Ford Motor Credit Co. v. Ryan (189 Ohio App. 3d 560, 2010)

Klatt, Judge.

{¶ 1} Defendant-appellant, James M. Ryan, and third party defendant-appellant, Carolyn P. Ryan, appeal multiple decisions of the Franklin County Court of Common Pleas. For the following reasons, we affirm in part and reverse in part.

{¶ 2} On August 10, 2005, plaintiff-appellee, Ford Motor Credit Company (“Ford”), brought a breach-of-contract action against James and Ryan and Ryan, Inc. (“RRI”), in the Franklin County Municipal Court. Ford alleged that James and RRI had failed to pay amounts due under a motor-vehicle lease agreement that James and RRI had entered into when they coleased a 2002 Ford Windstar. James and RRI answered the complaint, and James filed a counterclaim. Because the damages sought in the counterclaim exceeded the municipal court’s monetary jurisdiction, the municipal court transferred the case to the common pleas court.

{¶ 3} In the common pleas court, Ford sought and received leave to file an amended complaint and a third-party complaint. In the amended complaint, Ford asserted three more breach-of-contract claims against James and RRI. These claims alleged that James and RRI had failed to pay amounts due under (1) a retail installment contract that James and Ryan and Ryan Real Estate Company (“R & R”) had entered into when copurchasing a 2004 Mercury Monterey, (2) a retail installment contract that James and R & R had entered into when copurchasing a 2004 Mercury Mountaineer, and (3) a retail installment contract that James and R & R had entered into when copurchasing a 2004 Mercury Mountaineer Premier.

{¶ 4} In its third-party complaint, Ford asserted a breach-of-contract claim against James’s wife, Carolyn. Ford alleged that Carolyn had failed to pay amounts due under a retail installment contract that she had entered into when she purchased a 2004 Mercury Grand Marquis.

{¶ 5} At the time that Ford filed its amended complaint and third-party complaint, it had already repossessed the vehicles at issue in those pleadings. Ford had hired Automobile Recovery Services of Cincinnati, Inc. (“ARS”), to accomplish each of the repossessions. Ford and ARS had a contractual arrangement whereby ARS provided Ford with repossession services. In the contract, ARS agreed to (1) forgo any repossession that would involve a breach of peace and (2) indemnify Ford for all expenses incurred in connection with legal claims that related to ARS’s performance of its contractual obligations.

{¶ 6} ARS repossessed four of the Ryans’ vehicles without incident. However, during the repossession of the Premier, James and the ARS agent engaged in a verbal and physical altercation. James’s counterclaim had asserted multiple tort claims against Ford based on the actions of ARS’s agent. Therefore, in addition to naming Carolyn, Ford’s third-party complaint also named ARS as a third-party defendant. Ford alleged breach-of-contract and indemnity claims against ARS.

{¶ 7} In response to Ford’s amended and third-party complaints, James and Carolyn each filed an answer and counterclaim. James and Carolyn asserted claims against Ford for (1) conversion, (2) trespass, (3) assault, (4) breach of peace, (5) intentional infliction of emotional distress, (6) invasion of privacy, (7) violation of Section 1983, Title 42, U.S.Code (“Section 1983”), (8) breach of contract, (9) violation of the Fair Debt Collection Practices Act, Section 1692, Title 15, U.S.Code (“FDCPA”), (10) violation of the Ohio Consumer Sales Practices Act, R.C. 1345.01 et seq. (“CSPA”), and (11) violation of the Ohio Retail Installment Sales Act, R.C. 1317.01 et seq. (“RISA”). James alone also asserted a claim for negligence against Ford.

{¶ 8} Both James and Carolyn brought a cross-claim against ARS. The cross-claims stated claims for (1) conversion, (2) trespass, (3) assault, (4) breach of peace, (5) intentional infliction of emotional distress, (6) invasion of privacy, (7) violation of Section 1983, (8) violation of the FDCPA, and (9) violation of the RISA.

{¶ 9} Additionally, both James and Carolyn named Bob-Boyd Lincoln Mercury, Inc. (“Bob-Boyd”) as a third-party defendant. The Ryans had leased or purchased each of the vehicles at issue in the instant case from Bob-Boyd. James and Carolyn asserted claims against Bob-Boyd for (1) breach of contract, (2) violation of the CSPA, and (3) estoppel.

{¶ 10} Ford, ARS, and Bob-Boyd moved for summary judgment on all the claims that James and Carolyn had asserted against them. Ford also moved for summary judgment as to its breach-of-contract claim against Carolyn, as well as its four breach-of-contract claims against both James and RRI. In three different judgment entries, the trial court granted all the summary-judgment motions. James and Carolyn separately appealed the three judgments to this court.

{¶ 11} On appeal, James and Carolyn point out that the trial court’s grant of summary judgment had not resolved all the claims pending before the court. Despite the existence of unresolved claims, two of the judgments — those granting Ford’s and Bob-Boyd’s summary-judgment motions — did not contain Civ.R. 54(B) language. James and Carolyn argued that absent Civ.R. 54(B) language, those two judgments did not constitute final, appealable orders.

{¶ 12} This court stayed the two appeals and remanded the matter to the trial court so that it could address the remaining claims. The trial court responded by again entering judgment in Ford and Bob-Boyd’s favor on their summary-judgment motions, but this time, including Civ.R. 54(B) language in the judgment entries. Both James and Carolyn then filed additional appeals from the amended judgment entries. We have consolidated all the appeals.

{¶ 13} In their first appeals (designated as case Nos. 09AP-501 and 09AP-555), James and Carolyn assign the following errors: owners and to remove property from the cartilage of the home to the public street for the purpose of repossession. These actions taken by ARS and the finding of the Trial Courts Order permitting such actions violates Defendant/Plaintiff s rights under existing Ohio Law, the Ohio Constitution and the United States Constitution and contrary to the Trial Courts findings there are genuine issues of material fact in the record as set forth herein that are genuinely disputed that should be set for trial. ARS is not entitled to Summary Judgment as a matter of law and viewing the evidence in the light most favorable to the non moving party, reasonable minds could not come to one conclusion adverse to the party against whom the motion is made. Fuentes v Shevin 407 U.S. 67, [92 S.Ct. 1983, 32 L.Ed.2d 556], Sodal v Cook County ILL. 506 U.S. 56, [113 S.Ct. 538, 121 L.Ed.2d 450] Lungar [Lugar] v Edmondson Oil Co. 457 U.S. 922[, 102 S.Ct. 2744, 73 L.Ed.2d 482], The Trial Court lacked jurisdiction over ARS for those actions that are under the exclusive jurisdiction of the Public Utilities Commission. Olympic Holding Co. L.L.C. v. Ace [ACE] Ltd. 122 Ohio St.3d 89[, 2009-Ohio-2057, 909 N.E.2d 93],

[1] The Trial Court Erred in terminating the case for the reason that the Trial Courts Journal Entries do not delineate the parties responsibilities and/or their obligations and further that the Trial Courts Orders do not meet the requirements of Section 2505.02 Ohio Revised Code and Civ. Rule 54( B) with the exception of the judgment Entry Granting Third Party Defendant Automobile Recovery Services of Cincinnati Inc. Motion for Summary Judgment, dated May 15, 2009.

