Matt Rembe alleged breach of contract and breach of good faith and fair dealing, among other claims, after he received a surprise email on March 30, 2011, terminating his long-standing agreement with the Girard Trust.
By that time, Rembe had gradually, but continuously, built up the brand and placed Girard designed products in venues such as Kate Spade, Herman Miller, FLOR and Apple Computers.
The Girard Trust countersued, claiming it was Rembe who had breached the contract by failing to pay royalties and alleging he was too consumed by construction at Los Poblanos Inn to devote the needed time to Girard interests.
By the end of two weeks of testimony before 2nd District Judge Alan Malott, jurors had claims from both sides to consider as well as punitive damages.
They deliberated three hours before finding that Alexis and Marshall Girard, the trustees, had broken the agreement with Rembe and dealt unfairly with him and awarded $1.1 million in compensatory damages to Rembe.
They also awarded Rembe punitive damages against Alexis and Marshall Girard for $500,000 and their son, graphic artist Kori Girard, for $200,000, based on a finding that Kori had interfered with the contract by working with acquaintances to engineer a business takeover.
Rembe, the co-owner and executive director of Los Poblanos Inn and Cultural Center, had approached the Girard family in 2000 to pitch the idea of trying to bring greater recognition to the works of Alexander Girard. Although Girard had worked for years with design titans, including the Herman Miller Company and Charles and Ray Eames, Girard was by that time little known outside the worlds of design and folk art.
A Santa Fe resident and nationally known designer of innovative furniture, fabrics, textiles and graphics, Girard died in 1993 after donating some of his vast collections to the Museum of International Folk Art, which has a wing named for him.
Rembe, through his business Máximo, entered an agreement with the Girard Family Trust in 2001 to be the exclusive international agent for licensing the designs and trademarks of Alexander Girard, with authority to produce certain Girard products. Royalties were to be split 50-50.
After 2008, the Girard Trust also reinvested a portion of their royalties to help expand the business.
Rembe’s complaint alleged that the timing of the termination email – characterized by the Girard Trust as an invitation for more discussion – was no coincidence.
A monograph about Alexander Girard, published as a $200, photo-filled, oversized volume, had been written by designer Todd Oldham and was to be published later in the year, and Rembe believed it presented new opportunities. Rembe’s attorney, Ben Allison, urged jurors in his closing argument to use their verdict to say to the Girard family that “there are consequences” when people take something from others “just because they can.”
Referring to Rembe’s work developing the brand, including retrieving some Girard designs at other institutions – without litigation – Allison said that instead of being able to leverage the success of his efforts, Rembe had to close the doors of Máximo.
“Matt set the table for the Girards. In fact, I’d argue he helped rebuild the table, and they wouldn’t give him a seat,” Allison said.
Santa Fe attorney Jack Hardwick, who represented the Girard Trust, suggested that Allison had engaged in obfuscation and hyperbole in describing events.
“Kori testified that his motivation was not to make a lot of money but to preserve his family legacy,” Hardwick said. He said Kori, who works in fine arts, had worked for years with Oldham to get the book out.
“Ask yourself if it makes sense that he all of a sudden wants to be a licensing agent,” Hardwick said.
The Girards, he said, far from being the “nefarious evildoers” Allison made them out as, had “tried to make lemonade out of these lemons,” referring to family concerns about Rembe’s operation of the business.