UNITED NATIONAL MAINTENANCE, INC., a Nevada corporation v. SAN DIEGO CONVENTION CENTER, INC., a California corporation

NOT FOR PUBLICATION
UNITED STATES COURT OF APPEALS
FOR THE NINTH CIRCUIT
UNITED NATIONAL MAINTENANCE,
INC., a Nevada corporation,
Plaintiff-Appellant,
v.
SAN DIEGO CONVENTION CENTER,
INC., a California corporation,
Defendant-Appellee.
No. 15-56346
D.C. No.
3:07-cv-02172-AJB-JMA
MEMORANDUM*
Appeal from the United States District Court
for the Southern District of California
Anthony J. Battaglia, District Judge, Presiding
Argued and Submitted April 6, 2017
Pasadena, California
Before: PLAGER, ** CLIFTON, and OWENS, Circuit Judges.
Plaintiff United National Maintenance (“UNM”) appeals from the district
court’s grant of summary judgment to San Diego Convention Center Corporation
(“SDC”) on UNM’s tortious interference with contract claim. As the parties are
* This disposition is not appropriate for publication and is not precedent
except as provided by Ninth Circuit Rule 36-3.
** The Honorable S. Jay Plager, United States Circuit Judge for the U.S.
Court of Appeals for the Federal Circuit, sitting by designation.
FILED
APR 19 2017
MOLLY C. DWYER, CLERK
U.S. COURT OF APPEALS

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familiar with the facts, we do not recount them here. We have jurisdiction
pursuant to 28 U.S.C. § 1291. We affirm.
In the previous appeal, this court directed the district court to “determine
what contractual rights UNM possessed.” United Nat’l Maint., Inc. v. San Diego
Convention Ctr., Inc., 766 F.3d 1002, 1009 (9th Cir. 2014). On remand, the
district court looked to the text of the contracts between UNM and Global
Experience Specialists (“GES”)/Champion to determine which of UNM’s
contractual rights were allegedly interfered with.
“A condition precedent is one which is to be performed before some right
dependent thereon accrues, or some act dependent thereon is performed.” Cal.
Civ. Code § 1436. The conditions precedent in the GES and Champion contracts
with UNM indicate that UNM’s rights under those contracts only vest once GES or
Champion is designated as the cleaning or janitorial contractor for an event. The
GES contract is also contingent on the condition precedent that “GES’ right to
retain [UNM] is not restricted by law or Show management’s relationships with
another cleaning service provider.” The Champion contract only requires
Champion’s “best efforts” to secure cleaning service to all shows. Therefore,
according to the text of the contracts themselves, UNM does not have a vested
right to perform cleaning/janitorial services in every instance that Champion or
GES is retained as a general contractor.

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UNM argues that the district court erred when it failed to consider the
California Supreme Court’s holding in Pacific Gas & Electric that “interference
with the plaintiff’s performance may give rise to a claim for interference with
contractual relations if plaintiff’s performance is made more costly or more
burdensome.” Pac. Gas & Elec. Co. v. Bear Stearns & Co., 791 P.2d 587, 592
(Cal. 1990). SDC’s policy requiring SDC employees to perform cleaning services
in the San Diego Convention Center made UNM’s performance more costly by
requiring the use of SDC staff.
Nothing in the evidence indicates that SDC did not have a legitimate reason
for requiring that its own staff provide cleaning services. Furthermore, UNM’s
contracts with GES and Champion do not guarantee that UNM will be allowed to
use its own cleaning staff or determine its own profits. The district court correctly
concluded that SDC was entitled to summary judgment because it did not
tortuously interfere with UNM’s contracts.
AFFIRMED.

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