[2] The Trial Court erred as a matter of law and fact in granting summary judgment to ARS and by dismissing Defendant/Plaintiff s claims for trespass, breach of peace, conversion, assault, seizure, invasion of privacy, violation of 42 U.S.C. 1983, violation of the Fair Debt Collection Act, violation of the Ohio Retail Installment Act, and the Ohio Consumer Sales Practices Act, by the Court finding that Ohio Law grants authority to independent contractors such as ARS the authority to enter private property against the objections of its

[3] The Trial Court erred as a matter of law and fact in granting Summary Judgment to ARS by finding that Defendant Ryan did not have any evidence of outrageous or extreme conduct and that Defendants did not have any evidence of extreme emotional distress and did not have any form of expert testimony and that Appellant was not entitled to punitive damages.

[4] The Trial Court erred in failing to dismiss Ford Motor Credit Company’s September 19, 2006 Amended Complaint and by granting Summary Judgment to Ford Motor Credit Company on Counts I and III-V of the Amended Complaint for the reason that the Amended Complaint fails to state a claim upon which relief can be granted, for the reason that the amended Complaint did seek and receive a declaratory judgment that all Defendants be jointly and severally liable for sums claimed due for which defendants are not contractually obligated to be, for the reason that FMCC has failed to join and commence an action against an indispensable party, Ryan and Ryan real Estate Co. without which party complete relief cannot be accorder Defendant and such failure to name a indispensable necessary party is a jurisdictional defect that precludes judgment and renders any declaration by the Trial Court Void, and for the reason that the Amended Complaint fails to claim default by the buyers in their contractual obligations all of which are genuine issues of material facts that are in dispute which precludes a judgment in this matter.

[5] The Trial Court erred in Granting Summary judgment in favor of FMCC and Bob Boyd in its findings that the evidence conclusively demonstrates the vehicles were purchased primarily for business purposes and that the Consumer Sales Protection Act does not apply.

{¶ 14} James alone (in case No. 09AP-501) assigns the final error:

[6] The Trial Court erred by granting Ford Motor Credit Company’s Emergency Motion for an Order Exercising Jurisdiction Over and Denying Return of Mercury Mountaineer. Judge Lynch’s Order violates the Fourth, Fifth, and Fourteenth Amendment of the U.S. Constitution. The Order seizes the Premier denying a “substantial right” of possession and use to Appellant, denies Appellant’s rights to due process of a post deprivation hearing and legitimizes the illegal actions of trespass, wrongful removal and conversion of property by combination of FMCC & ARS.

{¶ 15} In his second appeal (designated as case No. 10AP-263), James assigns the following errors:

[1] The Trial Court erred in Granting its Amended Entry Granting Summary Judgment In Favor Of Bob-Boyd Lincoln Mercury Inc. dated February 24, 2010.

[2] The Trial Court Erred in dismissing Defendants/Third Party claims against Automobile Recovery Services Of Cincinnati Inc.

[3] The Trial Court erred in granting Automobile Recovery Services of Cincinnati Inc’s Motion for Summary Judgment, as agent of Ford Motor Credit Company and as well as on its own behalf, the issue of assaulting James M. Ryan, creating a breach of the peace, wrongful conversion and/or stealing a 2004 Mercury Mountaineer “Premier” from the car port curtilage of the James and Carolyn Ryan residence at 3165 Dale Avenue Columbus Ohio 43209 on January 12, 2006 eliminated any right of entry on to the Ryan’s private property that may have existed under of color of state law as set forth in James M. Ryan’s counterclaim to Plaintiffs Amended Complaint, crossclaim, and third party complaint against third party defendant Automobile Recovery Services of Cincinnati Inc this entry onto private property and the removal of the vehicle was therefore an illegal act. The Trial Court erred in dismissing Defendants/Third party Counterclaims.

[4] Sections 1309.609(A)(1) & (2) & Section 1390.609(B)(2) Ohio Revised Code are unconstitutional as they violate the Due Process right Defendant James M. Ryan, a citizen of the State of Ohio, they violate Article I Section 1.01, 1.16 and 1.19 of the Ohio Constitution, they violate the Fourth and Fourteenth Amendment of the United States Constitution.

[5] The Trial Court Erred in denying appellant’s motion for continuance pursuant to Civil Rule 56(F).

[6] The Trial Court erred by granting Ford Motor Credit Company’s Emergency Motion for an Order Exercising Jurisdiction Over and Denying Return of Mercury Mountaineer. Judge Lynch’s Order violates the Fourth, Fifth and Fourteen[th Amendment of the United States Constitution and Article 1.16 & 1.19 of the Ohio Constitution. The Order seizes the vehicle known as the Premier denying a “substantial Right” of possession and use to Appellant, denies Appellant’s rights to due process, of a post deprivation hearing and legitimizes the illegal actions of trespass, wrongful removal and conversion of property by both Ford Motor Credit Company and Automobile Recovery Services of Cincinnati Inc.

[7] The Trial Court Erred in issuing its Amended Judgment Entry dated February 25, 2010 by granting plaintiff Ford Motor Credit Company’s Motion for Summary Judgment and dismissing with prejudice the claims in their entirety, and by entering judgment against James M. Ryan in the amount of $2,742.65, by granting judgment against James M. Ryan in the amounts of $1,612.37, $1,740.89 and $4,392.20 as James M. Ryan was not in default of his Contracts and any sums that may be due under the Contracts are subject to off set and that the Motions do not meet the requirements of Civil Rule 56(C).

[8] The Trial Court Erred in its Decision and Entry Granting Plaintiffs Motion For an Order Granting it Leave to Sell Collateral Filed September 19, 2006.

{¶ 16} Carolyn’s assignments of error are identical, except she omits the fourth and sixth assignments of error and substitutes the following in place of James’s seventh assignment of error:

The Trial Court Erred in issuing its Amended Judgment Entry dated February 25, 2010 by granting plaintiff Ford Motor Credit Company’s Motion for Summary Judgment and dismissing with prejudice the claims in their entirety, and by entering judgment in the amount of $8,635.24 as Carolyn P. Ryan was not in default of her Contract, that the motions do not meet the requirements of Civil Rule 56(C).

{¶ 17} Before considering the merits of appellants’ assignments of error, we must address ARS’s motion to strike. In its motion, ARS requests that this court strike from the second appeals the assignments of error and arguments related to it. ARS points out that the judgment entry granting it summary judgment included Civ.R. 54(B) language, making it a final, appealable order. Appellants appealed that judgment in case Nos. 09AP-501 and 09AP-555, and they both filed briefs in support of their appeals. ARS contends that once the briefing in case Nos. 09AP-501 and 09AP-555 concluded, appellants could not, without leave of court, submit additional assignments of error and argument directed toward ARS. We agree.

{¶ 18} The trial court’s rulings on Ford and Bob-Boyd’s summary-judgment motions did not become final, appealable orders until the trial court issued the amended judgment entries. Thus, in their second appeals, appellants could, and did, assign and argue error arising from those amended judgments. However, because the judgment granting ARS summary judgment was a final, appealable order, appellants’ appeals from that judgment presented their only opportunity to assign and argue error as to that judgment.

