Atwood v. Lamar Obie Co., LLC

516 November 12, 2026 No. 1089 IN THE COURT OF APPEALS OF THE STATE OF OREGON Jim A. ATWOOD, in his capacity as trustee of the Jim A. Atwood Trust dated August 10, 2017; Jim A. Atwood, an individual; and J.A. Atwood Corporation, an Oregon corporation, Plaintiffs-Respondents, v. LAMAR OBIE COMPANY, LLC, a Delaware limited liability company, Defendant-Appellant, and ONDISPLAY ADVERTISING, LLC, an Indiana limited liability company; Michael H. Maloney, an individual; Alec Dille, an individual; Bradley Williams, an individual; and James Derby, an individual, Defendants. Multnomah County Circuit Court 20CV29502; A181594 Katharine von Ter Stegge, Judge. Argued and submitted October 15, 2025. Drew L. Eyman argued the cause for appellant. Also on the briefs were Clifford S. Davidson and Snell & Wilmer LLP. Nicholas A. Kampars argued the cause for respondents. Also on the brief was Wildwood Law Group LLC. Before Ortega, Presiding Judge, Joyce, Judge, and Hellman, Judge. ORTEGA, P. J. Affirmed. Cite as 354 Or App 516 (2026) 517 518 Atwood v. Lamar Obie Co., LLC ORTEGA, P. J. Defendant Lamar Obie Company, LLC (Lamar) appeals from a general judgment entered for plaintiffs on their claim for breach of the implied duty of good faith and fair dealing and awarding damages of $1,237,191.92. Plaintiffs own a building and have historically leased a large, exterior wall of that building to advertising companies to sell commercial advertising space for large signs. In June 2015, for the first time, plaintiffs were required to obtain a permit from the Oregon Department of Transportation (ODOT) that allowed that use. The company leasing the wall from plaintiffs at that time, OnDisplay Advertising Services, LLC, obtained the ODOT permit which, contrary to plaintiffs’ instructions, ODOT issued solely in the name of OnDisplay. Around the same time, OnDisplay sold the lease with plaintiffs to defendant Lamar and ODOT trans- ferred the permit to Lamar. Plaintiffs were not aware at the time that they were not named on the permit. In 2019, plaintiffs terminated the lease with Lamar. Among other disputes, Lamar refused to sell or transfer the ODOT per- mit to plaintiffs and instead turned the permit in to ODOT for relocation credit that Lamar cannot use and which ended plaintiffs’ ability to display commercial advertising on the building’s exterior wall. As relevant to this appeal, plaintiffs asserted a claim for breach of the implied duty of good faith and fair dealing against Lamar, and the jury returned a verdict in plaintiffs’ favor. Lamar now appeals, asserting nine assign- ments of error that challenge the trial court’s submission of the good faith and fair dealing claim to the jury and the jury instructions on good faith and fair dealing and on dam- ages. In sum, we conclude that, as a matter of law, the par- ties could have held the objectively reasonable contractual expectations that formed the bases of plaintiffs’ claim, and that the trial court correctly submitted to the jury whether the parties in fact held those expectations and whether Lamar’s actions, including with respect to the ODOT per- mit, were contrary to those expectations. We also conclude that plaintiffs’ future damages were not too speculative to submit to the jury. Finally, we conclude that the trial court Cite as 354 Or App 516 (2026) 519 did not err in any of the ways asserted by Lamar in giving the jury instructions on the implied covenant of good faith and fair dealing and on damages. Accordingly, we affirm. I. ASSIGNMENTS OF ERROR NOT REVIEWABLE ON APPEAL Before turning to the facts of this case and the mer- its of Lamar’s assignments, we first dispose of those assign- ments of error that are unreviewable on appeal. In its first assignment of error, Lamar argues that the trial court erred in denying Lamar’s motion for summary judgment. “In a case that has gone to trial, the denial of a summary judg- ment motion is not reviewable on appeal unless the motion rested on a ‘purely legal’ contention.” Freeman v. Stuart, 203 Or App 191, 194, 125 P3d 786 (2005). “A ‘purely legal’ conten- tion, as that term is used in this context, refers to one that ‘does not require the establishment of any predicate facts.’ ” Id. (quoting Stilwell v. Seibel, 169 Or App 613, 616, 10 P3d 319 (2000)). “That means facts are not merely undisputed, but immaterial, such as a facial challenge to the constitu- tionality of a statute.” Id. That is, “the legal theory under- lying the motion must be that the moving party has a right to prevail on any set of facts and that the facts, in effect, do not matter.” York v. Bailey, 159 Or App 341, 345-46, 976 P2d 1181, rev den, 329 Or 287 (1999). The facts of this case are material to Lamar’s summary judgment motion, which rested on its contention that plaintiffs’ contractual expec- tations were not objectively reasonable. Thus, Lamar’s first assignment of error is unreviewable. Lamar’s fourth assignment of error challenges the trial court’s denial of Lamar’s motion for judgment notwith- standing the verdict and alternative motion for new trial. However, “[d]enials of those motions made on the grounds of insufficient evidence are not reviewable.” Burke v. American Network, Inc., 95 Or App 274, 277, 768 P2d 924 (1989). Although Lamar attempts to frame the issues as purely legal, the gravamen of Lamar’s argument below was that the evidence was legally insufficient to support the jury’s verdict. Thus, we do not address Lamar’s fourth assignment because it is not reviewable on appeal. 520 Atwood v. Lamar Obie Co., LLC II. BACKGROUND In its remaining assignments of error, Lamar argues that the trial court erred in denying its directed ver- dict motions and in its instructions to the jury. “In review- ing the denial of a motion for directed verdict, we view the evidence, including reasonable attendant inferences, in the light most favorable to the nonmoving party, here, plain- tiff[s].” Hudjohn v. S&G Mach. Co., 200 Or App 340, 342, 114 P3d 1141 (2005). We recite the following facts with that standard in mind. To the extent that Lamar is entitled to any different factual inferences with respect to jury instruc- tions, we will address that in our analysis of those assign- ments of error. See, e.g., Ossanna v. Nike, Inc., 365 Or 196, 199, 445 P3d 281 (2019) (“We review a trial court’s failure to give a requested jury instruction for errors of law and eval- uate the evidence in the light most favorable to the estab- lishment of the facts necessary to require the instruction.” (Internal citations omitted.)). Plaintiffs are owners of a building located on West Burnside in Portland. Plaintiff Jim Atwood is the sole share- holder of plaintiff JA Atwood Corporation and the trustee of plaintiff Jim A Atwood Trust. The west side of the building has a large wall, and plaintiffs used the wall to display com- mercial advertising for decades (the wall sign). Plaintiffs would lease the wall sign to advertising companies to act as brokers to obtain advertising for the wall sign and gener- ate revenue. Each lease was for a set period and a monthly rental amount, and, at the end of the lease, plaintiffs were free to lease the wall sign to another tenant. On July 1, 2009, plaintiffs entered into a lease with Onsite Advertising Services, LLC to act as the broker for the wall sign. That lease was different than prior leases in that it provided that the revenue from advertisers would be split between plaintiffs and Onsite Advertising. The lease included terms that plaintiffs leased the building to Onsite Advertising “for the purpose of displaying a painted mural, painted advertising sign, signage applied by way of other materials such as adhesive or flex vinyl products (common for indus- try), or signage affixed by bolts or screws anchored into the building in such a way so as not to damage the bricks or Cite as 354 Or App 516 (2026) 521 structure. All holes, if any, shall be filled by Lessee at the expiration of the lease.” The lease also provided that, “Lessee shall take no acts which would damage or threaten to damage any portion of the building wall.” Atwood testified that he did not want any tenants to take any acts that would impair his ability to lease the wall sign. The lease was for 60 months, ending on June 30, 2014, with an option to renew for 60 months. Also in 2009, plaintiffs paid for an illumination system for the wall sign that was attached to the building, and later, through reduced rent, paid for a cabling system to attach vinyl signs. After entering into that agreement, in 2010, OnSite Advertising assigned its interest in the lease to OnDisplay Advertising LLC, in a sale of assets. In February 2014, with an effective date of June 30, 2014, plaintiffs and OnDisplay executed a lease addendum, which set out the revenue split going forward, extended the lease to June 30, 2019, and provided that the lease would automatically renew for five years, unless either party gave at least 60 days prior notice of intent not to renew. In 2012, the portion of West Burnside where the wall sign is located was designated a state highway by Oregon, which made the sign subject to permitting requirements for commercial advertising located next to a highway. However, ODOT did not require applications for permits until June 30, 2015. In December 2014, OnDisplay’s representative, Mike Maloney, contacted Atwood and informed him that the state required a permit for the wall sign and that he needed Atwood to prepare a letter to ODOT. Atwood agreed to pro- vide the letter, so long as plaintiffs owned the permit when the lease