Indemnification & unjust enrichment claims related to payment of a tax lien; Common-law indemnification; Transfer by quitclaim deed rather than warranty deed; Counterclaim for vehicle storage fees; Timeliness; Accrual; Personal representative (PR)

The court held that plaintiff-estate could not recover the amount it paid for a “tax lien from defendant under a theory of common-law indemnification” or the theory of unjust enrichment. It also concluded that defendant’s counterclaim for vehicle storage fees was untimely. Thus, it reversed the judgment for plaintiff on its claims for indemnification or unjust enrichment but affirmed the dismissal of defendant’s counterclaim. Plaintiff’s decedent “was given a quitclaim deed to real property by his mother, defendant, when the decedent was still alive. After” he passed away, plaintiff “acquired title to the property, and the decedent’s children” were named the co-PRs. They “decided to sell the property, but unbeknownst to them,” a federal tax lien was recorded against the property while defendant still owned it. “Plaintiff paid off the tax lien using proceeds from the property sale, then sued defendant for indemnification and unjust enrichment. [It] also alleged that [she] was liable for claim and delivery when she refused to turn over to plaintiff a vehicle that was owned by the decedent. Defendant counterclaimed” for storage fees for keeping it on her property. On appeal, the court noted that she did not grant the decedent a warranty deed. By passing title to him via quitclaim deed, she gave him “only her interest in the property” which was subject to the recorded tax lien. The court found that plaintiff could not recover under common-law indemnification because (1) it “was not required to pay the tax lien as a result of defendant’s wrongful conduct” and (2) it only became potentially “liable for the tax lien after plaintiff agreed to provide a warranty deed as part of a purchase agreement for the sale of the property.” Thus, to the extent it “was liable for the tax lien, it was at least partially (if not entirely) plaintiff’s fault.” As to its unjust enrichment theory, it could not show “that defendant was unjustly enriched when plaintiff paid the tax lien.” While plaintiff paying it relieved her of this obligation, she “did not request this benefit, nor did [she] mislead the parties to the purchase agreement. There is no evidence that [she] assured plaintiff that she would repay [it] for satisfying the lien, nor any evidence that [she] was involved in plaintiff’s decision to enter into the purchase agreement that obligated [it] to satisfy the lien. Defendant was simply a third party who received a benefit from the purchase agreement. On such facts, plaintiff cannot establish that defendant was unjustly enriched.”