Unjust Enrichment

Mississippi law recognizes a legal claim called “unjust enrichment.” The notion is that if Party B has unfairly benefited at the expense of Party A, then Party A can sue to recover that benefit.

Such a claim will exist when the Defendant is in possession of money or property which in good conscience and justice he should not retain but should deliver to the Plaintiff. Cole v. Chevron USA, Inc., 554 F.Supp.2d 655, 672 (S.D. Miss. 2007) [applying Mississippi law].

As you can imagine, there are many different ways a person can come into possession of money or property which in fairness belongs to someone else.

The term “unjust enrichment” is a modern-day term for the doctrine of “quasi-contracts.” Specifically, even when the parties do not have an actual contract between them, the law will imply a contract that the Defendant will pay to the Plaintiff what in equity and good conscience belongs to the Plaintiff. Magnolia Federal Savings and Loan Association v. Randal Craft Realty Co., Inc., 342 So.2d 1308, 1311 (Miss. 1977).

For this reason, a claim for unjust enrichment is not available when the parties already have a contract between them. Willis v. Rehab Solutions, PLLC, 82 So.3d 583, 588 (Miss. 2012).

The rationale for this is simple: If the parties took the time to agree to a formal contract, then the contract controls. The law will not “imply” additions terms into the contract.

If you are drafting a contract for a party who will provide goods or services to another, consider adding a phrase such as: “The terms of this contract do not preclude Party A from also receiving payment for any additional work (or goods) provided to Party B beyond that stated in this contract.”

Panter Law Firm, PLLC, 7736 Old Canton Road, Suite B, Madison, MS 39110.

601-607-3156.

www.craigpanterlaw.com

Craig Painter

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