Breach of contract; AFT MI v. Michigan; Latent ambiguity; Shay v. Aldrich; Negligence; Composto v. Albrecht; Duty; Seldon v. Suburban Mobility Auth. for Reg’l Transp.; Nonperformance of a contractual obligation; Fultz v. Union-Commerce Assoc.

The court held that plaintiff received the benefit of his bargain with defendants (PH Transfer Company and its employee, Carpenter) thus, the trial court did not err when it granted defendants summary disposition as to his breach-of-contract claim. It also did not err when it granted them summary disposition on his negligence claim. Plaintiff contended “the contract required installation of a 5-ton geothermal unit, and defendants installed a 4-ton unit, thereby breaching” their contract. The court noted that “the trial court concluded the contract was ambiguous with respect to whether the notation in the contract to a 5-ton size referred to the NVV048A’s heating or cooling capacity. With reference to extrinsic evidence, [it] found that the parties intended to install a geothermal unit that produced a 5-ton heating capacity, which is, in fact, what defendants installed.” The court detected no error in the trial court’s finding, or in the trial court’s determination that “plaintiff intended to contract for a geothermal unit with a 5-ton heating capacity, and that plaintiff did, in fact, receive that unit.” As to plaintiff’s negligence claim, the court held that under Fultz, “Carpenter’s decision to install a 4-ton unit instead of a 5-ton unit could only give rise to a breach-of-contract claim and not a negligence claim. Because any duty owed by Carpenter regarding the installation of the geothermal unit was not separate and distinct from Carpenter’s contractual duty to install the unit, plaintiff did not have a valid negligence claim.”