United States First Circuit

In a dispute involving a set of contracts between four corporations, summary judgment for defendants is reversed and remanded for entry of summary judgment in favor of plaintiffs and calculation of damages where: 1) proper construction of the Program Agreement and the Insurance Policy does not allow defendant to unilaterally cancel individual insurance policies, and any existing coverage would survive termination of the Program Agreement, as the language of the Agreement is unambiguous; 2) the continuation proviso in the Finance Agreement would be rendered meaningless under defendant's reading, and when general language is in conflict with more specific language, the specific language controls; and 3) plaintiff's claim that defendant breached the implied covenant of good faith and fair dealing fails because under New York law, it is duplicative of a breach of contract claim.

Appellate Information

• Decided 08/26/2009
• Published 08/26/2009

Judges

• TORRUELLA, Circuit Judge., Before TORRUELLA, Circuit Judge, TASHIMA,Senior Circuit Judge, and LIPEZ, Circuit Judge.

Court

• United States First Circuit

Counsel

• For Appellant:
  
• James C. Donnelly, Jr., with whom Michael R. Christy and Mirick, O'Connell, DeMallie & Lougee, LLP, were on brief for appellants.


• For Appellees:
  
• Alan A. Heller, with whom Heller, Horowitz & Feit, P.C., was on brief for appellee Balboa Capital Corporation.