ended. Atwood provided the letter to Maloney, which gave consent to OnDisplay to apply for the permit and provided that the permit “shall be in the name of: OnDisplay Advertising, J A Atwood, J A Atwood Corporation, their successors and assigns, as his or its interest may appear.” Atwood included that language to be clear that he was to own the permit when the lease with OnDisplay ended. In early 2015, OnDisplay began discussions with Lamar to purchase OnDisplay’s assets, including its lease 522 Atwood v. Lamar Obie Co., LLC with plaintiffs. As a condition of the transaction with Lamar, OnDisplay was required to apply for the ODOT per- mit. Maloney then sent the application to ODOT along with Atwood’s letter, which is part of the permit file. Maloney also sent the application packet to OnDisplay’s attorneys as part of the transaction with Lamar. Lamar’s purchase of OnDisplay’s assets closed on June 16, 2015. OnDisplay did not ever give Atwood a copy of the application to ODOT or a copy of the ODOT permit. Maloney also did not communi- cate with Atwood about the permit. Maloney notified Atwood of the sale of OnDisplay’s assets and that it was assigning the lease to Lamar on July 7, 2015. Atwood did not know prior to that time that the sale was occurring, and he was never informed of any terms of the sale. He did inquire whether the state permit was com- pleted, and Maloney told him that the wall sign was now state permitted. OnDisplay then transferred the ODOT per- mit to Lamar, without notice to plaintiffs, and ODOT reis- sued the permit only in the name of Lamar. Plaintiffs were not notified by OnDisplay, ODOT, or Lamar that ODOT had issued the permit only in the name of OnDisplay and then transferred it only in the name of Lamar. After Lamar took over the lease for the wall sign, plaintiffs experienced a decline in revenue. In June 2017, Lamar’s representative, John Fitzmaurice, emailed Atwood his analysis of the Portland market, and stated, “As you move forward with whatever company you work with, Jim, you might consider going to a long-term fixed rate,” and stated that Lamar would be willing to discuss a buyout of the lease and suggested that a buyout amount could be passed on to a new lessee. Atwood followed up several times with Fitzmaurice, stating that he would like to end the lease and have a different company sell advertising for the wall sign, but he did not receive a response. In June 2018, Fitzmaurice contacted Atwood about adjusting the bolts and cabling system on the wall sign and told him that Lamar would leave the lower bolts in place “should you want to use them in the future with a different tenant than Lamar.” Atwood gave Lamar that permission and also informed Lamar that based on poor sales, plaintiffs Cite as 354 Or App 516 (2026) 523 did not intend to renew the lease, and, thus, it would expire on June 30, 2019. In February 2019, Fitzmaurice emailed Atwood and proposed lease renewal options that were different, and less favorable for plaintiffs, than the renewal terms provided for in the lease addendum. Atwood did not respond. About a week later, Fitzmaurice again emailed Atwood and stated that if plaintiffs terminated the lease, Lamar would remove the cabling system and lights and would relinquish the ODOT permit, which was in Lamar’s name. This was the first notice plaintiffs received that the ODOT permit was in Lamar’s name only. Atwood responded by forwarding his letter to ODOT and informing Lamar that OnDisplay had applied for the ODOT permit on behalf of plaintiffs. Lamar then contacted plaintiffs through a lawyer to inform them that Lamar was the legal permit holder. Atwood emailed Fitzmaurice, as directed in that letter, and told him that he had believed the permit was in plaintiffs’ name, and offered a buyout of Lamar’s lease or a renewal with Lamar that transferred the ODOT permit to plaintiffs. Fitzmaurice, however, stated that Lamar was not interested in selling the ODOT permit and that “[t]he only offer Lamar will accept is one of the three options previously offered.” His email further provided that, if plaintiffs did not accept one of those options, Lamar would remove “our fixtures” and notify ODOT. Through counsel, Lamar con- firmed that it would not sell the permit to plaintiffs because it would not serve Lamar’s interest to “allow a competing advertising agency to saturate the market even further.” Before the lease terminated, Lamar began working with ODOT to turn in the ODOT permit in return for relo- cation credit to Lamar. Relocation credit allows the holder to display advertising in a new location, but within strict geographic limits. However, there is no such location avail- able for the relocation credit Lamar obtained for the ODOT permit. Prior to the end of the lease, Lamar removed the lighting