On appeal from the Superior Court of New Jersey, Law Division, Union County, Docket Nos. L-3244-05 and L-0487-05.
NOT FOR PUBLICATION WITHOUT THE APPROVAL OF THE APPELLATE DIVISION
Before Judges Skillman, Winkelstein and Yannotti.
Retention Resources, Inc. (Retention) and Jack S. Anderson (Anderson), Trustee of the Anderson Family Trust, appeal from a final judgment entered in these consolidated matters on October 25, 2006, which denied Retention and Anderson relief on their claims against respondent Robert Greifeld (Greifeld). For the reasons that follow, we affirm.
This dispute arose from an agreement between Retention and Greifeld under which Retention provided certain services in connection with a trip arranged for Greifeld and his family. Greifeld filed a complaint in the Law Division on February 7, 2005, alleging that Retention overcharged him by more than $70,000, and wrongfully failed to provide him with certain recordings of the event that were made pursuant to the agreement.
Retention filed an answer in which it asserted that Greifeld failed to comply fully with the agreement and therefore was not entitled to recover on any of his claims. Retention also filed a counterclaim alleging that Greifeld had not fully paid for its services. Retention claimed that $80,173.84 remained due and owing. Alternatively, Retention sought the reasonable value of its services.
On September 9, 2005, Anderson filed a complaint in which he alleged that in September 2004, he purchased from Retention the account receivable from Greifeld, and that $80,173.84 was due and owing. Greifeld filed an answer asserting, among other things, that the account receivable allegedly purchased by Anderson was invalid. Greifeld also asserted counterclaims against Anderson, seeking damages for the wrongful withholding of the recordings of the trip.
On October 7, 2005, the court entered an order consolidating the Greifeld matter with the Anderson case. The Greifeld matter was tried before Judge Ross R. Anzaldi, sitting without a jury, on June 19, 20, 21 and July 19 and 20, 2006. The parties agreed that the Anderson matter would not be tried unless necessary, depending upon the outcome of the Greifeld case.
Greifeld testified that in 2003, he decided to host a family trip to Ireland during the summer of 2004. Greifeld contacted Retention, and Gregory Patrick (Patrick), the principal of the company, sent Greifeld a promotional video. Greifeld and Patrick discussed the matter. Thereafter, Greifeld and Retention entered into a written agreement in which Greifeld appointed Retention as his agent to arrange the trip and provide related services.
Greifeld testified that the parties agreed that this would be a "cost plus contract," meaning that Greifeld would pay the costs of the trip plus an additional 38% of the costs. However, Patrick disputed Greifeld's understanding of the agreement and maintained that the parties had agreed that Retention would be paid 38% of its "gross profit margin." According to Greifeld, under this approach, Retention would receive payment for the costs of the trip plus 62% of the costs.
Greifeld stated that, before the trip, Patrick came to his home in Westfield, New Jersey, and presented him with cost sheets dated June 30, 2004, which detailed the anticipated costs of the trip. Greifeld said that he and Patrick reviewed "the vast majority of the services" detailed on the cost sheets. Greifeld asserted that the cost sheets did not include the total of the anticipated costs or the management fees for Retention's services.
However, Patrick testified that the cost sheets dated June 30, 2004, included the total of anticipated costs, including Retention's management fees in the amount of $173,720.05. The cost breakdown on Patrick's copy of the June 30, 2004 cost sheets stated that Retention's management fees include a "mark up" of 17.65% of total costs, along with certain additional management and servicing fees calculated by either the day or the hour.
Patrick additionally testified that before the trip, Retention provided Greifeld with cost sheets dated July 28, 2004 and July 30, 2004. Both of these cost breakdowns employed the same method of computing management fees as was set forth on Patrick's June 30, 2004 cost sheets, that is, a 17.65% "mark up" of costs, plus additional management and servicing fees computed on a daily or hourly basis. Patrick asserted that the calculations were "a wild ass guess" ...