Producers Livestock Credit Corporation, Respondent,

This opinion will be unpublished and
may not be cited except as provided by
Minn. Stat. § 480A.08, subd. 3 (2018).

STATE OF MINNESOTA
IN COURT OF APPEALS
A18-0654

Producers Livestock Credit Corporation,
Respondent,

vs.

Jeff Benson, Defendant,

Benedict Weiland,
Appellant.

Filed March 11, 2019
Affirmed
Smith, Tracy M., Judge

Polk County District Court
File No. 60-CV-17-1277

Jeff C. Braegelmann, Christopher E. Bowler, Gislason & Hunter L LP, New Ulm,
Minnesota (for respondent)

Zenas Baer, Zenas Baer Law Office, Hawley, Minnesota (for appellant)

Considered and decided by Halbr ooks, Presiding Judge; Larkin, Judge; and Smith,
Tracy M., Judge.
U N P U B L I S H E D O P I N I O N
SMITH, TRACY M., Judge
Appellant Benedict Weiland, a f eedlot operator, challenges the district court’s
summary judgment declaring that Weiland waived his statutory feeder’s lien and therefore
had no interest in the proceeds of the sale of cattle that had been financed by respondent

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Producers Livestock Credit Corporation (PLCC). Because the dist rict court did not err in
concluding that there is no genuine issue of fact that Weiland waived his interest in the
cattle and that PLCC is entitled to judgment as a matter of law, we affirm.
FACTS
PLCC is an agricultural lender. It financed the purchase of ca ttle by farmers Perry
and Laurie Duden. As of January 2016, the Dudens had six loans with PLCC. The loans
were identified with numbers, from 403 to 408 (Notes 1 403 to 408). Debts were incurred
only under Notes 403, 404, and 405. Though the loans were indiv idually secured with all
of the Dudens’ cattle, a head count of cattle was assigned to each loan.
The Dudens kept their cattle at different locations. The Dudens and PLCC, over the
course of their dealings, agreed to restructure the loans so th at the cattle assigned to each
loan would be at a certain location; in other words, they agree d to “track” the location of
each herd of cattle by the loan to which the herd was assigned.
In May 2016, the Dudens moved about 240 head of Holstein steer s (the Holstein
steers2) they had under Note 404 to We iland’s feedlot. Consistent with the agreement
between PLCC and the Dudens, PLCC transferred the head count an d the corresponding
dollar amount to Note 407. The balance of Note 404 was decrease d, and that of Note 407

1 When used in this abbreviated f orm, “Note” refers to the whole arrangement, including
the loan/security agreements that accompany the promissory note.

2 It is unclear from the record whether the feeder’s lien sought by Weiland is strictly
confined to the 240 head of Holstein steers. Because the point is immaterial to the analysis,
we use the term “the Holstein steers” broadly to mean the herd in which Weiland’s asserted
lien rights are held.

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was increased, by the value of the Holstein steers. This transfer was the first entry made on
Note 407, which was a revolving line of credit.
Under Minn. Stat. § 514.966, subd. 4 (2018), a commercial feeder obtains a feeder’s
lien on livestock for the value of the materials or services provided to care for the livestock.
When PLCC learned that the Holstein steers were placed on Weila nd’s feedlot, it sent
Weiland a feedlot waiver and consent form for him to sign to prevent him from becoming
a competing lienholder in the Holstein steers. Weiland signed the feedlot waiver on June 6,
2016. It stated:
In consideration of the Promissory Note(s), Loan
Agreement(s), and Security Agr eement(s) to be entered into
between [PLCC] . . . and [the Du dens] . . . for the advance of
funds for the purchase of 1000 head +/- of cattle (the
“Collateral”) located on . . . [Weiland’s feedlot] (the
“Premises”) . . . [,]

. . . .

[Weiland] consents to the f eeding of the Collateral on
the Premises and irrevocably waives and relinquishes to
[PLCC] all rights and all claims and demands of every kind . . .
against the Collateral now loca ted or to be located on the
Premises.

Thereafter, through unrelated transactions, Notes 404 and 405 were cleared out. As
of December 2016, only Notes 403, 406, and 407 had loan balances. The Dudens ultimately
defaulted on those Notes, and, i n May 2017, the Dudens’ cattle were sold at auction. A
proceeds check for $415,000.19 was issued. Weiland claimed a fe e d e r ’ s l i e n o n t h e
proceeds. PLCC brought a declaratory judgment action against Weiland, seeking a judicial

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determination that it was entitled to the entirety of the proce eds.3 PLCC and Weiland
brought cross motions for summary judgment. The court granted s ummary judgment in
favor of PLCC because it decided that there was no genuine disp ute of fact that Weiland,
by signing the feedlot waiver, effectively waived his interest in the Holstein steers.
This appeal followed.
D E C I S I O N
On appeal from summary judgment , appellate courts review de no vo “whether a
genuine issue of material fact exists” and “whether the district court erred in its application
of the law.” STAR Ctrs., Inc. v. Faegre & Benson, L.L.P., 644 N.W.2d 72, 77 (Minn. 2002).
The evidence is viewed “in the light most favorable to the part y against whom summary
judgment was granted.” Id. at 76-77. Under Minn. R. Civ. P. 56.01,4 “[t]he court shall grant
summary judgment if the movant shows that there is no genuine i ssue as to any material
fact and the movant is entitled to judgment as a matter of law. ” The district court granted
summary judgment in favor of PLCC because it decided that (1) n o genuine issue existed

3 PLCC also brought the action against another putative lienhold er, Jeff Benson. Benson
and PLCC settled their dispute, and Benson was dismissed from the case.