system and the cable for the cabling systems from the wall sign. On June 28, 2019, plaintiffs instructed Lamar by letter to not take any further steps affecting plaintiffs’ ability to use the wall sign and not to surrender the ODOT 524 Atwood v. Lamar Obie Co., LLC permit. However, without notice to plaintiffs, on July 18, 2019, Lamar used the ODOT permit and the removal of the lighting and cable to obtain the relocation credit from ODOT. Plaintiffs have not been able to use the wall sign for commercial advertising since July 1, 2019. ODOT refused to issue a new permit to plaintiffs, because Lamar turned in the original permit for relocation credit. Plaintiffs chal- lenged that action in this court, which was pending at the time of trial, but that challenge was ultimately unsuccess- ful. Jim A. Atwood v. ODOT, 341 Or App 417, 574 P3d 479 (2025). Plaintiffs also brought a lawsuit against ODOT directly for its actions, which was pending at the time of trial. The circuit court dismissed that action, which was affirmed on appeal. Atwood v. Dept. of Transportation, 351 Or App 77, ___ P3d ___ (2026). As a result of the above actions, plaintiffs brought this lawsuit against OnDisplay and Lamar. After settling with OnDisplay, plaintiffs went to trial against Lamar on its claim for breach of the implied duty of good faith and fair dealing and conversion. The jury found for plaintiffs on the implied duty claim only and awarded damages plus costs, which resulted in a judgment for $1,237,191.92.1 Lamar now appeals from the judgment for plaintiffs, and we address its assignments of error challenging the trial court’s denial of its directed verdict motions and the court’s jury instructions. III. DIRECTED VERDICT In its second and third assignments of error, Lamar challenges the trial court’s denial of its motions for directed verdict made at the close of plaintiff’s case-in-chief and at the close of all evidence. On appeal, Lamar argues that it was entitled to a directed verdict because the lease with plain- tiffs did not support an objectively reasonable expectation 1 In addition, the jury answered “yes” to each of three interrogatories sub- mitted to them: “As of July 1, 2019, did Lamar own the MAP-21 permit for the sign on Plaintiffs’ property located at 314-316 West Burnside (the ‘Permit’)?”; “When Lamar purchased the assets of OnDisplay in 2015, did Lamar know, or should Lamar have known, of Plaintiffs’ desire to be listed on the Permit along with OnDisplay?”; “When Lamar requested a relocation credit from ODOT relat- ing to the Permit, had the lease between Lamar and Atwood terminated, and had Lamar removed the sign from Plaintiffs’ property?” Cite as 354 Or App 516 (2026) 525 that Lamar would relinquish the ODOT permit to plaintiffs and because plaintiffs did not prove non-speculative dam- ages based on permanent loss of the wall sign.2 “A directed verdict is appropriate when there is a complete absence of proof on an essential issue, or when there is no conflict in the evidence and it is susceptible of only one construction.” Monson v. State, 136 Or App 225, 231, 901 P2d 904, rev den, 322 Or 361 (1995). “In reviewing the denial of a motion for directed verdict, we consider the whole record, including defendant’s evidence,” and we “will reverse only if there is no evidence from which the jury could have found that” Lamar breached the implied duty of good faith and fair dealing or could have found the awarded dam- ages. Id. A. Implied Duty of Good Faith and Fair Dealing To address Lamar’s first argument, we must review the law on a common-law claim for breach of the implied duty of good faith and fair dealing. It is well-settled that “there is an obligation of good faith in the performance and enforce- ment of every contract.” Best v. U.S. National Bank, 303 Or 557, 561, 739 P2d 554 (1987). “The purpose of the good faith doctrine is to prohibit improper behavior in the performance and enforcement of contracts.” Id. at 562. Good faith cannot be comprehensively defined, but the Supreme Court “has sought through the good faith doctrine to effectuate the reasonable contractual expectations of the parties.” Id. at 563; see also Uptown Heights Associates v. Seafirst Corp., 320 Or 638, 645, 891 P2d 639 (1995) (“That duty is to be applied in a manner that will effectuate the reasonable contractual expectations of the parties.” (Internal quotation marks omitted.)). Thus, “[t] he law imposes a duty of good faith and fair dealing to facil- itate performance and enforcement of the contract when it is consistent with and in furtherance of the agreed-upon terms 2 We note that, as to Lamar’s first argument, in the trial court, Lamar only sought a directed verdict as to a portion of plaintiffs’ claim for relief, stating that it moved “for a directed verdict with respect to that portion of the First Claim for Relief relating to the MAP-21 permit for the sign on Plaintiffs’ wall.” On appeal, Lamar does not cabin its assignment of error in that manner; instead, it argues that its argument with respect to the ODOT permit entitled it to a directed verdict on the entirety of plaintiffs’ claim. We thus also consider the entirety of plaintiffs’ claim with respect to Lamar’s arguments. 