Edna Enterprises v. Spirco Environmental

Plaintiff and defendant both appeal from the judgment entered upon a jury verdict in the Circuit Court of St. Louis County. Plaintiff appeals from the jury's finding in favor of defendant on the ""money lent"" claim. Defendant appeals from the jury finding in favor of plaintiff on a ""quantum meruit"" claim for $75,250 in damages. We affirm. Defendant, Spirco Environmental, Inc., (Spirco), is engaged in the business of asbestos abatement or removal. It became interested in an asbestos abatement project for the May Design & Construction Co., (May Co.), at the Foley's Department Store in Irving, Texas. Before bidding on this project, Spirco consulted Gerald Winter, an experienced expert in the field of asbestos removal whom Spirco had previously engaged as a subcontractor on a St. Louis County Hospital project. After examining the site, Winter and Spirco entered into an oral agreement under which Winter was to be a subcontractor responsible for managing the work and furnishing financing, labor, materials, and expertise on the Foley project. Spirco was to be the general contractor responsible for obtaining necessary licenses and handling the paperwork, payroll, union dues, and taxes. Winter was to be paid $1,000,000, consisting of $750,000 anticipated costs and $250,000 profit. Spirco, projecting its expenses at $300,000 and anticipating a $100,000 profit for itself, submitted a bid of $1,400,000. May Co. accepted this bid and in late December, 1988 awarded the contract to Spirco. On January 4, 1989, Winter entered into a written joint-venture agreement with plaintiff, Edna Enterprises, Inc., (Edna), a construction management company. This agreement provided for Edna to furnish original financing of $150,000 for the Foley project. The agreement contemplated further cost to be paid from progress payments received from May Co. If additional funds were required they were to be furnished by Winter. The agreement provided for money advanced by Edna or Winter to be repaid from progress payments in excess of project needs and recognized that the venture financing was at risk. The agreement was signed by Winter as an individual and did not purport to bind Spirco.