{¶ 19} Moreover, the appeal from the judgment granting ARS summary judgment gave appellants their only chance to appeal those interlocutory orders related to that judgment. When a final judgment does not terminate the entire case, but only terminates the case as to certain claims or parties, only prior interlocutory orders that relate to the final judgment will merge into the final judgment. Davis v. Galla, 6th Dist. No. L-08-1149, 2008-Ohio-3501, 2008 WL 2700008, ¶ 5-6. See also Haley v. Reisinger, 9th Dist. No. 24376, 2009-Ohio-447, 2009 WL 250871, ¶ 11-12; Norcold, Inc. v. Gateway Supply Co., 3d Dist. No. 17-05-11, 2006-0hio-6919, 2006 WL 3802609, ¶ 25-36 (an interlocutory order unrelated to the final judgment that terminated the case as to one party did not become appealable until the final disposition of the case). Thus:

For example, if a trial court judge makes an interlocutory ruling that certain documents will not be considered in making its decision on a summary judgment motion and subsequently, finding that there is no just reason for delay, the judge grants the summary judgment motion as to one of the defendants, then an appeal from the grant of summary judgment may include an appeal from the interlocutory ruling concerning the consideration of documents. The “documents ruling” will merge into the final order granting summary judgment.

Davis at ¶ 6.

{¶ 20} In the case at bar, prior to ruling on ARS’s motion for summary judgment, the trial court denied appellants’ Civ.R. 56(F) motion for a continuance to respond to ARS’s motion. The judgment denying the Civ.R. 56(F) motion was an interlocutory order related to the judgment granting ARS summary judgment. Consequently, the judgment denying the Civ.R. 56(F) motion merged into the final judgment disposing of the claims brought against ARS. Appellants, therefore, had to assert and argue any errors arising from the denial of the Civ.R. 56(F) motion in their first set of appeals.

{¶ 21} App.R. 16 allows an appellant to file an initial brief and a reply brief, and an appellee to file a response brief. “No further briefs may be filed except with leave of court.” App.R. 16(C). Here, appellants did not seek leave to file additional briefing as to ARS. Accordingly, we strike the second and third assignments of error from case Nos. 10AP-263 and 10AP-274. To the extent that they relate to ARS, we also strike the fifth assignment of error from case No. 10AP-263 and the fourth assignment of error from case No. 10AP-274.

{¶ 22} We will address case Nos. 09AP-501 and 09AP-555 first. By the first assignments of error in those appeals, appellants argue that the trial court did not render final, appealable orders when it ruled on Ford and Bob-Boyd’s summary-judgment motions. These assignments of error became moot once the trial court issued the amended judgment entries. Accordingly, we need not decide appellants’ first assignments of error.

{¶ 23} By appellants’ second assignments of error, they argue that the trial court erred in granting ARS summary judgment on all their claims against it. Although these assignments of error challenge the trial court’s ruling on appellants’ claims for invasion of privacy, seizure, and violation of the FDCA, RISA, and CSPA, appellants do not advance any argument in support this challenge. Likewise, the assignments of error contest the trial court’s jurisdiction over ARS, but appellants fail to assert an argument on this point. An appellant must demonstrate each assigned error through an argument supported by citations to legal authority and facts in the record. App.R. 16(A)(7); Cross v. Ohio Adult Parole Auth. Chief, 10th Dist. No. 09AP-364, 2009-0hio-5027, 2009 WL 3065176, ¶ 3. If an appellant neglects to advance such an argument, a court of appeals may disregard the assignment of error. App.R. 12(A)(2); Bond v. Canal Winchester, 10th Dist. No. 07AP-556, 2008-Ohio-945, 2008 WL 600201, ¶ 16-17. Accordingly, we will disregard those portions of the second assignments of error that appellants fail to separately argue.

{¶ 24} We now turn to the merits of appellants’ argument that their claims against ARS for trespass, conversion, assault, and violation of Section 1983 should have survived summary judgment. Appellate review of summary-judgment motions is de novo. Andersen v. Highland House Co. (2001), 93 Ohio St.3d 547, 548, 757 N.E.2d 329. “ ‘When reviewing a trial court’s ruling on summary judgment, the court of appeals conducts an independent review of the record and stands in the shoes of the trial court.’ ” Abrams v. Worthington, 169 Ohio App.3d 94, 2006-Ohio-5516, 861 N.E.2d 920, ¶ 11, quoting Mergenthal v. Star Banc Corp. (1997), 122 Ohio App.3d 100, 103, 701 N.E.2d 383. Civ.R. 56(C) provides that a trial court must grant summary judgment when the moving party demonstrates that (1) there is no genuine issue of material fact, (2) the moving party is entitled to judgment as a matter of law, and (3) reasonable minds can come to but one conclusion and that conclusion is adverse to the party against whom the motion for summary judgment is made. Gilbert v. Summit Cty., 104 Ohio St.3d 660, 2004-Ohio-7108, 821 N.E.2d 564, ¶ 6.

{¶ 25} When seeking summary judgment on the ground that the nonmoving party cannot prove its case, the moving party bears the initial burden of informing the trial court of the basis for the motion and identifying those portions of the record that demonstrate the absence of a genuine issue of material fact on an essential element of the nonmoving party’s claims. Dresher v. Burt (1996), 75 Ohio St.3d 280, 293, 662 N.E.2d 264. The moving party does not discharge this initial burden under Civ.R. 56 by simply making a conclusory allegation that the nonmoving party has no evidence to prove its case. Id. Rather, the moving party must affirmatively demonstrate by affidavit or other evidence allowed by Civ.R. 56(C) that the nonmoving party has no evidence to support its claims. Id. If the moving party meets this initial burden, then the nonmoving party has a reciprocal burden outlined in Civ.R. 56(E) to set forth specific facts showing that there is a genuine issue for trial and, if the nonmoving party does not so respond, summary judgment, if appropriate, shall be entered against the nonmoving party. Id.

{¶ 26} Initially, we note that although ARS sought summary judgment on all appellants’ claims, it failed to explain in its motion why the trial court should grant summary judgment on appellants’ trespass claims. In fact, the motion does not mention the trespass claims at all, other than listing “trespass” in its recitation of all the claims appellants asserted. Likewise, ARS’s brief on appeal contains no argument regarding appellants’ trespass claims. Because ARS neither established the absence of a genuine issue of material fact regarding the trespass claims nor presented a legal reason why those claims must fail, we conclude that the trial court erred in granting summary judgment to ARS on appellants’ trespass claims.

{¶ 27} Appellants next contend that the existence of genuine issues of material fact precluded summary judgment on their conversion claims. “ ‘[C]on-version is the wrongful exercise of dominion over property to the exclusion of the rights of the owner, or withholding it from his possession under a claim inconsistent with his rights.’ ” State ex rel. Toma v. Corrigan (2001), 92 Ohio St.3d 589, 592, 752 N.E.2d 281, quoting Joyce v. Gen. Motors Corp. (1990), 49 Ohio St.3d 93, 96, 551 N.E.2d 172. ARS argues that it did not wrongfully take appellants’ vehicles because Ford had a contractual right to repossess the vehicles, and Ford hired ARS to exercise its contractual right. Section G of the retail installment contracts states that if the obligor(s) default, Ford “may repossess (take back) the vehicle.” In Ohio, this right to repossession is subject to R.C. 1309.609, which provides:

(A) After default, a secured party:

(1) May take possession of the collateral * * *.

