Information Leasing Corporation v. Gdr Investments, Inc., D/B/A Pinnacle Exxon

787 N.E.2d 652 (2003)

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Nature of the Case

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Facts

P is in the business of leasing ATMs through a third party or vendor. The vendor is JRA 222, Inc., d/b/a Credit Card Center ('CCC'). CCC was in the business of finding lessees for the machines and then providing the services necessary to operate them, offering the lessees attractive commissions. CCC would find a customer, usually, a small business interested in having an ATM available on its premises, arrange for its customer to sign a lease with P, and then agree to service the machine, keeping it stocked with cash and paying the customer a certain monthly commission. The owner of the business is required to sign as a personal guarantor of the lease. The standard screw job in this story is that CCC soon went bankrupt, leaving its customers stuck with ATMs under the terms of leases with P but with no service provider. Many of the leasees simply decided that they no longer wanted the ATMs and were no longer going to make lease payments to P. The terms of each lease prohibited cancellation. The pertinent section read, 'LEASE NON-CANCELABLE AND NO WARRANTY. THIS LEASE CANNOT BE CANCELED BY YOU FOR ANY REASON, INCLUDING EQUIPMENT FAILURE, LOSS OR DAMAGE. YOU MAY NOT REVOKE ACCEPTANCE OF THE EQUIPMENT. YOU, NOT WE, SELECTED THE EQUIPMENT AND THE VENDOR. WE ARE NOT RESPONSIBLE FOR EQUIPMENT FAILURE OR THE VENDOR'S ACTS. YOU ARE LEASING THE EQUIPMENT 'AS IS', [sic] AND WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED. WE ARE NOT RESPONSIBLE FOR SERVICE OR REPAIRS.' P even put a notice on the top of the lease that stated, 'NOTICE: THIS IS A NON-CANCELABLE, BINDING CONTRACT. THIS CONTRACT WAS WRITTEN IN PLAIN LANGUAGE FOR YOUR BENEFIT. IT CONTAINS IMPORTANT TERMS AND CONDITIONS AND HAS LEGAL AND FINANCIAL CONSEQUENCES TO YOU. PLEASE READ IT CAREFULLY; FEEL FREE TO ASK QUESTIONS BEFORE SIGNING BY CALLING THE LEASING COMPANY AT 1-513-421-9191.' Arora, the owner of D, was a resident alien with degrees in commerce and economics from the University of Delhi, India. D made the mistake of signing a lease agreement. Arora testified that when he informed the CCC representative that he needed time to read the documents before signing them, he was told not to worry and, in effect, given the CCC representative's word that the papers did not need his attention and that his signature was a mere formality. Arora signed the P lease, having never read it. Within days, CCC went into bankruptcy. D never attempted to look for another service provider. Arora suffered a mild heart attack, the gas station went out of business, and the ATM, which had been in place for approximately eighteen days, was left sitting in the garage, no longer in use until P came and removed it several months later. The lease also had an acceleration clause. The trial court found that D owed P nothing. It found that P had not complied with any of its contractual obligations and that D appropriately canceled any obligations by him. It also found that P failed to mitigate any damages by timely picking up the machine after D gave them notice to pick up the machine. P appealed.