Wood v. Winnebago Indus.

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GORDON WOOD, Plaintiff-Appellant, v. WINNEBAGO INDUSTRIES, INC., Defendant-Appellee.

No. 22-16805

United States Court of Appeals, Ninth Circuit

June 3, 2024

NOT FOR PUBLICATION

Argued and Submitted November 8, 2023 Phoenix, Arizona

Appeal from the United States District Court for the District of Nevada D.C. No. 2:18-cv-01710-JCM-BNW James C. Mahan District Judge, Presiding

Before: HAWKINS and COLLINS, Circuit Judges, and S. MURPHY ^[**] District Judge.

MEMORANDUM ^[*]

Appellant-Plaintiff Gordon Wood appeals the adverse summary judgment orders on each of his claims in a warranty dispute. We have jurisdiction under 29 U.S.C. § 1291, and for the reasons below, we affirm.

On April 22, 2017, Plaintiff-Appellant Gordon Wood purchased a Winnebago recreational vehicle ("RV") that came with a three-year, 100,000-mile limited manufacturer's warranty ("Warranty"). The Warranty outlined several steps customers needed to take before they could claim that Winnebago breached its Warranty obligations. First, customers needed to "present the [RV] to an authorized Winnebago service facility during normal business hours" and provide that facility with "a written list of items to be inspected or repaired." Second, if a customer felt the repairs failed or were "otherwise inadequate," they needed to "contact Winnebago Owner Relations in writing and advise them of the failure or inadequacy, including a list of the defects." Third, they needed to "provide Winnebago an opportunity to repair the motorhome prior to claiming a breach of this warranty."

During the summer and fall of 2017, Wood discovered that his new RV had twenty noticeable defects. So, pursuant to the Warranty's instructions, he scheduled a service appointment with Camping World, an authorized Winnebago dealership, dropping off the RV for repairs on October 31 2017, and providing Camping World employees with a list of the RV's defects.

When, after three months, Camping World had not completed the repairs, Wood sent a letter to Winnebago Owner Relations, including a list of the RV's defects. The letter stated Wood's belief that Camping World's repairs were taking too long: he noted that he could not check in until three weeks after he booked the service appointment and was told that repairs could not be completed until Camping World received certain parts, which were scheduled for delivery on January 30, 2018. To Wood, "[f]our months to get some factory warranty work done that should have been done in the PDI" was unacceptable. Thus, he ended his letter by providing a phone number for Camping World's Service Advisor and asking Winnebago to "[p]lease help me out."

On March 31, 2018, Wood (through counsel) sent a second letter to Winnebago Owner Relations, outlining the RV's alleged defects and explaining that Camping World's repairs were taking too long. This letter raised new allegations that Winnebago "breached its express and/or implied warranties to Gordon Wood" by failing to manufacture the RV correctly and for failing to ensure that Camping World's repairs were promptly completed, which was an "essential purpose" of the Warranty. ^[1] According to the letter, Winnebago's conduct and Camping World's deficient service substantially impaired the RV's use, value, and safety and ultimately amounted to twenty-five violations of state and federal laws. The letter went on to detail various economic and non-economic damages caused by Winnebago and Camping World's alleged conduct and demanded that Winnebago repurchase the RV. Winnebago admits that it received these letters and that it never responded to Wood or his counsel.

Camping World completed the repairs on July 10, 2018. A few weeks later, Wood concluded that Camping World failed to fix the original twenty defects and noticed several new ones. Having "lost faith" in Camping World's ability to fix the RV, Wood parked it on one of his properties, where it has been located at all relevant times.

Wood filed suit on July 30, 2018, claiming expressed and implied breaches of the Warranty, violations of the Magnuson Moss Warranty Act ("MMWA"), and violations of the Nevada Deceptive Trade Practices Act ("NDTPA"), which were based on representations Winnebago made about the quality of its vehicles in several brochures. Wood now appeals from the grant of summary judgment in favor of Winnebago on all of Wood's claims in two orders issued on March 23, 2020, and November 20, 2020. ^[2]

