GeoMetWatch v. Utah State University
GeoMetWatch v. Utah State University, 2023 UT App 124 (Harris, J.)
GeoMetWatch (GMW) sued Utah State University (USU) for breach of a shareholder agreement that USU never signed. GMW argued that USU manifested its assent to the shareholder agreement by its actions. The district court granted USU’s motion for summary judgment. The Utah Court of Appeals affirmed, holding:
- The district court did not err because no reasonable factfinder could conclude that USU assented to the specific terms of the shareholder agreement.
- Practice tip: GMW weakened its argument by failing to depose its own previous attorney and other witnesses who likely had information about whether USU assented to the shareholder agreement.
- Practice tip: It is much harder to make a credible argument for additional discovery if the fact discovery period has expired and the requested discovery concerns a topic long known to be relevant.
- Preservation tip: Practitioners who object to opposing counsel’s invocation of attorney-client privilege during a deposition must litigate the claim in the district court to preserve it for appeal.