Breach of contract; Condition precedent; Duty to perform the contract in a skillful & workmanlike manner; Reasonableness; Account-stated claim; MCL 600.2145; Motion for relief from judgment; Fraud on the court; MCR 2.612(C)(1)(c); Usurious late fees

The court held that the trial court properly granted plaintiff summary disposition on plaintiff’s breach of contract and account-stated claims. It rejected defendant’s arguments that it was entitled to relief from judgment based on fraud on the court and that the trial court awarded usurious late fees under the parties’ contract. Defendant engaged plaintiff to provide information technology (IT) services for its business. The “parties’ relationship soured after defendant refused to pay plaintiff for certain outstanding invoices.” On appeal, defendant argued “(1) there was a question of fact whether plaintiff satisfied the implied condition precedent of the contract to perform services in a skillful and workmanlike manner thereby triggering defendant’s duty to pay for those services and (2) there was a question of fact whether ‘the hours expended and amount bill[ed]’ by plaintiff were reasonable.” The court found that neither argument warranted relief. Defendant’s first argument was based on a mistaken premise. “Because the duty to perform the contract in a skillful and workmanlike manner was not a condition precedent of the contract, plaintiff was not required to prove that it performed its services in a skillful and workmanlike manner in order to recover on its breach-of-contract claim.” Defendant’s claims “about the ‘excessive’ hours worked and billed by plaintiff” were not relevant to the breach-of-contract claim. “Defendant contracted with plaintiff to pay plaintiff for the hours that plaintiff worked completing IT services for defendant. Plaintiff reported the hours that it worked to defendant, and pursuant to the parties’ contract, defendant then had to pay plaintiff for its time.” Defendant did not assert that “plaintiff engaged in some type of fraud such that plaintiff did not actually work the hours for which it requested payment.” Instead, defendant only claimed “plaintiff should have charged less for the jobs it completed.” This was not a defense to defendant’s contractual obligations “to pay plaintiff for the time plaintiff actually spent completing IT services for defendant.” As to the account-stated claim, plaintiff “complied with the procedure in MCL 600.2145, and defendant failed to do the same, so plaintiff established a prima facie case that defendant owed the amount stated in plaintiff’s bill to defendant.” Affirmed.