The Diocese of Bismarck Trust and the Mary College, Inc. Trust, Plaintiffs and Appellees v. Ramada, Inc., F/k/a…

Summary

The North Dakota Supreme Court addressed a dispute over reformation of a 75-year ground lease's maximum rental clause, which the parties agreed contained a mutual mistake that eliminated yearly CPI adjustments. The court held that the twenty-year statute of limitations in N.D.C.C. § 28-01-05 does not apply to an equitable reformation action, and that the ten-year statute in N.D.C.C. § 28-01-15(2) governs instead of the six-year statute in § 28-01-16(1). Because genuine issues of material fact existed about when the Trusts knew or should have known of the mistake, and about whether LWZ was a good faith purchaser without constructive notice, the court reversed the summary judgment in part and remanded. Chief Justice Vande Walle concurred specially, disagreeing with the holding that the ten-year statute applies and arguing the six-year contract statute better fits the dispute.