526 Atwood v. Lamar Obie Co., LLC of the contract, or where it effectuates the parties’ objectively reasonable expectations under the contract[.]” Morrow v. Red Shield Insurance Co., 212 Or App 653, 661-62, 159 P3d 384 (2007). We have also described the duty of good faith and fair dealing as “an implied covenant that both parties will refrain from any act that would have the effect of destroying or injur- ing the right of the other party to receive the fruits of the con- tract.” Iron Horse Engineering Co., Inc. v. Northwest Rubber, 193 Or App 402, 421, 89 P3d 1249, rev den, 337 Or 657 (2004) (internal quotation marks omitted). In assessing the contractual expectations of the parties, the Supreme Court has stated that “it is only the objectively reasonable expectations of parties that will be examined in determining whether the obligation of good faith has been met.” Tolbert v. First Nat. Bank of Oregon, 312 Or 485, 494, 823 P2d 965 (1991). The duty of good faith and fair dealing “does not vary the substantive terms of the contract or impose obligations inconsistent with the terms of the contract.” Morrow, 212 Or App at 662; see also, e.g., Pacific First Bank v. New Morgan Park Corp., 319 Or 342, 352-53, 876 P2d 761 (1994) (examining the terms of the con- tract to determine the parties’ reasonable contractual expec- tations); OUS v. OPEU, 185 Or App 506, 515-16, 60 P3d 567 (2002) (“[T]he duty focuses on the ‘agreed common purpose’ and the ‘justified expectations’ of the parties, both of which are intimately related to the parties’ manifestation of their purposes and expectations in the express provisions of the contract.”). However, “a party may violate its duty of good faith and fair dealing without also breaching the express provisions of a contract.” Elliott v. Tektronix, Inc., 102 Or App 388, 396, 796 P2d 361, rev den, 311 Or 13 (1990). Here, Lamar argues that, as a matter of law, plain- tiffs’ contractual expectations are not objectively reason- able because those expectations are not in the lease and instead improperly add new terms to a fully integrated con- tract. That is so, Lamar argues, because the lease does not address the ODOT permit at all. Lamar also asserts that, as the owner of the ODOT permit, it had no legal duty to give the ODOT permit to plaintiffs at the end of the lease term, and it was authorized by law to seek relocation credit. Cite as 354 Or App 516 (2026) 527 Lamar also asserts that it was entitled to act for its own legitimate business interests, which is a reasonable contrac- tual expectation. As an initial matter, we reject Lamar’s assertion that it is always a matter of law for the court to decide whether a claim of breach of the implied duty of good faith and fair dealing is based on the parties’ objectively rea- sonable contractual expectations. For example, in Best, the Supreme Court determined that it was a matter of fact for the factfinder to determine the reasonable expectations of the parties and whether the bank set its fees in accordance with those expectations. Best, 303 Or at 565-66. In cases that have addressed the issue as a matter of law, the cir- cumstances were that the asserted contractual expectation was contrary to an expressed term in the contract, and, thus, could not be an objectively reasonable expectation. See Pacific First Bank, 319 Or at 354-55 (determining, as a matter of law, where the express terms of the lease gave the landlord the unilateral right to withhold consent to a transfer of the lease, the refusal to consent did not contra- vene the reasonable expectations of the parties); Tolbert, 312 Or at 494-95 (on review of a grant of summary judgment determining, as a matter of law, that the parties’ reasonable expectations were met where the depositors agreed to a spe- cific fee, the bank had unilateral discretion in the contract to change the fee, and the bank exercised its discretion only after prior notice). As we have recognized, “the duty of good faith and fair dealing—which serves to effectuate the objectively reasonable expectations of the parties—may be implied as to a disputed issue only if the parties have not agreed to an express term that governs that issue; indeed, the reasonable expectations of the par- ties are irrelevant if the parties have agreed to an express term governing the issue.” Gibson v. Douglas County, 197 Or App 204, 217, 106 P3d 151 (2005). Here, because, as a matter of law, the parties could have held the objectively reasonable expectations that form the bases of plaintiffs’ claim, it was appropriate for the trial court to submit the issue to the jury on whether the par- ties, in fact, held those objectively reasonable contractual 528 Atwood v. Lamar Obie Co., LLC expectations, and whether Lamar’s conduct was contrary to those expectations. To explain our conclusion, we must first set up the appropriate framing for the question before us. Plaintiffs’ claim was based on three claimed objectively reasonable con- tractual expectations: that Lamar would take all efforts to obtain advertisers for the wall sign and maximize revenue for Lamar and plaintiffs, that Lamar would lease the wall sign for the term provided under the contract and at the expiration or termination of the lease return the wall sign to plaintiffs, and that Lamar would return the wall sign to plaintiffs undamaged so that plaintiffs could lease the wall sign to future tenants. Plaintiffs did not assert a con- tractual expectation that Lamar was required to relinquish the permit to plaintiffs at the termination of the contract, which is how Lamar seeks to frame the claim. However, Lamar does not get to frame plaintiffs’ claim for them. How Lamar conducted itself with respect to the ODOT permit is part of the conduct that plaintiffs claimed was contrary to the parties’ contractual expectations and thus breached the implied duty of good faith and fair dealing. The distinction we make here may appear narrow, but it is an important one. Lamar’s framing of the question is one that directly seeks to add a contractual term to the lease—you must relinquish the ODOT permit at the termination of the lease. Plaintiffs’ actual claim, however, was that the duty of good faith placed limitations on how Lamar could conduct itself with respect to the ODOT permit because the outcome that conduct produced—even though that conduct did not itself breach the express terms of the contract or was legally per- missible—was contrary to the agreed common purpose and expectations of the parties under the lease. That is, the implied duty imposed on Lamar was to refrain from acting in a manner that “would have the effect of destroying or injuring the right of the other party to receive the fruits of the contract.” Iron Horse Engineering Co., Inc., 193 Or App at 421. With that framing in place, we next dispose of Lamar’s assertion that it is fatal to plaintiffs’ claim that the lease or addendum does not expressly address an ODOT Cite as 354 Or App 516 (2026) 529 permit. First, and most importantly, the implied duty of good faith and fair dealing is by its nature a gap filler for contracts. It would have no application if the lease or adden- dum directly addressed the ODOT permit. See, e.g., Gibson, 197 Or App at 217 (stating that the implied duty “may be implied as to a disputed issue only if the parties have not agreed to an express term that governs that issue”). Second, the evidence supports that the lease and addendum were executed before an ODOT permit was sought by OnDisplay and before ODOT was requiring such permits to be in place. The absence of a contract term about an ODOT permit has no legal significance relative to the parties’ objectively rea- sonable contractual expectations in this case. Because the express purpose of the lease and addendum related to obtain- ing commercial advertising for the wall sign, and because ODOT subsequently required a permit for that very act, the implied duty encompassed Lamar’s actions with respect to the ODOT permit in performance of the lease. Third, as explained above, plaintiffs’ claimed reasonable contractual expectation was not that Lamar would relinquish the per- mit at the termination of the lease. Rather, Lamar’s conduct with respect to the ODOT permit—which included signifi- cant other conduct than simply a refusal to “relinquish” the permit to plaintiffs—was contrary to plaintiffs’ claim that the parties held objectively reasonable expectations that plaintiffs would be able to lease the wall sign, which they owned, to other companies for the purpose of obtaining com- mercial advertising after the lease with Lamar ended. We also reject Lamar’s assertions that plaintiffs’ claimed contractual expectations, as a matter of law, were not objectively reasonable because they either sought to add terms to the lease or were not grounded in the terms of the lease. As explained above, plaintiffs’ claim did not seek to add a contractual term about the ODOT permit; it sought to enforce Lamar’s duty of good faith in performance of the lease. See Morrow, 212 Or App at 662 (“It is possible that, despite our conclusion that an obligation to process an address change request is not necessarily implied as a part of