Curtis Lee Mayfield III and Sharon Lavigne “the beneficiaries” initiated this action in the Superior Court of Fulton County against Marvin Heiman and others in connection with the administration of a trust created by the musician Curtis Lee Mayfield, Jr. Heiman filed a counterclaim, alleging that, by filing their complaint, the beneficiaries breached contracts in which they released him from any liability. The beneficiaries dismissed their action, leaving only Heiman’s counterclaim pending. The trial court granted the beneficiaries’ subsequent motion to dismiss Heiman’s counterclaim for failure to state a claim. Heiman appeals, and, for the reasons explained below, we reverse. The trial court may sustain a motion to dismiss for failure to state a claim when 1 the allegations of the complaint disclose with certainty that the claimant would not be entitled to relief under any state of provable facts asserted in support thereof, and 2 the movant establishes that the claimant could not possibly introduce evidence within the framework of the complaint sufficient to warrant a grant of the relief sought. In deciding a motion to dismiss, all pleadings are to be construed most favorably to the party who filed them, and all doubts regarding such pleadings must be resolved in the filing party’s favor. Our review of the undisputed facts and of the trial court’s application of the law to those facts is de novo. Citations and punctuation omitted. DeLeGal v. Burch , 273 Ga. App. 825, 826 616 SE2d 485 2005. So viewed, the record reveals the following. Curtis Lee Mayfield, Jr., created a trust for the benefit of his wife and his descendants, including the beneficiaries who initiated this action. Mayfield named Heiman trustee in 1991 and added his wife, Altheida, as co-trustee in 1997. After Mayfield died in 1999, Mayfield’s intellectual property rights and the proceeds of several life insurance policies were added to the corpus of the trust.
One of Mayfield’s children, Todd Mayfield, filed a caveat to his father’s will. In connection with receiving a distribution from the trust denominated “the Net Principal Amount”, the beneficiaries each executed on April 21, 2000, a Release and Indemnification Agreement. In relevant part, the Agreement provided as follows: 13. Indemnification, Hold Harmless and Release . For and in consideration of the distribution of the Net Principal Amount, the Beneficiary does hereby . . . c Release, remise, acquit and forever discharge the Trustees, and all of their insurers, sureties, affiliates, agents, personal representatives, administrators, attorneys, successors and assigns, from any and all claims, demands, relief, liabilities, obligations, promises, agreements, controversies, damages, causes of action, suits, rights, costs, losses, debts and expenses including all attorneys’ fees of whatever kind or nature, which they either now have, had, or may hereafter claim to have against the Trustees or entities arising out of any action, event, omission, transaction, agreement, or occurrence, which occurred or existed at any time prior to the date hereof, whether or not now known or suspected or claimed, whether in law, arbitration, equity, statutory, or otherwise, and whether accrued or hereafter identified or maturing, other than the agreed upon distribution of the Net Principal Amount. d Release, any and all claims which the Beneficiary now has or may have had, however arising in law or in equity against the Estate of Curtis Lee Mayfield, any trust created by or for Curtis Lee Mayfield of which Beneficiary was a primary or residuary beneficiary, inclusive of any claim against the Mayfield Family Trust formerly known as the Mayfield Revocable Trust and the trustees, agents and attorneys for all of said trusts. Heiman resigned as co-trustee in 2003. In January 2007, the beneficiaries initiated this action, alleging that in his capacity as a trustee Heiman committed multiple acts of fraud, negligence and other misfeasance. Some of these alleged acts predated the beneficiaries’ execution of the Release and Indemnification Agreement; others occurred thereafter. In his breach of contract counterclaim, Heiman alleged that, by filing their complaint, the beneficiaries breached the above-quoted provisions of the Release and Indemnification Agreement. Heiman also claimed that he was entitled to attorney fees for abusive litigation pursuant to OCGA § 9-15-14 a and b and OCGA § 13-6-11.