4 The district court applied the former version of rule 56, whic h was recently “revamped”
to more “closely follow” the federal rules. Minn. R. Civ. App. P. 56 2018 advisory comm.
cmt. When promulgating amendments to rule 56, effective on July 1, 2018 and applicable
to pending cases, the supreme co urt specifically indicated that amended language on the
standard for granting summary j udgment reflects recent Minnesot a caselaw. Order
Promulgating Amendments to Rules of Civil Procedure , No. ADM04-8001 (Minn.
Mar. 13, 2018). Because the legal standard is unchanged, we cite to the current version of
rule 56.01, even though the district court’s decision was issue d before the amended rule
took effect.

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as to whether Weiland waived his interest in the Holstein steers and (2) PLCC was entitled
to judgment as a matter of law. Each decision will be addressed in turn.
I. There is no genuine dispute whether Weiland waived his inter est in the
Holstein steers.

Whether a person waived his or her right is generally a questi on of fact. Minneapolis
Elec. Lamp Co. v. Fed. Holding Co. , 221 N.W. 645, 646 (Minn. 1928). But summary
judgment is appropriate when only one reasonable inference can be drawn from the
undisputed facts. City of Savage v. Varey, 358 N.W.2d 102, 105 (Minn. App. 1984), review
denied (Minn. Feb. 27, 1985). The contents of the feedlot waiver are undisputed, and it is
undisputed that Weiland signed the waiver. The issue is whether it is reasonable to infer
from the evidence that Weiland di d not waive his interest in th e Holstein steers. Weiland
makes three arguments why such an inference is reasonable, none of which is persuasive.
A. The waiver was knowing.
First, Weiland argues that the inference of nonwaiver is reaso nable because he
lacked the requisite knowledge to waive his interest in the cat tle. Under Engstrom v.
Farmers & Bankers Life Ins. Co. , waiver “is a voluntary relinquishment of a known
right”—“[b]oth intent and know ledge . . . are [the] essential e lements.” 41 N.W.2d 422,
424 (Minn. 1950). Weiland asserts that he did not know the true nature of the document he
signed; having read through the feedlot waiver quickly, he interpreted it to be an assurance
that he “was going to have a lien.” Weiland’s claimed misunderstanding, however, cannot
establish a lack of the requisite knowledge because a waiver may be based on constructive
knowledge. See Alsleben v. Oliver Corp., 94 N.W.2d 354, 358 (Minn. 1959) (“The requisite

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knowledge may be actual or constructive.”). The feedlot waiver gives conspicuous notice
that it extinguishes, rather than preserves, the rights of the signer—it states that the signer
“irrevocably waives and relinquishes to [PLCC] all rights and a ll claims and demands of
every kind.” Given the language of the waiver and Weiland’s sig nature, no reasonable
inference could be drawn that Weiland lacked the constructive k nowledge to waive his
interest.
B. The waiver covers feeder’s liens.
Second, Weiland argues that the inference of nonwaiver is reas onable because a
feeder’s lien is not within the scope of the feedlot waiver. This argument also runs contrary
to the plain language of the document. The feedlot waiver state s that Weiland waives and
relinquishes to PLCC “all rights and all claims and demands of every kind.” This sweeping
description of the rights waived leaves no room for a reasonable inference that it does not
cover feedlot liens.
C. The waiver covers the Holstein steers.
Third, Weiland argues that the inference of nonwaiver is reaso nable because, by
signing the feedlot waiver, he waived his interest in a different herd of cattle than the
Holstein steers. He relies on th e statement in the feedlot waiv er that the waiver is “[i]n
consideration of the Promissory N ote(s), Loan Agreement(s), and Security Agreement(s)
to be entered into between [PL CC] . . . and [the Dudens].” He makes two arguments why
this language could reasonably be read to refer to cattle other than the Holstein steers.
First, he contends that “the Promissory Note(s), Loan Agreemen t(s), and Security
Agreement(s)” refers only to Note 407 because at the top of the waiver is written