(B) A secured party may act under division (A) of this section:

(1) Pursuant to judicial process; or

(2) Without judicial process if it acts without breach of the peace.

{¶ 28} R.C. 1309.609 is virtually identical to Section 9-609 of the Uniform Commercial Code (“U.C.C.”). The General Assembly incorporated U.C.C. provisions into the Ohio Revised Code “[t]o make uniform the laws among the various jurisdictions.” R.C. 1301.02(B)(3). Accordingly, to supplement Ohio law, our analysis of R.C. 1309.609 relies upon precedent from other jurisdictions addressing U.C.C. 9-609 and similar state statutes. Additionally, this court looks to caselaw interpreting former R.C. 1309.46, which preceded R.C. 1309.609 and duplicated former U.C.C. 9-503. 149 Ohio Laws, Part I, 106, 107-108. Like U.C.C. 9-609, former U.C.C. 9-503 also allowed the repossession of collateral upon default if the creditor accomplished the repossession without a breach of the peace. Consequently, precedent from other jurisdictions interpreting former U.C.C. 9-503 and like state statutes also inform our analysis.

{¶ 29} R.C. 1309.609 gives a secured party the right to attempt self-help repossession if a debtor defaults. State v. LeFevre (May 4, 1995), 10th Dist. No. 94APA09-1376, 1995 WL 258959; Smith v. John Deere Co. (1993), 83 Ohio App.3d 398, 408, 614 N.E.2d 1148. However, “[i]f the secured party, or a third party repossessing for the secured party, causes a breach of peace while repossessing the collateral, the repossession will be wrongful, and the debtor may sue the secured party in conversion for return of the collateral or damages.” 9 Hawkland, Uniform Commercial Code Series (2001), Section 9-503:3. See also Bear v. Colonial Fin. Co. (1932), 42 Ohio App. 482, 487-189, 182 N.E. 521 (a secured party who breaches the peace in repossessing collateral may be liable for conversion under Ohio common law); Clark v. Assocs. Commercial Corp. (D.Kan. 1994), 877 F.Supp. 1439, 1450, fn. 9, quoting 68A American Jurisprudence 2d, Secured Transactions, Section 622 (“ ‘Generally, when the creditor, by self-help, repossesses the collateral by a breach of peace, the creditor is liable for trespass and conversion’ ”); Ivy v. Gen. Motors Acceptance Corp. (Miss.1992), 612 So.2d 1108, 1117 (a debtor may sue in conversion if the secured party breaches the peace in repossessing the collateral); MBank El Paso, N.A. v. Sanchez (Tex. 1992), 836 S.W.2d 151, 152 (when a breach of peace occurs, “the secured party may be held liable in tort”); Gen. Elec. Credit Corp. v. Timbrook (1982), 170 W.Va. 143, 145, 291 S.E.2d 383 (“And, of course, if repossessions result in breaches of the peace, creditors are responsible for any torts they commit”); Northside Motors of Florida, Inc. v. Brinkley (Fla.1973), 282 So.2d 617, 624 (self-help repossession methods that breach the peace “would expose the creditor to tort liability”); McCall v. Owens (Tenn.App.1991), 820 S.W.2d 748, 752 (“When the repossessor uses force and breaches the peace, the repossessor may be liable for trespass, conversion, assault and battery and other torts”); 2 Anderson, Uniform Commercial Code (3d Ed.) 925, Section 9-609:7 (“Being unauthorized to repossess the collateral because of the breach of the peace, the secured party will be liable to the debtor in conversion for having wrongfully interfered with the debtor’s possession of the collateral”).

{¶ 30} Normally, a conversion occurs if a person takes another’s vehicle without the owner’s permission. See Toma, 92 Ohio St.3d at 592, 752 N.E.2d 281. R.C. 1309.609 provides a defense to such a conversion claim because it permits a repossessor to take possession of the vehicle, rendering the repossession lawful. This defense, however, depends on the absence of a breach of the peace. If a breach of the peace occurs, the repossessor cannot rely on R.C. 1309.609 to excuse its actions. Marcus v. McCollum (C.A.10, 2004), 394 F.3d 813, 820 (“If a breach of peace occurs, self-help repossession is statutorily precluded”). At the point the peace is breached, the repossessor’s exercise of dominion over the vehicle becomes wrongful, exposing the repossessor to liability for conversion.

{¶ 31} A breach of peace is:

[A] violation of public order, a disturbance of the public tranquility, by any act or conduct inciting to violence or tending to provoke or excite others to break the peace, or, as is some times said, it includes any violation of any law enacted to preserve peace and good order. It may consist of an act of violence or an act likely to produce violence.

Morris v. First Natl. Bank & Trust Co. (1970), 21 Ohio St.2d 25, 29, 50 O.O.2d 47, 254 N.E.2d 683, quoting Akron v. Mingo (1959), 169 Ohio St. 511, 513, 9 O.O.2d 7, 160 N.E.2d 225. A breach of peace includes “ ‘all violations of public peace, order or decorum’ ” and “ ‘breaking or disturbing the public peace by any riotous, forceful or unlawful proceedings.’ ” Makepeace v. Chrysler Motors Corp. (May 8, 1981), 2d Dist. No. L-80-187, 1981 WL 5572, quoting Census Fed. Credit Union v. Wann (Ind.App.1980), 403 N.E.2d 348.

{¶ 32} In the case at bar, ARS repossessed three vehicles copurchased by James and R & R, as well as Carolyn’s vehicle. Three of the repossessions proceeded uneventfully. On February 7, 2006, ARS towed the Mountaineer from the parking lot of R & R’s office building. Although James “saw it go away,” he “didn’t have any time to respond.” ARS took the Monterey that James copurchased from his son’s driveway sometime during the night of February 7 and 8, 2006. That same night, ARS took Carolyn’s vehicle from the carport of the Ryans’ home. Neither James, his wife, nor his son knew that the repossessions had occurred until they awoke the next morning.

{¶ 33} Appellants acknowledge that the ARS agents did not threaten, incite, or commit any act of violence when they repossessed the three' vehicles on February 7 and 8, 2006. Appellants, however, argue that the ARS agents breached the peace when they entered onto private property to repossess the vehicles.

