SUPERIOR COURT OF NEW JERSEY

APPELLATE DIVISION

DOCKET NO. A-5474-17T3

YUHANAA1 CALLAWAY,

Plaintiff-Appellant,

v.

MICHELLE SPIRO,

Defendant/Third-Party

Plaintiff-Respondent,

v.

CALLAWAY'S CONSTRUCTION,

LLC,

Third-Party Defendant.

_______________________________

410 MADISON, LLC,

Plaintiff,

v.

YUHANAA R. CALLAWAY AND

CALLAWAY'S CONSTRUCTION, LLC,

 

1 The May 18, 2018 order on appeal misspelled the name as "Yuhanna."

NOT FOR PUBLICATION WITHOUT THE

APPROVAL OF THE APPELLATE DIVISION

This opinion shall not "constitute precedent or be binding upon any court." Although it is posted on the 

internet, this opinion is binding only on the parties in the case and its use in other cases is limited. R. 1:36-3.
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Defendants,

and

CALLAWAY'S CONSTRUCTION,

LLC,

Third-Party Plaintiff,

v.

MICHELLE SPIRO,

Third-Party Defendant.

_______________________________

Submitted May 15, 2019 – Decided July 5, 2019

Before Judges Nugent and Reisner.

On appeal from the Superior Court of New Jersey, Law 

Division, Hudson County, Docket Nos. L-0033-16 and 

L-0463-17.

Fox Rothschild LLP, attorneys for appellant (Jordan B. 

Kaplan and Brett A. Berman, on the briefs).

Lentz & Gengaro LLP, attorneys for respondent 

(Christopher P. Gengaro, of counsel and on the briefs).

PER CURIAM

Plaintiff Yuhanaa Callaway appeals from a May 18, 2018 order dismissing 

his complaint after a bench trial. He also appeals from a July 6, 2018 order 

denying his reconsideration motion, and from interlocutory orders dated 
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November 17, 2017 and February 16, 2018, compelling the production of tax 

returns. We affirm substantially for the reasons stated by the trial judge in his 

twenty-one page written opinion issued May 18, 2018, and his oral opinion 

issued July 6, 2018. We add these comments. 

In brief summary, Callaway sued defendant Michelle Spiro, asserting that 

they had a partnership agreement to purchase and rehabilitate a three-unit

apartment building, convert it to condominiums, and split the profits equally. 

He claimed she failed to pay him his share when two of the units were sold. In 

the alternative, he asserted a claim for the value of his services based on quantum 

meruit. Spiro agreed they had a partnership, but she had a significantly different 

view of the terms. Her version was that Callaway breached the agreement, after 

being paid hundreds of thousands of dollars for his construction services, there

were no profits to split after payment of expenses from the sale of the two units, 

and she owed him nothing. She and her corporation, 410 Madison, LLC, also 

sued Callaway and his construction company, claiming Callaway failed to 

perform the work in a good and workmanlike manner.2

 

2 The trial court consolidated the parties' various lawsuits. We will refer to the 

parties as Callaway and Spiro. 
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The parties had no written partnership agreement and very little other 

documentation to support their claims. As a result, credibility was a central 

issue in the case. After a lengthy bench trial, the trial judge found that 

"[p]laintiff, Yuhanna Callaway lacks any credibility." The judge explained that 

credibility determination in great detail. The judge also found that Spiro "had 

credibility problems" for reasons detailed in the opinion. The judge found that 

neither party proved his or her claims, and he dismissed the entire case. 

Significantly, the judge found that neither party proved the asserted terms 

of their agreement, and they failed to prove they had a meeting of the minds, 

necessary to the formation of a contract. The judge also found Callaway did not 

prove his claim for unjust enrichment, due to the lack of credible evidence. The 

judge dismissed Spiro's affirmative claims concerning construction defects, 

because she failed to support the claims with expert testimony. Only Callaway 

filed an appeal. 

On his appeal, Callaway contends that the trial judge's factual findings do 

not support his legal conclusions, and he challenges several of the trial court's 

evidentiary rulings.3 His brief presents the following points of argument: 

 

3

 The February 16, 2018 order was entered by another judge. The trial judge

entered the remaining orders on appeal. 
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I. THE TRIAL COURT COMMITTED 

REVERSIBLE ERROR BY DENYING PLAINTIFF'S 

MOTION FOR RECONSIDERATION BECAUSE 

THE COURT'S FINDINGS OF FACT DO NOT 

SUPPORT ITS CONCLUSION OF LAW.

II. THE TRIAL COURT COMMITTED 

REVERSIBLE ERROR BY DENYING DALE FIOR 

THE OPPORTUNITY TO TESTIFY AS TO THE 

INCREASED VALUE OF THE PROPERTY.

III. THE TRIAL COURT COMMITTED 

REVERSIBLE ERROR BY ORDERING THE 

PRODUCTION OF PLAINTIFF'S TAX RETURNS 

AND PERMITTING DEFENDANT TO ASK 

QUESTIONS RELATING TO THOSE TAX 

RETURNS.

