travelers' subrogation argument, as rights accrue upon payment.