{¶ 34} Generally, no breach of peace occurs merely because the repossessor enters on a person’s driveway or carport to retrieve a vehicle. Geeslin v. Nissan Motor Acceptance Corp. (June 3, 1998), N.D.Miss. No. Civ. A. 1:97CV186-DA, 1998 WL 433932, affirmed (C.A.5, 2000), 228 F.3d 408 (table). See also Butler v. Ford Motor Credit Co. (C.A.5, 1987), 829 F.2d 568, 570 (holding that the removal of a vehicle from a private driveway in the early morning hours while the debtor was asleep did not constitute a breach of peace); Oaklaum Bank v. Baldwin (1986), 289 Ark. 79, 81, 709 S.W.2d 91 (same); Giles v. First Virginia Credit Servs., Inc. (2002), 149 N.C.App. 89, 102, 560 S.E.2d 557 (same); Ragde v. Peoples Bank (1989), 53 Wash.App. 173, 176-77, 767 P.2d 949 (same). “ ‘[I]n general, a mere trespass, standing alone, does not automatically constitute a breach of the peace.’ ” Pantoja-Cahue v. Ford Motor Credit Co. (2007), 375 Ill.App.3d 49, 55, 313 Ill.Dec. 650, 872 N.E.2d 1039, quoting Chrysler Credit Corp. v. Koontz (1996), 277 Ill.App.3d 1078, 1083, 214 Ill.Dec. 726, 661 N.E.2d 1171. See also Ivy, 612 So.2d at 1111 (“[E]ntering a private driveway to repossess collateral without use of force does not constitute a breach of peace”); 2 Anderson, Uniform Commercial Code (3d Ed.) 924, Section 9-609:6 (“[T]aking property from a driveway or other open area, even though technically trespassing, will not generally, by itself, make the repossession involve a breach of the peace”).

{¶ 35} Indeed, R.C. 1309.609 gives a repossessor a privilege to enter another’s land to effectuate a repossession, so long as the repossessor does not breach the peace. LeFevre (because former R.C. 1309.46 gave the secured party the right to take possession of the collateral upon default, the repossessor “had the right to enter [the debtor’s] property to repossess the car upon his default if such could be done, without a breach of the peace”). See also Callaway v. Whittenton (Ala.2003), 892 So.2d 852, 858 (the Alabama repossession statute based on U.C.C. 9-609 “gives a secured creditor the right to enter a debtor’s land for the purpose of repossession”); Pantoja-Cahue, 375 Ill.App.3d at 56, 313 Ill.Dec. 650, 872 N.E.2d 1039, quoting Koontz, 277 Ill.App.3d at 1084, 214 Ill.Dec. 726, 661 N.E.2d 1171 (the secured creditor enjoyed a “limited privilege” to enter the debtor’s property “ ‘for the sole and exclusive purpose of effectuating the repossession’ ”); Thompson v. First State Bank of Fertile (Minn.App.2006), 709 N.W.2d 307, 312 (“a secured party’s authority to take possession of collateral after default carries with it the privilege to enter another’s land for the purpose of taking possession of the collateral if the entry is reasonably necessary in order to take possession”); Sperry v. ITT Commercial Fin. Corp. (Mo.App.1990), 799 S.W.2d 871, 876-877 (the secured party “had an absolute legal privilege to enter [the debtor’s] property to peacefully repossess all collateral in the event of default”); Marine Midland Bank-Cent. v. Cote (Fla.App.1977), 351 So.2d 750, 752 (the right to self-help repossession in Florida’s version of former U.C.C. 9-503 implied “a limited privilege to enter on the debtor’s land”); Restatement of the Law 2d, Torts (1965), Entry Pursuant to Legislative Duty or Authority, Section 211 (“A duty or authority imposed or created by legislative enactment carries with it the privilege to enter land in the possession of another for the purpose of performing or exercising such duty or authority in so far as the entry is reasonably necessary to such performance or exercise, if, but only if, all the requirements of the enactment are fulfilled”); Carter, Repossessions (6th Ed.2005) 205, Section 6.4.4.2 (“When there is a limited entry onto the debtor’s property, such as the debtor’s driveway, carport, or open garage, the creditor is said to have an implied limited privilege peacefully to trespass and take possession of the collateral, as long as the debtor does not object and no breach of the peace is committed while on the land”).

{¶ 36} Here, ARS exercised its right under R.C. 1309.609 to enter onto private property to repossess the three vehicles on February 7 and 8, 2006. This trespass, without more, does not constitute a breach of peace. Accordingly, no liability for conversion arose out of the repossessions of the three vehicles.

{¶ 37} Appellants, however, argue that ARS did not have the right to enter onto their property because R.C. 1309.609 extends that authority only to the “secured party.” Because ARS is not the “secured party,” appellants contend that it cannot rely on R.C. 1309.609. We find this argument unavailing. Just because R.C. 1309.609 confers the right of repossession on the “secured party” does not mean that the secured party must personally repossess the collateral. 10 Anderson, Uniform Commercial Code (3d Ed.) 381, Section 9-503:137. The secured party may hire another to make the repossession, and the right of repossession accrues to the hired entity. Id. See also Akerlund v. TCF Natl. Bank of Minn. (Jun. 11, 2001), D.Minn. No. CIV. 99-1537(MJD/JGL), 2001 WL 1631440 (an independent contractor operating on behalf of a secured party was governed by the standards of conduct set forth in the Minnesota statute premised on former U.C.C. 9-503). Here Ford, the “secured party,” hired ARS to repossess the vehicles, and thus, ARS operated under the auspices of R.C. 1309.609.

{¶ 38} Appellants also argue that ARS cannot rely on R.C. 1309.609 to escape liability for conversion because that statute violates the Fourth, Fifth, and Fourteenth Amendments to the United States Constitution and Section 14, Article I of the Ohio Constitution.

{¶ 39} Our analysis of the constitutionality of R.C. 1309.609 is guided by the strong presumption of constitutionality that all statutes enjoy. Kaminski v. Metal & Wire Prods. Co., 125 Ohio St.3d 250, 2010-Ohio-1027, 927 N.E.2d 1066, ¶ 58. “Before a court may declare unconstitutional an enactment of the legislative branch, ‘it must appear beyond a reasonable doubt that the legislation and constitutional provisions are clearly incompatible.’ ” Arbino v. Johnson & Johnson, 116 Ohio St.3d 468, 2007-Ohio-6948, 880 N.E.2d 420, ¶ 25, quoting State ex rel. Dickman v. Defenbacher (1955), 164 Ohio St. 142, 57 O.O. 134, 128 N.E.2d 59, paragraph one of the syllabus.

{¶ 40} As an initial matter, we find that the Fifth Amendment is irrelevant to the instant matter. The Due Process Clause of the Fifth Amendment applies to the federal government, not state government. Dusenbery v. United States (2002), 534 U.S. 161, 167, 122 S.Ct. 694, 151 L.Ed.2d 597. Appellant, therefore, cannot rely on the Fifth Amendment as a basis for arguing that a state statute is unconstitutional.

