Joseph Mill Property, LLC v. S&V Properties, LLC

Unlike most states, Oregon recognizes the possibility of an irrevocable license in certain circumstances. Brown v. Eoff, 271 Or 7, 10-11, 530 P2d 49 (1975). "A license that has been partially executed gives the licensee an irrevocable license for the limited purpose of removing the licensee's personal property that is located on the licensor's land."

S&V Properties LLC ("S&V) appealed an order dismissing third-party Defendant, OfficeMax, from a suit brought by the new owners of the OfficeMax Property. S&V assigned error to the trial court’s determination that OfficeMax could, and did, revoke its previous license given to S&V under the terms of their contract. The oral agreement was for OfficeMax to continue to store the mulch that was on OfficeMax’s property as it was gradually taken away and disposed of by S&V. On appeal, S&V argued that sufficient facts were pled from its original oral agreement to render the license irrevocable. More specifically, (1) under the estoppel theory, S&V expended “substantial funds” in removing the mulch and that defendant OfficeMax directly benefitted from the removal; (2) under the chattel theory, S&V had its license coupled with an interest in the mulch on OfficeMax’s land; and (3) S&V asserted its license was irrevocable because it had already been executing on that license by removing the mulch. Unlike most states, Oregon recognizes the possibility of an irrevocable license in certain circumstances. Brown v. Eoff, 271 Or 7, 10-11, 530 P2d 49 (1975). "A license that has been partially executed gives the licensee an irrevocable license for the limited purpose of removing the licensee's personal property that is located on the licensor's land." The Court concluded that none of the exceptions for an irrevocable license were found. The Court held that: (1) the estoppel theory was not fulfilled because S&V never made any improvements to the property; (2) S&V never obtained any chattel interest in the property that was attached to OfficeMax’s land; and (3) the license granted to S&V was for the limited purpose of entering and removing the mulch on OfficeMax’s Property, not to hold over the property by continuing to use it as a storage site for the mulch. The trial court did not err in granting OfficeMax’s motion to dismiss. Affirmed.