Fiore v. Alvord

Opinion

KING, J.

In this case we hold that when an appeal is taken from a judgment granting a motion under Code of Civil Procedure section 664.6

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to enforce a settlement, the standard of appellate review is whether the trial court’s determination is supported by substantial evidence.

Fred Alvord et al. (Alvord) appeal from a judgment compelling enforcement of a settlement agreement with Marcel Fiore et al. (Fiore). We affirm.

[564]

The parties were limited partners in a joint venture created to acquire and develop real estate. Alvord sought to withdraw pursuant to a provision of the joint venture agreement giving remaining partners a right to buy out withdrawing partners’ interest. Alvord and Fiore entered into an agreement to sell Alvord’s interest in the joint venture to Fiore, but the amount of the sale price became disputed. Fiore sued to compel specific performance of the sale agreement.

Before trial, the parties agreed to settle the matter. They concurred on all terms of sale except the value of the joint venture interest. The basic valuation process, as set forth in the stipulation, required each party to choose an appraiser, and together the two appraisers would choose an impartial third appraiser to value the joint venture’s sole asset.

As for the precise value of Alvord’s interest, the parties stipulated that the court would decide the issue of whether the sale price should be calculated based on Alvord’s full percentage of interest in the joint venture. Although Fiore argued that because Alvord held a minority interest in the venture, the fair market value of that interest would be less than the interest actually held by Alvord, the court ruled the percentage actually held by Alvord (15.63545 percent) would determine the sale price.

Alvord’s counsel reduced the stipulation to writing, and Fiore’s counsel and the trial court signed it. It stated “The defendants’ [Alvord’s] interest in the joint venture shall be the fair market value of the joint venture property, less encumbrances and other liabilities of the joint venture, as of July 31, 1981, multiplied by the defendants’ percentage of interest in the joint venture.” The stipulation also provided “the court shall reserve jurisdiction over all issues relating to the proposed purchase and may hear disputed matters by means of special setting.”