{¶ 41} The Fourth Amendment, as applied to the states through the Fourteenth Amendment to the United States Constitution and Section 14, Article I of the Ohio Constitution prohibit the government from conducting unreasonable searches and seizures of persons or their property. The Fourteenth Amendment precludes state government from depriving any person of life, liberty, or property without due process of law. Notably, both the Fourth and Fourteenth Amendments provide protection against governmental — not private — action. United States v. Jacobsen (1984), 466 U.S. 109, 113, 104 S.Ct. 1652, 80 L.Ed.2d 85 (the Fourth Amendment’s protection against unlawful searches and seizures “proscribe[s] only governmental action”); Blum v. Yaretsky (1982), 457 U.S. 991, 1002, 102 S.Ct. 2777, 73 L.Ed.2d 534, quoting Shelley v. Kraemer (1948), 334 U.S. 1, 13, 68 S.Ct. 836, 92 L.Ed. 1161 (“ ‘the action inhibited by the first section of the Fourteenth Amendment is only such action as may fairly be said to be that of the States’ ” and “ ‘[t]hat Amendment erects no shield against merely private conduct, however discriminatory or wrongful’ ”); Burdeau v. McDowell (1921), 256 U.S. 465, 475, 41 S.Ct. 574, 65 L.Ed. 1048 (the Fourth Amendment “was intended as a restraint upon the activities of sovereign authority, and was not intended to be a limitation upon other than governmental agencies”).

{¶ 42} Enactment of a statute that permits self-help repossession does not amount to the significant state involvement necessary for the Fourth and Fourteenth Amendments to apply. Winfield v. Soc. Natl. Bank (C.A.6, 1988), 845 F.2d 328 (table) (finding former R.C. 1309.46, the predecessor to R.C. 1309.609, constitutional). See also Gary v. Darnell (C.A.6, 1974), 505 F.2d 741, 741-742; Turner v. Impala Motors (C.A.6, 1974), 503 F.2d 607, 611-612; Gibbs v. Titelman (C.A.3, 1974), 502 F.2d 1107, 1113; James v. Pinnix (C.A.5, 1974), 495 F.2d 206, 209; Nowlin v. Professional Auto Sales, Inc. (C.A.8, 1974), 496 F.2d 16, 17; Adams v. S. California First Natl. Bank (C.A.9, 1974), 492 F.2d 324, 329; Shirley v. State Natl. Bank of Connecticut (C.A.2, 1974), 493 F.2d 739, 743-745. State statutes, like R.C. 1309.609, that authorize but do not compel private conduct do not satisfy the state action requirement. Penney v. First Natl. Bank of Boston (1982), 385 Mass. 715, 719, 433 N.E.2d 901; Helfinstine v. Martin (Okla.1977), 561 P.2d 951, 956; Teeter Motor Co., Inc. v. First Natl. Bank of Hot Springs (1976), 260 Ark. 764, 767-768, 543 S.W.2d 938; Faircloth v. Old Natl. Bank of Washington (1976), 86 Wash.2d 1, 4, 541 P.2d 362; Benschoter v. First Natl. Bank of Lawrence (1975), 218 Kan. 144, 150-151, 542 P.2d 1042; Brown v. United States Natl. Bank of Oregon (1973), 265 Or. 234, 238, 509 P.2d 442. Thus, we conclude that R.C. 1309.609 does not violate the Fourth or Fourteenth Amendments.

{¶ 43} Having addressed the repossessions that occurred on February 7 and 8, 2006, we now examine the final repossession to determine if a question of fact exists as to whether ARS breached the peace. Unlike the February 7 and 8, 2006 repossessions, the January 12, 2006 repossession of the Premier occurred over James’s objection. On January 12, 2006, at approximately 8:15 a.m., James was dressing when his wife told him that someone with a tow truck was in then-carport. James went out to the carport and found an ARS agent hooking the Premier to his tow truck. James told the ARS agent to stop, unhook the Premier, and leave the premises because he was trespassing. James then reached down to unhook the Premier, and the ARS agent grabbed his hands, pushed him, and began screaming at him. According to James, the ARS agent screamed, “I’m going to make your neighbors know about what you’re doing[;] you rich bastard, I got you.” At that point, James began pushing back and yelling. James eventually backed away, and the ARS agent towed the Premier away.

{¶ 44} Based upon this evidence, a reasonable finder of fact could conclude that a breach of the peace occurred. If the finder of fact reached such a conclusion, then it could also find ARS liable for conversion. Accordingly, we conclude that the trial court erred in granting ARS summary judgment on James’s claim for conversion of the Premier.

{¶ 45} Next, we consider whether the trial court erred in granting ARS summary judgment on appellants’ claims that an ARS agent assaulted them during the January 12, 2006 repossession. A plaintiff establishes the tort of assault by showing that the defendant willfully threatened or attempted to harm or offensively touch the plaintiff and that the threat or attempt reasonably placed the plaintiff in fear of such contact. Stafford v. Columbus Bonding Ctr., 177 Ohio App.3d 799, 2008-Ohio-3948, 896 N.E.2d 191, ¶ 15.

{¶ 46} Although Carolyn entered the carport briefly during the repossession, she returned to the house after seeing her husband reach down to unhook the Premier. Based on Carolyn’s recounting of the events of January 12, 2006, the ARS agent never threatened or attempted to contact her. Consequently, reasonable minds could only conclude that the ARS agent did not assault Carolyn, and thus, the trial court properly granted ARS summary judgment on Carolyn’s assault claim.

{¶ 47} The situation is different as to James. The ARS agent physically prevented James from unhooking the Premier from the tow truck. James testified that he backed away. He said, “[The ARS agent was] about 30 years younger than I am and about another 150 pounds heavier than I was.” In his July 25, 2008 deposition, James stated repeatedly that he had felt threatened by the ARS agent. Despite this evidence, ARS argues that James’s actions demonstrated frustration or anger — not fear. We believe that reasonable minds could disagree regarding how to interpret James’s actions and whether he reasonably feared that the ARS agent would strike him. We therefore conclude that the trial court erred in granting ARS summary judgment on James’s assault claim.

{¶ 48} Next, we must determine whether summary judgment was appropriate on appellants’ claims for violation of Section 1983. Section 1983 “provides a remedy for deprivations of rights secured by the Constitution and laws of the United States when that deprivation takes place ‘under color of any statute, ordinance, regulation, custom, or usage, of any State or Territory.’ ” Lugar v. Edmondson Oil Co., Inc. (1982), 457 U.S. 922, 924, 102 S.Ct. 2744, 73 L.Ed.2d 482, quoting Section 1983. A person is acting under the color of state law if “the conduct allegedly causing the deprivation of a federal right [can] be fairly attribut[ed] to the State.” Id. at 937. For fair attribution to the state to exist, the person charged with committing the deprivation “must be a person who may fairly be said to be a state actor.” Id. “This may be because he is a state official, because he has acted together with or has obtained significant aid from state officials, or because his conduct is otherwise chargeable to the State.” Id.

{¶ 49} In the case at bar, appellants argue that ARS is a state actor because the Public Utilities Commission of Ohio regulates it. Appellants neither asserted nor presented any evidence to support this argument in the trial court. Moreover, we note that “ ‘[t]he mere fact that a business is subject to state regulation does not by itself convert its action into that of the State.’ ” Am. Mfrs. Mut. Ins. Co. v. Sullivan (1999), 526 U.S. 40, 52, 119 S.Ct. 977, 143 L.Ed.2d 130, quoting Jackson v. Metro. Edison Co. (1974), 419 U.S. 345, 350, 95 S.Ct. 449, 42 L.Ed.2d 477.

