## Facts

- The Grandma Gebhard Co. (licensor/supplier) and Mashantucket Pequot Gaming Enterprise (operator of Foxwoods) entered a contract dated March 23, 2007.
- Under the agreement, Grandma Gebhard would provide and install yogurt dispensing machines and license trademarks/images; the Gaming Enterprise agreed to buy 5,000 cases of yogurt per year at $39.94 per case.
- The contract became effective upon installation at Foxwoods on May 16, 2007, and included automatic one-year renewals absent timely written notice.
- The contract renewed for successive one-year terms after the initial three-year period.
- Across multiple years, the Gaming Enterprise did not meet the annual minimum-purchase requirement; shortfalls varied by year, including a year in which it purchased none.
- In September 2011, the Gaming Enterprise stated it would not purchase more yogurt under the contract, but it later made a final purchase of 18 cases in January 2012.
- On July 16, 2012, Grandma Gebhard demanded cure/payment for the minimum-purchase shortfall; on October 9, 2012, the Gaming Enterprise responded that prior communications had terminated the agreement.
- Grandma Gebhard sued on May 24, 2013, alleging breach of contract and breach of the implied covenant of good faith and fair dealing.
- The Gaming Enterprise moved for summary judgment and for judgment on the pleadings, arguing a one-year statute of limitations for contract actions barred the claims.

## Issues

1. When did the causes of action accrue under the tribal one-year statute of limitations for an agreement imposing annual minimum-purchase obligations and renewed performance?
2. Did the September 2011 communication constitute anticipatory repudiation that started the limitations period as a matter of law?
3. Were the defendant’s statute-of-limitations defenses sufficient to warrant summary judgment or judgment on the pleadings?

## Decision

- The court denied the Gaming Enterprise’s cross-motion for summary judgment.
- The court denied the Gaming Enterprise’s motion for judgment on the pleadings.
- The court held the action was not entirely barred by the one-year statute of limitations, so the claims could proceed.

## Legal Principles

- For contracts with recurring or installment-like performance obligations, accrual and limitations may require breach-by-breach analysis rather than treating early nonperformance as a single total breach for all later damages.
- A limitations defense cannot support summary judgment or judgment on the pleadings unless the record shows, as a matter of law, that the claims are time-barred.
- An anticipatory repudiation theory does not necessarily control accrual where the alleged repudiation is followed by continued performance and post-repudiation dealings that create factual disputes about termination and breach timing.

## Conclusion

The tribal court rejected the Gaming Enterprise’s attempt to end the case on limitations grounds, concluding that the annual-minimum purchase contract and the parties’ continued dealings meant at least some alleged breaches were timely, making dispositive relief inappropriate at the pleadings/summary-judgment stage.


The Grandma Gebhard Co. v. Mashantucket Pequot Gaming Enter., No. MPTC-CV-GC-2013-174 (Mashantucket Pequot Tribal Ct. July 28, 2017)