IV. THE TRIAL COURT COMMITTED 

REVERSIBLE ERROR BY EXCLUDING FROM 

EVIDENCE PHOTOGRAPHS OF THE PROPERTY 

THAT DEMONSTRATED THE EXTRA WORK 

THAT PLAINTIFF PERFORMED AT THE 

PROPERTY.

V. THE TRIAL COURT COMMITTED 

REVERSIBLE ERROR BY PERMITTING 

JONATHAN ROSEN TO TESTIFY.

4

VI. THE TRIAL COURT COMMITTED 

REVERSIBLE ERROR BY PERMITTING 

DEFENDANT TO ASK IRRELEVANT, 

PREJUDICIAL QUESTIONS CONCERNING 

PLAINTIFF'S PERSONAL BANKING PRACTICES.

 

4 After the briefs were filed, Callaway withdrew Point V. Hence, we will not 

address it. 
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Because this appeal arises from a bench trial, we defer to the trial judge's 

factual findings so long as they are supported by substantial credible evidence. 

Rova Farms Resort, Inc. v. Inv'rs Ins. Co. of Am., 65 N.J. 474, 484 (1974). We 

owe particular deference to the judge's evaluation of witness credibility. Cesare 

v. Cesare, 154 N.J. 394, 412 (1998). We review the judge's rulings on 

evidentiary and discovery issues for abuse of discretion. Hisenaj v. Kuehner, 

194 N.J. 6, 12 (2008); Capital Health Sys., Inc. v. Horizon Healthcare Servs., 

Inc., 230 N.J. 73, 79-80 (2017). We apply the same standard to the judge's 

decision of a motion for reconsideration. See Fusco v. Newark Bd. of Educ., 

349 N.J. Super. 455, 462 (App. Div. 2002). However, we review the judge's 

legal interpretations de novo. Manalapan Realty, L.P. v. Manalapan Twp. 

Comm., 140 N.J. 366, 378 (1995). 

After reviewing the record with those standards in mind, we find no basis 

to second-guess the trial judge's credibility determinations or his factual 

findings. Based on the facts as the judge found them to be, we find no error in 

his legal conclusions that Callaway failed to carry his burden of proof on any of 

his claims. "As a general principle of contract law, there must be a meeting of 

the minds for an agreement to exist before enforcement is considered."

Kernahan v. Home Warranty Adm'r of Fl., Inc., 236 N.J. 301, 319 (2019). A 
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meeting of the minds exists "if [the] parties agree on essential terms and 

manifest an intention to be bound by those terms[.]" Weichert Co. Realtors v. 

Ryan, 128 N.J. 427, 435 (1992). The judge found that Callaway failed to 

produce credible evidence that he and Spiro agreed to the contract terms 

Callaway described in his testimony. Nor did the judge find Spiro's testimony 

entirely credible, and he therefore did not accept her version of the contract 

terms. The judge also found that Callaway failed to support his quantum meruit

claim with invoices, receipts, or other credible evidence. 

The record supports the judge's factual findings, and in light of those 

findings, his legal conclusions on the contract and quantum meruit issues are 

correct. See Rova Farms, 65 N.J. at 484. The judge did not abuse his discretion 

in denying Callaway's motion for reconsideration. Fusco, 349 N.J. Super. at 

462. 

Callaway's remaining arguments are completely without merit, and except 

as briefly addressed below, they do not warrant discussion in a written opinion. 

R. 2:11-3(e)(1)(E). 

Callaway's Point II is not supported by the record. Fior, the selling realtor, 

was not called as an expert witness, but the court permitted him to answer the 

questions Callaway's counsel asked him about the sale price of the property. 
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Counsel simply did not ask, or attempt to ask, any questions about the issues 

now raised in Callaway's appellate brief. 

Callaway's Point III is likewise contrary to the record. The judge 

permitted discovery of a portion of Callaway's personal tax returns on which he 

reported income and business deductions of Callaway's Construction, LLC. 

When Spiro's attorney attempted to impeach Callaway's credibility by inquiring 

whether he paid his taxes, the judge properly sustained an objection from 

Callaway's attorney. The judge's opinion did not indicate that he considered the 

tax returns in weighing Callaway's credibility. 

In Point IV, defendant contends the trial judge erred in excluding from 

evidence photographs of the construction work on the house. We disagree. The 

judge heard extensive testimony from Callaway describing the work portrayed 

in the photos, and during that testimony, the judge permitted Callaway to use 

the photos to illustrate his testimony. However, the judge did not permit 

Callaway to later introduce the photos in evidence, because they were not timely 

produced in discovery. The judge also noted that Spiro did not contest that 

Callaway performed the work shown in the photos. Hence, it was not necessary 

to introduce the photos in evidence. We find no abuse of discretion in the judge's 

evidentiary ruling. See Abtrax Pharm., Inc. v. Elkins-Sinn, Inc., 139 N.J. 499, 
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513 (1995). And even if there were error, it would have been harmless. R. 2:10-

2. 

Callaway's last point is equally meritless. The questions the judge 

permitted Spiro's counsel to ask about Callaway's and his father's banking 

practices were relevant to issues in the case. 

Affirmed.