{¶ 50} Appellants also claim that ARS is a state actor because it repossessed the vehicles with the authorization of R.C. 1309.609. However, “the existence of [a] self-help repossession provision in state law, and [a party’s] use of the same to effectuate [a] repossession, is not enough, on its own” to convert a private repossessor into a state actor. Albertorio-Santiago v. Reliable Fin. Servs. (D.P.R.2009), 612 F.Supp.2d 159, 166. See also Elliott v. Chrysler Fin. (C.A.10, 2005), 149 Fed.Appx. 766, 768 (“Merely following a procedure established by state law does not transform a private party’s activity into state action”); Pahls v. Kesselring (C.A.6, 2000), 230 F.3d 1359 (table) (“simply invoking the authority of a valid state law does not amount to state action for § 1983 purposes”). As both appellants’ arguments fail, we conclude that ARS is not a state actor, and thus, the trial court properly granted ARS summary judgment on appellants’ Section 1983 claims.

{¶ 51} We next turn to the trial court’s grant of summary judgment on James’s claim against ARS for the conversion of personal property that was in the Premier when ARS repossessed that vehicle on May 9, 2005. To clarify, ARS repossessed the Premier twice — first on May 9, 2005, and after James redeemed the Premier, then again on January 12, 2006. James asserted a claim against ARS for eonvei-sion of multiple items of personal property that were in the Premier when ARS repossessed it the first time. This personal property included clothing, prescription eyeglasses, boating paraphernalia, CDs, and cash. After the repossession, James contacted ARS and requested the return of the personal property in the Premier and the vehicle’s license plates. ARS returned only the license plates.

{¶ 52} Although R.C. 1309.609 permits a repossessor to lawfully take possession of another’s vehicle, that permission does not extend to the personal items inside the vehicle. Consequently, even though a lawful repossession leaves the debtor with no claim for conversion of his vehicle, he may assert a conversion claim against the repossessor for any personal property taken with the vehicle and not returned. Perkins v. City Natl. Bank & Trust Co. (Mar. 22, 1977), 10th Dist. No. 76AP-730, 1977 WL 200020 (the plaintiff could recover for the conversion of personal items that “the defendant bank had no right, by virtue of the contractual arrangements of the parties on the security agreement, to repossess along with the motor home”). See also McGrady v. Nissan Motor Acceptance Corp. (M.D.Ala.1998), 40 F.Supp.2d 1323, 1330 (“Conversion may occur when, during a repossession, personal property located in the repossessed vehicle is taken. * * * [Although the taking of the vehicle was lawful, the taking of Plaintiffs personal property * * * was not lawful”); Billings, Handling Automobile Warranty & Repossession Cases (2d Ed.2003), Section 11:47 (“Conversion may occur during an otherwise lawful repossession if the debtor’s personal property is taken along with the automobile. The financier’s security interest is in the automobile alone, and not in items located in it at the time of possession”).

{¶ 53} Here, ARS does not dispute that when it repossessed the Premier in May 2005, the Premier contained personal items that it did not return to James. Accordingly, we conclude that the trial court erred in granting ARS summary judgment on James’s claim for conversion of his personal property.

{¶ 54} In sum, we conclude that the trial court erred in granting ARS summary judgment on appellants’ claims for trespass, James’s claim for conversion of the Premier, James’s claim for assault, and James’s claim for conversion of personal property in the Premier. Consequently, we sustain appellants’ second assignments of error to the extent that they challenge those rulings. In all other respects, we overrule appellants’ second assignments of error.

{¶ 55} By their third assignments of error, appellants argue that the trial court erred in granting ARS summary judgment on their claims for intentional infliction of emotional distress. The third assignments of error also include a challenge to the trial court’s determination that appellants could not recover punitive damages. Appellants, however, do not separately argue that point. We therefore decline to address it. App.R. 12(A)(2); Bond, 2008-Ohio-945, 2008 WL 600201, at ¶ 16-17.

{¶ 56} A defendant is liable for intentional infliction of emotional distress if his “extreme and outrageous conduct intentionally or recklessly causes serious emotional distress to another.” Yeager v. Loc. Union 20, Teamsters, Chauffeurs, Warehousemen & Helpers of Am. (1983), 6 Ohio St.3d 369, 6 OBR 421, 453 N.E.2d 666, syllabus, abrogated on other grounds, Welling v. Weinfeld, 113 Ohio St.3d 464, 2007-Ohio-2451, 866 N.E.2d 1051. “Serious emotional distress” goes beyond merely trifling disturbance, mere upset, or hurt feelings. Paugh v. Hanks (1983), 6 Ohio St.3d 72, 78, 6 OBR 114, 451 N.E.2d 759. The emotional injury must be so severe and debilitating that “a reasonable person, normally constituted, would be unable to cope adequately with the mental distress engendered by the circumstances of the case.” Id. Serious emotional distress includes traumatically induced neurosis, psychosis, chronic depression, and phobia. Id.

{¶ 57} A plaintiff claiming serious emotional distress must present some “ ‘guarantee of genuineness’ ” in support of his claim to prevent summary judgment in favor of the defendant. Powell v. Grant Med. Ctr. (2002), 148 Ohio App.3d 1, 6, 771 N.E.2d 874, quoting Paugh, 6 Ohio St.3d at 76, 6 OBR 114, 451 N.E.2d 759. In most instances, a plaintiff can supply that genuineness with expert medical testimony. Schultz v. Barberton Glass Co. (1983), 4 Ohio St.3d 131, 135, 4 OBR 376, 447 N.E.2d 109. Such testimony, however, is not always necessary. Powell, 148 Ohio App.3d 1, 6-7, 771 N.E.2d 874. In lieu of expert testimony, a plaintiff may submit testimony of lay witnesses who “testify as to any marked changes in the emotional or habitual makeup that they discern in the plaintiff.” Paugh at 80, 6 OBR 114, 451 N.E.2d 759. See also Buckman-Peirson v. Brannon, 159 Ohio App.3d 12, 2004-Ohio-6074, 822 N.E.2d 830, ¶ 41; Powell at 6-7. A court may decide whether the emotional injury alleged constitutes “serious emotional distress” as a matter of law. Id.

{¶ 58} In the case at bar, James testified that his interactions with the ARS agents have “shaken [him] up mentally” and that he “wake[s] up probably at least two times a night * * * to see if they’ve come to tow any cars.” Carolyn stated that she was “truly frightened” by the ARS agents’ behavior. Neither James nor Carolyn sought the treatment of a psychologist, psychiatrist, or any other mental-health provider as a result of their experiences with ARS. No expert medical witness testified regarding the Ryans’ mental states, and no lay witness acquainted with the Ryans testified as to a marked change in their mental states.

{¶ 59} Given the state of the evidence, we conclude that no reasonable finder of fact could find that the Ryans have incurred the type of severe and debilitating emotional injury necessary for them to prevail on their claims for intentional infliction of emotional distress. Although the Ryans have felt emotional discomfort, as a matter of law their suffering did not rise to the level of serious emotional distress. See Oglesby v. Columbus, 10th Dist. No. 01AP-1289, 2002-Ohio-3784, 2002 WL 1726033, ¶ 29 (upholding summary judgment because reasonable minds could not conclude that the plaintiff had suffered severe emotional distress when the evidence established that the plaintiff felt humiliated, became emotional at times, and was unable to eat or sleep but never sought medical treatment for his distress).

