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Zoos in general are always subjects of controversy in recent decades and Zoo Atlanta has had its moments. Still, most Atlantans would probably rather our zoo stay out of the headlines, save for the occasional funding disagreement or the passing of a beloved warthog.

Consider Pittsburgh-area residents who have watched with concern as their zoo’s future has sparked a noxious legal debate. The fight has several dimensions, but it is most directly a contract dispute. The city alleges a material breach of contract by the organization that operates the zoo.

Lease requires accreditation by the leading association of zoos

The city of Pittsburgh owns its 122-year-old zoo and leases it to a nonprofit organization called Pittsburgh Zoo & PPG Aquarium.

This leasing contract, according to the Pittsburgh Post-Gazette, includes a clause specifying Pittsburgh Zoo must maintain accreditation from the Association of Zoos & Aquariums (AZA). AZA is the North American branch of the World Association of Zoos and Aquariums, founded in Switzerland in 1935.

But Pittsburgh Zoo has apparently been in violation of its lease for five years.

After the AZA changed its rules to minimize contact between elephants and handlers, Pittsburgh Zoo dropped its AZA accreditation. According to a blistering Post-Gazette editorial, the Zoo opted for accreditation instead by a different body, one chaired by Pittsburgh Zoo’s own CEO.

What make a breach material?

Anyone who has run a large organization or complex project knows there will be small, large and very large problems. , Breaches of contracts must be tolerated In some cases or society cannot function.

That is why contract law recognizes ideas like material, repudiatory and similar concepts that can distinguish certain breaches from ordinary, non-deal-breaking breaches.

Such breaches strike at the heart of the contract, rendering its purpose unfulfilled or even moot. It matters whether the breach reaches such levels because a court is more likely to allow the wronged party to the contract to walk away from it and/or sue to collect damages.

Possible tests to apply to the zoo or any other contract

A few of the typical tests of whether a breach reaches these higher levels might include whether:

  • The contract could be seen as having been fulfilled despite the breach.
  • One of the parties acted in bad faith, refusing or never intending to fulfill the contract.
  • The party in breach could possibly undo the breach or simply make it okay with compensation.
  • The contract has provisions describing what should happen in cases like the one that arose.
  • The party in breach has already completed most of the work and would be needless punished if they forfeited the contract.

In the case of the Pittsburgh Zoo, the accreditation requirement presumably had the purpose of guaranteeing the city had a reputable and respected zoo.

According to media reports, the city has signaled the possibility that it might consider reaching an agreement over the lease (which ends in 2022) if another accrediting organization could be found that meets both party’s needs.