the policy, that obligation was nonetheless encompassed within the duty of good faith and fair dealing.”). Plaintiffs’ claimed contractual expectations also do not contradict any 530 Atwood v. Lamar Obie Co., LLC terms of the lease or addendum, and Lamar does not point to any such terms. Finally, contrary to Lamar’s assertions, the lease and addendum do support that plaintiffs’ claimed contractual expectations are objectively reasonable. The lease provided Lamar with only a limited-duration right to use the wall sign for commercial advertising and to split the revenues with plaintiffs. It is an objectively reasonable con- tractual expectation that the lessee under the lease would in good faith seek to find advertisers for the wall sign; that was the purpose of the lease. The lease and the addendum also contained terms that governed the term of the lease, renewals, and termination of the lease. Those terms, by their nature, support an objectively reasonable contractual expectation that Lamar would seek renewals of the lease in accordance with its terms or that plaintiffs would be able to lease the wall sign to a new lessee once the term of the lease ended. The lease did not need to specifically address the ODOT permit for it to be an objectively reasonable con- tractual expectation of the parties that Lamar would not take actions, including with respect to the ODOT permit, that Lamar intended would, and did, prevent plaintiffs from using the wall sign in the future for commercial advertising. Nothing in the lease or addendum foreclosed plaintiffs, as a matter of law, from making the claims it did as to the par- ties’ objectively reasonable contractual expectations. We also conclude that plaintiffs’ claim is not, as a matter of law, foreclosed because Lamar was permitted by statute to obtain relocation credit for the ODOT per- mit. Again, the claimed contractual expectations were that Lamar would conduct itself so that plaintiffs would be able to lease the wall sign to a different company when the lease ended. That Lamar could legally return the permit to ODOT for relocation credit does not address whether the implied duty placed limitations on Lamar in taking that action because taking the action destroyed or injured plain- tiffs’ ability to lease the wall sign to another company. It was objectively reasonable, based on the lease and adden- dum, for the parties to have a contractual expectation that plaintiffs could lease the wall sign to another company for the purpose of displaying commercial advertising at the end of the contract. Lamar took actions directly contrary Cite as 354 Or App 516 (2026) 531 to that expectation when it returned the permit for reloca- tion credit, particularly in light of the evidence that Lamar could not make use of that credit and that it was acting with a purpose to prevent another agency from displaying ads on plaintiffs’ wall sign. That ODOT permitted that action does not relieve Lamar of its implied duty of good faith and fair dealing in its lease with plaintiffs where the lease and addendum support that the parties could hold an objectively reasonable expectation that Lamar would refrain from actions that would destroy plaintiffs’ ability to lease the wall sign in the future for commercial advertising. Cf. Klamath Off-Project Water Users Inc. v. PacifiCorp, 237 Or App 434, 446, 240 P3d 94 (2010), rev den, 349 Or 602 (2011) (on review of a grant of a motion to dismiss, concluding it was not an objectively reasonable expectation that PacifiCorp would not seek to modify or terminate the rate in the agreement as allowed by law, where the agreement terms did not suggest that the terms were perpetual, the agreement was termina- ble at will, and the agreement “was entered into subject to the reserved authority of the state to modify the rates in the contract in the public interest”). Because, as a matter of law, the parties could have held the objectively reasonable contractual expectations that formed the bases of plaintiffs’ claim, we reject Lamar’s arguments on appeal. Whether the parties in fact held those expectations and whether Lamar’s actions, including with respect to the ODOT permit, were contrary to them were questions of fact for the jury on which there was sufficient evidence to withstand a motion for directed verdict. B. Damages In their second argument, Lamar asserts that it was entitled to a directed verdict because plaintiffs’ dam- ages on their claimed permanent loss of use of the wall sign were speculative future damages. Lamar argues that they were speculative because at the time of the trial plaintiffs had two other pending legal actions that could have resulted in plaintiffs regaining the right to advertise on the wall and damages for lost profits. Because a jury could not predict the outcome of those cases, it asserts that the damages were too speculative. 