News

Littleton Joyce Obtains Dismissal of $3.6MM Liquidated Damages Claim

On September 17, 2025, the Superior Court of New Jersey – Mercer County granted summary judgment to Littleton Joyce’s client, an Energy Company, and dismissed the Plaintiff’s $3,600,000 liquidated damages claim with prejudice. The claims in the lawsuit were centered on a solar power plant and related Power Purchase Agreement (“PPA”). Plaintiff agreed to build a solar power plant at the Energy Company’s facility and the Energy Company agreed to purchase the plant’s energy output for 20 years.

The Energy Company ultimately sold the facility to a third-party and, with Plaintiff’s express written consent, transferred all the Energy Company’s obligations under the PPA to the new owner of the facility. Shortly after the sale and transfer of the facility, the new owner began disputing the power purchase invoices issued by the Plaintiff. Plaintiff claimed that the new owner’s failure to pay the disputed invoices breached the PPA, permitting Plaintiff to terminate the agreement, and it was owed more than $3,600,000 in liquidated damages because the contract was terminated early. Plaintiff sought to hold the Energy Company and the new owner of the facility jointly liable for the alleged breach of the PPA.

Littleton Joyce moved for summary judgment arguing that the various agreements unambiguously established the parties’ intent to substitute the new owner of the facility—effectuating a novation—and extinguishing all the Energy Company’s obligations under the PPA.
The Court ultimately agreed that the parties intended to create a new agreement and substitute the new owner as the sole obligor. The Court held that the Energy Company was not jointly liable for any alleged breach of the PPA, and entered summary judgment dismissing all claims against it.

The Littleton Joyce team was led by Robert Joyce, Jason Schmitz, and Carolyn Davis.