Upland Development of Central Florida, Inc. v. Bridge

Upland Development of Central Florida, Inc. (Upland) (plaintiff), a general contractor, contracted with Amwell Corporation (Amwell), a subcontractor, to perform work on a construction project. Amwell’s president, Whittaker Bridge (defendant), signed and submitted partial-lien waivers to Upland representing that Amwell’s laborers and suppliers had been paid. Based on the lien waivers, Upland paid Amwell directly; however, Upland later learned that Amwell had not paid its laborers and suppliers. Upland sued Bridge for fraud. Bridge moved to strike Upland’s complaint as a sham pleading, arguing that it was barred by res-judicata because Upland had previously pursued an arbitration against Amwell to judgment over Amwell’s failure to provide the promised warranty for work performed. Upland’s fraud complaint did not mention the prior arbitration award. Upland challenged Bridge’s motion-to-strike, arguing that res-judicata was not implicated because the fraud complaint and the arbitration involved different defendants and different claims. The trial court granted Bridge’s motion-to-strike, holding that res-judicata applied because both the arbitration and the fraud complaint arose out of Amwell’s performance of the construction contract, and that Upland could not file separate, sequential lawsuits first against Amwell itself and then against Bridge, Amwell’s president. Upland appealed, arguing that (1) Bridge’s res-judicata affirmative defense could not form the basis for a motion-to-strike because it was not contained within the four corners of Upland’s fraud complaint; and (2) a ruling on Bridge’s motion-to-strike must be strictly limited to the truthfulness of Upland’s fraud complaint.