{¶ 60} Appellants, however, assert that they had identified a physician who would have testified as to their extreme emotional stress. Appellants failed to introduce into the record any testimony from this physician in response to ARS’s summary-judgment motion. Consequently, the physician’s alleged opinion cannot factor into our review of the trial court’s summary-judgment ruling.

{¶ 61} Because the evidence in the record does not establish severe emotional distress, the trial court properly granted ARS summary judgment on appellants’ claims for intentional infliction of emotional distress. Accordingly, we overrule appellants’ third assignments of error.

{¶ 62} By their fourth assignments of error, appellants attack the trial court’s award of summary judgment to Ford on its claims. First, James argues that the trial court erred in declaring that the lease agreement and retail installment contracts specified that the co-obligors to those contracts were jointly and severally responsible for making the required payments. In making this argument, James misinterprets both the amended complaint and the trial court’s summary-judgment ruling. Ford never sought a declaratory judgment as to the character of the co-obligors’ liability under the relevant contracts. Ford, instead, filed four breach-of-contract claims. Consequently, in granting summary judgment to Ford, the trial court did not declare that James and RRI were jointly and severally liable under the lease agreement or that James and R & R were jointly and severally liable under the retail installment contracts.

{¶ 63} Moreover, in the amended judgment entry deciding Ford’s summary-judgment motions, the trial court awarded damages consistent with Ford’s concession that the co-obligors were only jointly liable under the contracts. The trial court specified that James and RRI were jointly liable for the $2,742.65 owed under the lease agreement, and it awarded Ford only half of the amounts due under the retail installment contracts.

{¶ 64} Second, James argues that summary judgment was inappropriate because Ford failed to state any claims for relief in its amended complaint. Specifically, James claims that Ford did not allege in the amended complaint that he and his co-obligors defaulted on the contracts. James also claims that Ford neglected to comply -with Civ.R. 10(D)(1). The record belies both claims. Ford alleged that James and his co-obligors had defaulted on their payment obligations when it stated that those obligations were “past due,” and it specified the amounts owing under each contract. Also, pursuant to the dictates of Civ.R. 10(D)(1), Ford attached the lease agreement to its original complaint, and it attached the retail installment contracts to its amended complaint. Consequently, we conclude that Ford appropriately pleaded the breach-of-contract claims for which it later sought summary judgment.

{¶ 65} Third, James argues that the trial court erred in granting summary judgment on Ford’s claims for breach of the retail installment contracts because Ford never made R & R a party to the action. As we explained above, James copurchased three vehicles with R & R, and thus both James and R & R are liable for the debt to Ford. Although Ford sued James for breach of the retail installment contracts arising from the purchase of those three vehicles, it did not also sue R & R. James argues that R.C. 2721.12(A) required Ford to join R & R, and Ford’s failure to do so rendered the trial court’s judgment void. R.C. 2721.12(A) states, “[W]hen declaratory relief is sought under [R.C. Chapter 2721] in an action or proceeding, all persons who have or claim any interest that would be affected by the declaration shall be made parties to the action or proceeding.” This statute is inapplicable here because Ford did not seek declaratory relief.

{¶ 66} James also argues that Civ.R. 10(A) necessitated the joinder of R & R. Civ.R. 10(A) merely requires that the title of a complaint “include the names and addresses of all the parties.” It does not list criteria for determining what parties are necessary to an action.

{¶ 67} Although James never cites it, Civ.R. 19 is the applicable authority. State ex rel. Gill v. Winters (1990), 68 Ohio App.3d 497, 503, 589 N.E.2d 68 (Civ.R. 19 “describes persons whose presence is needed for a just adjudication of the action”). Civ.R. 19(A) provides:

A person who is subject to service of process shall be joined as a party in the action if (1) in his absence complete relief cannot be accorded among those already parties, or (2) he claims an interest relating to the subject of the action and is so situated that the disposition of the action in his absence may (a) as a practical matter impair or impede his ability to protect that interest or (b) leave any of the persons already parties subject to a substantial risk of incurring double, multiple, or otherwise inconsistent obligations by reason of his claimed interest * * *.

An appellate court reviews a trial court’s decision whether a person is a necessary party under an abuse-of-discretion standard. Hambleton v. R.G. Barry Corp. (1984), 12 Ohio St.3d 179, 184, 12 OBR 246, 465 N.E.2d 1298.

{¶ 68} Here, R & R is not a necessary party under Civ.R. 19(A)(1) because a court can accord complete relief among Ford and James. A creditor who sues a co-obligor for his portion of the debt can receive from that obligor the complete relief it requests (i.e., half of the debt). Davis v. Middleton (May 28, 1985), 12th Dist. No. CA84-08-054, 1985 WL 8677. Consequently, the other co-obligor is not a necessary party to the suit. Id.

{¶ 69} R & R also fails to qualify as a necessary party under Civ.R. 19(A)(2). R & R’s absence from the instant case does not “as a practical matter impair or impede [its] ability to protect” its interest in the repossessed vehicles. Civ.R. 19(A)(2)(a). James is a party to this case, and as the 100 percent shareholder in R & R, James’s interests are completely aligned with R & R’s interests. Thus, James can fully protect R & R’s interests. Moreover, James is not “subject to a substantial risk of incurring double, multiple, or otherwise inconsistent obligations.” Civ.R. 19(A)(2)(b). As we explained above, the trial court entered judgment against James for only the portion of the debt that he owed. Accordingly, we conclude that the trial court did not abuse its discretion in refusing to join R & R as a party. James, therefore, cannot use the lack of joinder as a reason to overturn the trial court’s award of summary judgment to Ford on its breach-of-contract claims.

{¶ 70} Because James does not prevail on any of his arguments, we overrule his fourth assignment of error. Likewise, we overrule Carolyn’s fourth assignment of error. Carolyn merely adopted James’s arguments in support of her fourth assignment of error, and none of those arguments challenge the grant of summary judgment on Ford’s breach-of-contract claim against her.

{¶ 71} By their fifth assignments of error, appellants argue that the trial court erred in granting summary judgment to Ford and Bob-Boyd on appellants’ CSPA claims. While we agree with appellants that Carolyn’s CSPA claim against Bob-Boyd should have survived summary judgment, we find that the trial court appropriately awarded summary judgment on James’s CSPA claims and Carolyn’s CSPA claim against Ford.

{¶ 72} R.C. 1345.02 and 1345.03 prohibit suppliers from engaging in unfair, deceptive, or unconscionable practices “in connection with a consumer transaction.” A “consumer transaction” means “a sale, lease, assignment, award by chance, or other transfer of an item of goods, a service, a franchise, or an intangible, to an individual for purposes that are primarily personal, family, or household.” R.C. 1345.01(A). The definition of “consumer transaction” does not include “transactions between persons, defined in sections 4905.03 and 5725.01 of the Revised Code, and their customers.” Id. The “persons” listed in R.C. 5725.01 include “dealers in intangibles,” which R.C. 5725.01(B)(1) defines as follows:

[Ejvery person who keeps an office or other place of business in this state and engages at such office or other p