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“Promissory Note and Loan Agreement # [407].” This means, he ar gues, that the feedlot
waiver does not cover the Holstein steers because the stated pu rpose of Note 407 was to
“advance funds for [the Dudens’] purchase of up to 1000 head of cattle weighing
approximately 250 lbs” and the Holstein steers weighed 900 pounds. In addition, he asserts,
Note 407 does not relate to the Holstein steers because the Dudens had the Holstein steers
before any obligation was incurred under Note 407; the entry made to Note 407 in relation
to the Holstein steers was for tracking purposes, not for a disbursement of purchase money.5
Second, Weiland argues, the phras e “the Promissory Note(s), Lo an Agreement(s),
and Security Agreement(s) to be entered into between [PLCC] . . . and [the Dudens]” may
be reasonably read to apply to s ome future loan arrangement and thus not cover the
Holstein steers because PLCC had financed them well before Weiland signed the waiver.
(Emphasis added.)
Neither of Weiland’s interpretations is reasonable. Under both interpretations,
Weiland construes the feedlot waiver to be a partial one limited specifically to some herd,
other than the Holsteins, to be financed in the future. While p artial waivers of liens “for a
clearly expressed special purpose” are recognized, “where a gen eral waiver is executed,
and there is nothing in the context to show a contrary intention, there is nothing left for the
court to do but enforce” it. Lundstrom Constr. Co. v. Dygert, 94 N.W.2d 527, 531 (Minn.
1959) (quotation omitted). The feedlot waiver is a general waiv er. It explicitly states that

5 Weiland also points to the fact that the terms of Note 407 all owed the Dudens to incur a
feeder’s lien. That fact, however, is immaterial. It is undisputed that the Dudens could incur
a feeder’s lien; the question is whether PLCC obtained an effec tive waiver of it from
Weiland.

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Weiland “irrevocably waives and relinquishes to [PLCC] all rights and all claims and
demands of every kind . . . a g a i n s t t h e C o l l a t e r a l now located or to be located on the
Premises.” (Emphasis added.) The clause depended upon by Weiland—“In consideration
of the Promissory Note(s), Loan Agreement(s), and Security Agre ement(s) to be entered
into between [PLCC] . . . and [the Dudens]”—is merely an acknow ledgement of PLCC’s
relationship with the Dudens. The clause does not restrict the effect of the feedlot waiver.
Also, nothing in the context i n which Weiland executed the waiver shows an intent
of the parties that was contrary to the general purpose of the feedlot waiver. See id. PLCC
sought the feedlot waiver from Weiland shortly after the Dudens placed the Holstein steers
on Weiland’s feedlot. The waiver form that PLCC sent to Weiland, and that he signed, said
that it applied to “Collateral now located” on Weiland’s feedlot. (Emphasis added.) The
only reasonable inference from these facts is that the feedlot waiver was to protect PLCC’s
security interest in the Dudens’ cattle, including the Holstein steers. Moreover, at the time
Weiland signed the feedlot waiver, he was not aware of the terms of Note 407. He therefore
could not have believed that the feedlot waiver related to some 250-pound cattle to be
financed with Note 407.
We conclude that the only reason able inference to be drawn fro m the undisputed
facts is that Weiland waived his interest in the Holstein steer s. We next address whether
PLCC is entitled to judgment as a matter of law.
II. PLCC is entitled to judg ment as a matter of law.

Weiland argues that PLCC is not entitled to judgment as a matter of law because his
feedlot waiver had to be, but was not, supported by consideration. Generally, waiver does

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not need consideration. Meagher v. Kavli , 88 N.W.2d 871, 878-79 (Minn. 1958). But
waiver of a mechanic’s lien does. Sussel Co. v. First Fed. Sav. & Loan Ass’n of St. Paul ,
232 N.W.2d 88, 90 (Minn. 1975). Weiland asserts that waiver of a feeder’s lien also
requires consideration because, like a mechanic’s lien, a feede r’s lien is a remedial,
statutory lien intended to protect those who furnish materials or services that permanently
benefit another.
Weiland, however, fails to cite any legal authority for the pr oposition that the rule
requiring consideration for waiver of a mechanic’s lien applies broadly to all remedial,
statutory liens, see, e.g., Minn. Stat. §§ 481.13 (attorney’s lien), 514.68 (hospital lien), .964
(liens on crops), .966, subd. 1 (veterinarian’s lien) (2018), or specifically to feeder’s liens.
It would be an extension of existing law to hold that the gener al rule for waiver—which
does not require consideration—does not apply to waivers of feeder’s liens. “[T]he task of
extending existing law falls to th e supreme court or the legisl ature, but it does not fall to
this court.” Tereault v. Palmer, 413 N.W.2d 283, 286 (Minn. App. 1987), review denied
(Minn. Dec. 18, 1987).
Even if this court were to extend the law to require considera tion for waiver of a
feeder’s lien, the feedlot waiver here had consideration. PLCC supplied any necessary
consideration when, upon learning the cattle were placed with Weiland, it did not demand
payment on the loans (as it was entitled to do under the Notes) , repossess the cattle, and
remove the cattle from Weiland’s feedlot; rather, in exchange f o r t h e w a i v e r , P L C C
permitted the cattle to remain at Weiland’s feedlot, allowing Weiland, presumably, to earn
income for his services. See Estrada v. Hanson , 10 N.W.2d 223, 225 (Minn. 1943) (“A

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valuable consideration may consist of some benefit accruing to one party or some detriment
suffered by the other . . . .”).
In sum, because no genuine issue exists as to whether Weiland waived his interest
in the Holstein steers and beca use PLCC is entitled to judgment as a matter of law, the
district court did not err in granting PLCC summary judgment.
Affirmed.