Northwest Bank & Trust Company v. Pershing Hill Lofts, LLC, John M. Carroll, and John G. Ruhl

Summary

The court held that the financing proposal’s exclusivity clause was independently enforceable but that Pershing Hill’s duty of exclusivity ended when the anticipated tax credits failed and Northwest abandoned the original loan structure. Because Pershing Hill sought alternative financing only after that duty had ended, it did not breach the contract. The court also held that the district court acted within its discretion by excluding the proposal from the fraud trial because the document could confuse the jury and cause it to treat the fraud claim as a contract claim.