532 Atwood v. Lamar Obie Co., LLC “A party who seeks to recover lost profits must prove his or her damages to a ‘reasonable certainty.’ ” City of Eugene v. Monaco, 171 Or App 681, 688, 17 P3d 544 (2000), rev den, 332 Or 240 (2001). It is not a demanding standard; “reasonable probability is all that is required.” Id. As a gen- eral matter, “when a plaintiff asserts a claim for damages for future harm, the question whether those damages are recoverable is a question of fact for the jury, the answer to which will depend on the evidence adduced at trial.” Id. (internal quotation marks omitted). Under that standard, we reject Lamar’s arguments. At the time of trial, it was purely speculative whether plain- tiffs could ever obtain a new permit from ODOT for the wall sign. The evidence was that ODOT would not give plaintiffs a permit. What was not speculative was that plaintiffs had been harmed and would continue to be harmed by the loss of the ODOT permit through Lamar’s actions. Plaintiffs put on evidence of their past damages for being unable to use the wall sign and that those damages continued to accrue. Plaintiffs evidence on damages was not based on specula- tion, and Lamar has not argued that it was. Lamar’s asser- tion that plaintiffs’ damages may cease at some point in the future because of separate lawsuits did not make those damages speculative; rather, that was additional evidence that the jury could consider in making its damages award. In sum, the trial court did not err in denying Lamar’s motions for directed verdict. IV. JURY INSTRUCTIONS In assignments of error five through nine, Lamar challenges jury instructions relating to the duty of good faith and fair dealing and to economic damages—both that there was error in the given instructions and error in not giving instructions requested by Lamar. As to the given instruc- tions, we review for errors of law and “will reverse only if we can fairly say that, when considering all of the instructions as a whole, the instruction at issue probably created an erro- neous impression of the law in the minds of the jurors that affected the outcome of the case.” Miller v. Agripac, Inc., 322 Cite as 354 Or App 516 (2026) 533 Or App 202, 217, 518 P3d 957 (2022), rev den, 370 Or 827 (2023) (internal quotation marks omitted). As to the court’s failure to give Lamar’s requested instructions, “a party is entitled to a jury instruction on its theory of the case if the requested instruction correctly states the law, is based on the operative pleadings, and is supported by the evidence.” Ossanna, 365 Or at 212. To make that determination, we “evaluate the evidence in the light most favorable to the establishment of the facts necessary to require the instruction.” Id. at 199. “ ‘A trial court, however, is not required to give a requested instruc- tion if another instruction adequately addresses the issue.’ ” Id. (quoting State v. Ashkins, 357 Or 642, 648, 357 P3d 490 (2015) (citation omitted)). A. Implied Duty of Good Faith and Fair Dealing On appeal, Lamar argues that the trial court incorrectly instructed the jury because it allowed the jury to determine the objectively reasonable expectations of the party, which Lamar asserts is solely a question of law for the court. Lamar asserts the instruction was erroneous because it framed the objectively reasonable expectations of the parties as what plaintiffs “claim,” which left the jury to interpret the contract or would lead them to believe that the court already had determined that those claims were objec- tively reasonable when it had not. For the reasons explained above, we reject Lamar’s arguments that the trial court incorrectly instructed the jury. The lengthy jury instruction given by the court set forth the law on the implied duty in two paragraphs, neither of which Lamar argues were incorrect.3 Following those two paragraphs, the instruction set out what plaintiffs claimed with respect to its implied covenant of good faith and fair dealing claim, including what plaintiff claimed were the par- ties’ objectively reasonable expectations and what plaintiffs claimed were the acts of Lamar that breached the implied duty. Lamar asserts that the instruction was incorrect 3 Although Lamar’s fifth assignment of error states the court erred in instructing on the “contractual duty of good faith,” Lamar offers no argument in support of that claim of error. Instead, Lamar’s argument focuses solely on the framing of objectively reasonable expectations as plaintiffs’ “claims.” 534 Atwood v. Lamar Obie Co., LLC because it set out the objectively reasonable expectations as “claims” that the jury had to determine. As explained above, plaintiffs’ claimed expectations were not legally foreclosed. Thus, it was