We review a grant of summary judgment de novo. Lopez v. Smith, 203 F.3d 1122, 1131 (9th Cir. 2000) (en banc). "Viewing the evidence in the light most favorable to the nonmoving party, we must determine whether there are any genuine issues of material fact." Rodriguez v. Bowhead Transp. Co., 270 F.3d 1283, 1286 (9th Cir. 2001). When the nonmoving party has the burden of proof at trial, the moving party only needs to point out "that there is an absence of evidence to support the nonmoving party's case." See Celotex Corp. v. Catrett, 477 U.S. 317, 325 (1986). "Once the moving party carries its initial burden, the adverse party 'may not rest upon the mere allegations or denials of the adverse party's pleading,' but must provide affidavits or other sources of evidence that 'set forth specific facts showing that there is a genuine issue for trial.'" Devereaux v. Abbey, 263 F.3d 1070, 1076 (9th Cir. 2001) (quoting Celotex, 477 U.S. at 323-34.). We first consider Wood's breach of express and implied warranty claims; specifically, whether Wood's noncompliance with several pre-conditions to litigation bars his claims as a matter of law. Nevada law controls this Court's interpretation of the Warranty. See Klaxon Co. v. Stentor Elec. Mfg. Co., 313 U.S. 487, 496 (1941) (rules for determining the measure of damages in a breach of contract claim are substantive and therefore determined by the place of performance). In Nevada, contractual terms that limit the availability of litigation are permissible. Chiquita Mining Co. v. Fairbanks, Morse &Co., 60 Nev. 142 (1940) ("The rights and liabilities of the plaintiff and defendant depend upon the terms of the contract."). Like all contracts, agreements that impose pre-conditions to litigation must be given their "usual and ordinary signification." MB Am., Inc. v. Alaska Pac. Leasing, 132 Nev. 78, 82 (2016).

The Warranty unambiguously forecloses Wood's breach claims if he failed to meet the three pre-conditions to litigation. Wood undisputedly complied with the first requirement on October 31, 2017, when he took the RV to Camping World and provided it with a list of the RV's defects. However, the parties disagree about whether two letters Wood sent to Winnebago in early 2018 satisfy the second ("notice") and third ("opportunity to cure") requirements.

For its part, the district court noted that the "repairs provision is formulated in the past tense: 'In the event you feel the repairs made by an authorized service center failed or are otherwise inadequate ....'" (emphasis in the original). Given that it was "undisputed that the letters from Wood and his attorney were sent and received while Wood's RV was still in Camping World's possession undergoing repairs," the letters could not have provided Winnebago with notice of "any failed or inadequate repairs completed by Camping World." Thus, the court held that Wood failed to "satisfy his written notice obligations under the unambiguous [Warranty] and cannot prevail on his breach of express warranty claim."

The district court's conclusion was correct to the extent that Wood claims Winnebago breached the Warranty by failing to repair the RV's alleged defects. The undisputed facts show that Wood never gave Winnebago an opportunity to cure Camping World's allegedly deficient repairs. However, this was not Wood's only theory of breach, nor did the Warranty limit proper notice to "failed repairs." By its plain text, the Warranty allowed customers to meet the notice requirement by informing Winnebago that a service facility's repairs were "otherwise inadequate."

Wood's first letter to Winnebago clearly alleges that Camping World's repairs were taking an unacceptable amount of time. Thus, it provides a basis from which a reasonable jury could find that Wood provided Winnebago with sufficient notice that Camping World's repairs were "inadequate" within the Warranty's meaning of that term. A reasonable jury could likewise find that Wood's second letter provided Winnebago with an opportunity to cure this inadequacy. Because the second letter reiterates Wood's position that the repairs were taking too long and asks Winnebago to take direct action, it was error to find that Wood's non-compliance barred his claims.

Nevertheless, because "we may affirm a district court's judgment on any ground supported by the record, whether or not the decision of the district court relied on the same grounds or reasoning we adopt," Atel Fin. Corp. v. Quaker Coal Co., 321 F.3d 924, 926 (9th Cir. 2003), we do so here. Even if Wood complied with the Warranty's pre-conditions to litigation by providing Winnebago with notice and an opportunity to cure Camping World's unreasonable delays, he has not established that Winnebago had any legal obligation to ensure that Camping World's repairs were finished within a reasonable amount of time: neither the Warranty's text nor Nevada agency law create such an obligation.

The Warranty includes one express guarantee: Winnebago promises to repair and replace covered parts at no cost to its customers. In the Warranty, Winnebago makes no representations about how warranted repairs will be completed; it merely states that Winnebago will pay for them including parts and labor. Furthermore, the Warranty reflects a clear intention to separate...