## Facts

- Oakwood Park Homes Corp. built and sold homes in a New Jersey development.
- Oakwood contracted to sell a lot and house to be built to Bruce Pendergast.
- Before the house was completed, Julia and Frank Callano (Julie’s Farm Market) delivered and planted shrubbery on the lot under a contract with Pendergast.
- Oakwood’s representative knew shrubbery was being planted, but Oakwood did not know Pendergast failed to pay for it.
- The Callanos invoiced Pendergast $497.95; Pendergast never paid and died shortly after installation.
- Oakwood and Pendergast’s estate canceled the sale contract.
- Oakwood then sold the property, including the shrubbery, to new purchasers.
- The Callanos sued Oakwood, claiming Oakwood was unjustly enriched by reselling the improved property without paying for the shrubs.

## Issues

1. Whether a land seller may be held liable in quasi-contract/unjust enrichment for landscaping installed under the buyer’s separate contract, where the seller had no contract with the landscaper and did not induce the work.
2. Whether quasi-contract applies when the plaintiff has an available contract remedy against the party with whom it dealt (the buyer’s estate).
3. Whether incidental benefit to the seller from resale of improved property constitutes “unjust” enrichment sufficient to impose restitution.

## Decision

- The Appellate Division reversed the trial court’s judgment for the Callanos.
- The court held Oakwood was not liable in quasi-contract for the value of the shrubbery.
- The court concluded the proper claim was against Pendergast’s estate, the party with whom the Callanos contracted and from whom they expected payment.

## Legal Principles

- Quasi-contract (contract implied in law) is a restitutionary obligation imposed by law, not an agreement based on assent.
- Restitution for unjust enrichment generally requires more than receipt of a benefit; the circumstances must make retention of the benefit unjust.
- Quasi-contract is applied narrowly, particularly where the plaintiff is not left without a remedy.
- A plaintiff may not use unjust enrichment to shift liability from the known debtor with whom it contracted to a third party who merely benefited from that performance.
- Where the defendant neither requested nor induced the plaintiff’s performance and lacked knowledge of nonpayment, imposing restitution is generally unwarranted.

## Conclusion

The court refused to impose restitution on a developer that incidentally benefited from shrubbery installed under a purchaser’s separate contract, reasoning that unjust enrichment does not allow a supplier to bypass its contracting party when a direct contract remedy against that party (or its estate) exists and the defendant did not solicit or knowingly accept an unpaid-for benefit.


Callano v. Oakwood Park Homes Corp., 91 N.J. Super. 105, 219 A.2d 332 (N.J. Super. Ct. App. Div. 1966)