Court of Appeals of Ohio, Fourth District, Pickaway
Richard T. Ricketts, Ricketts Co., LPA, Pickerington, Ohio,
Victoria A. Flinn and Sue W. Yount, Bricker & Eckler LLP,
Columbus, Ohio, for appellees.
DECISION AND JUDGMENT ENTRY
1} Plaintiff-appellant, Michael Struckman
("Struckman"), appeals the judgment of the Pickaway
County Common Pleas Court dismissing his action against
defendants-appellees (collectively "Teays Valley")
for breach of the parties' 2004 real estate purchase
contract. In 2004, Struckman agreed to sell nearly 70 acres
of property to Teays Valley. Struckman filed the complaint
against Teays Valley alleging that Teays Valley violated the
parties' purchase contract by failing to abide by the
representation that they would use the property for a site to
build a new school. In response, Teays Valley filed a motion
to dismiss the complaint pursuant to Civ.R. 12(B)(6). The
trial court granted the motion.
2} On appeal, Struckman presents two assignments of error. In
both assignments of error, Struckman contends that the trial
court erred by dismissing his complaint pursuant to Civ.R.
12(B)(6). Struckman contends that he agreed to sell the
property to Teays Valley below market value based on the
material representations that the property would be used for
a "School Site" and that he would have a right to
continue to farm the property until such time that a school
was developed on the property. However, a specific provision
that Teays Valley must use the property to build a school is
not contained in the parties' purchase contract. The
purchase contract does contain a provision that allowed
Struckman to continue farming the property until Teays Valley
began construction on the property or occupied a portion of
the property "in connection with its intended use
3} Struckman argues that the phrase "its intended
use" is ambiguous within the contract and that the
phrase refers to Struckman's alleged representation by
Teays Valley that they would use the property to build a new
school. Struckman argues that since this phrase is ambiguous,
extrinsic evidence should be examined in order for the trial
court to understand the intention of the parties.
4} We do not agree with Struckman. We find that the
parties' purchase contract, specifically the phrase,
"its intended use", to be unambiguous. Because the
phrase is unambiguous, and because the parties' purchase
contract does not contain a provision requiring Teays Valley
to use the property to build a school, Struckman's claims
for breach of contract are usurped by the contract.
Accordingly, the trial court properly dismissed
Struckman's complaint for failure to state a claim upon
which relief may be granted, pursuant to Civ.R. 12(B)(6).
5} For those reasons and the reasons more fully discussed
below, Struckman's assignments of error are overruled.
The judgment of the trial court is affirmed.
Facts and Procedural History
6} In May 2004, Struckman and Teays Valley executed a written
purchase contract ("purchase contract"), wherein
Teays Valley purchased approximately 70 acres of real estate
("the property") from Struckman for $10, 400. The
parties agreed that Struckman would retain his right to farm
the property. Paragraph 23 of the contract, in part, states:
"* * * Furthermore, Seller shall be entitled to without
charge from Buyer continue its Farming Activities on any part
of the Real Estate purchased by Buyer until Buyer commences
construction on any such portion of the Real Estate or
otherwise must occupy said portion of the Real Estate in
connection with its intended use thereof."
7} On July 21, 2015, Robin Halley, the superintendent of the
Teays Valley Local School District, wrote a letter to
Struckman to confirm the school district's intent to
begin occupying the property and that Struckman's farming
rights would terminate at the conclusion of the 2015 farming
season. Halley also stated, "The District's plans
include the construction of a small facility on the site in
conjunction with its occupancy and use of the property for
the District's student FFA organization and other
potential school-related or extracurricular functions."
8} In March 2016, Struckman commenced this action by filing a
complaint against the Board of Education of Teays Valley
Local School District, the members of the school board in
their representative capacity, and the superintendent of the
school, individually and in his representative capacity. In
his complaint, Struckman asserted the following counts
against Teays Valley: breach of contract (Count One),
specific performance (Count Two), declaratory relief (Count
Three), injunctive relief (Count Four), and willful, wanton
and knowing breach of contract (Count Five). In his
complaint, Struckman asserted inter alia, the following
8.It was specifically and affirmatively represented to Mr.
Struckman that the Real Estate was being purchased for use as
a future school site ("School Site").
9.Mr. Struckman would not have sold the Real Estate or
entered into a contract for its sale for a purpose other than
the use of the Real Estate by [Teays Valley] for a School
10.Mr. Struckman agreed to sell the Real Estate to [Teays
Valley] at an amount less than its fair market value, based
on two material considerations and representations by [Teays
a. The Real Estate would be used for a School Site; and
b. Struckman would have the right to continue to farm the
Real Estate, at no additional charge, until such time as a
school was developed on the Real Estate (collectively,
"Express Considerations and Representations").
11.Plaintiff, as seller, and [Teays Valley], as buyer,
entered into a Real Estate Purchase Contract for the sale and
purchase of ...