Opinion
No. 13-55329 No. 13-55962
02-17-2015
CHARLES H. MANH, an individual; ANH MANH, an individual, Plaintiffs - Appellants, v. FEDERAL DEPOSIT INSURANCE CORPORATION, an independent agency of the United States government, as Receiver for First Vietnamese American Bank, Defendant - Appellee.
NOT FOR PUBLICATION
D.C. No. SACV 11-01747 JVS (JPRx) MEMORANDUM Appeal from the United States District Court for the Central District of California James V. Selna, District Judge, Presiding Submitted February 5, 2015 Pasadena, California Before: MELLOY, BYBEE, and IKUTA, Circuit Judges.
This disposition is not appropriate for publication and is not precedent except as provided by 9th Cir. R. 36-3.
The panel unanimously concludes this case is suitable for decision without oral argument. See Fed. R. App. P. 34(a)(2).
The Honorable Michael J. Melloy, Senior Circuit Judge for the U.S. Court of Appeals for the Eighth Circuit, sitting by designation.
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Charles and Anh Manh appeal the district court's grant of summary judgment in favor of the Federal Deposit Insurance Corporation (FDIC) on their claim of breach of contract, as well as the district court's award of contractual attorneys' fees to the FDIC. We have jurisdiction under 28 U.S.C. § 1291, and we affirm.
The district court did not err in determining that the FDIC repudiated the Manhs' lease within a "reasonable period" following its appointment as receiver. See 12 U.S.C. § 1821(e)(2). The FDIC produced undisputed evidence that the acquiring institution closed its branch 154 days after the FDIC was appointed as receiver and that the Manhs were aware of the branch's closing. The FDIC also produced undisputed evidence that it mailed a notice of repudiation to the Manhs 24 days after the acquiring institution closed its branch. During the intervening 24 days, the FDIC backed up all electronic data on the premises, swept the premises to remove all sensitive information, and completed a multi-level internal review process to decide whether to repudiate the lease. Under these circumstances, and in light of the FDIC's "broad discretion" to determine what constitutes a reasonable period for repudiation, Franklin Fin. v. Resolution Trust Corp., 53 F.3d 268, 271-72 (9th Cir. 1995), the FDIC's repudiation of the Manhs' lease was timely under § 1821(e)(2). Accordingly, the district court did not err in entering summary judgment in the FDIC's favor.
Nor did the district court abuse its discretion in awarding contractual attorneys' fees to the FDIC. California law requires enforcement of contractual attorneys' fees provisions. See Cal. Civ. Code § 1717; see also Franklin Fin., 53 F.3d at 273 (applying similar Oregon law). The parties' contract in this case provides that the prevailing party in an action involving the leased premises shall be entitled to reasonable attorneys' fees. The Manhs do not dispute that the FDIC was the prevailing party. Nor have they shown that the circumstances here were so inequitable as to render the award of attorneys' fees to the FDIC unreasonable. The Manhs agreed to the contractual attorneys' fees provision and litigated this case to completion, notwithstanding the FDIC's early offer to allow the Manhs to keep the security deposit in exchange for a settlement of their claims.
AFFIRMED.