California Court of Appeals, Second District, Eighth Division
Modified on Denial of Rehearing 11/26/2019
Cal.Rptr.3d 625] APPEAL from a judgment of the Superior Court
of Los Angeles County, Howard Halm, Judge. Affirmed. (Los
Angeles County Super. Ct. No. BC629322)
Soni Law Firm, M. Danton Richardson, Pasadena, Leo E.
Lundberg, Michael A. Long, for Defendant and Appellant.
Office of Parham Hendifar, Parham Hendifar, Los Angeles,
Michael Diaz, for Plaintiff and Respondent.
Cal.Rptr.3d 626] A general contractor named Regency Midland
Construction, Inc. hired subcontractor Legendary Structures,
Inc. to do the concrete work for a new apartment building.
Legendary quit halfway through. Regency and
each other. Their dispute turns on the "retention"
clause in the contract. The trial court properly granted
summary judgment for Regency and dismissed Legendarys
cross-claims. We affirm.
is background. The deal was for about $2 million of concrete
work for a new 71-unit apartment building. After Legendary
quit, Regency got ANM Construction to finish the concrete
job. Regency and Legendary fell to feuding about who owed
fight was about retention. Regency withheld money from
Legendary, citing the retention clause. Before Legendary
quit, Regency had paid Legendary about $1 million for its
work. That sum was 90% of Legendarys billings because the
contract allowed Regency to withhold 10% of the amount due
Legendary as security to ensure Legendary properly completed
the job. Regency withheld from Legendary about $125,000,
which we call the retention sum. Regency insisted on keeping
that sum. Legendary demanded it. That is the main dispute.
trial court granted Regencys motion for summary judgment,
thus allowing Regency to keep the retention sum. Legendary
appeals, saying the contract language entitles it to the sum.
review of this summary judgment ruling is independent.
(Conroy v. Regents of University of California
(2009) 45 Cal.4th 1244, 1249, 91 Cal.Rptr.3d 532, 203 P.3d
1127.) Summary judgment is not disfavored, but rather a good
way to test the merits without the burdens of trial.
(Perry v. Bakewell Hawthorne, LLC (2017) 2 Cal.5th
536, 542, 213 Cal.Rptr.3d 764, 389 P.3d 1.) The usual rules
governing this procedure apply. (See, e.g., Code Civ. Proc.,
§ 437c, subds. (c) & (p)(2).)
summary judgment appeal is purely a duel over contract
interpretation, with no disputed issues of fact. The key
sentence in the contract between Regency and Legendary
specified "Ten percent (10%) of Subcontractors contract
amount shall be withheld and will be released 35 days after