summarize the facts of the case and the arguments of each of the parties

Best |Her * 7 Catalog | Brush: X 4 NMCINother Manout Word X michbarong/Tile/opinion/appeals/2005/020805/26096.pdf Shipwreck Cole 4 ertibet A Google Maps ) Northwoods Hard contracted with API to list plaintiffs in API's telephone directory. Plaintiffs allege that the covenant of good faith and fair dealing implied in that contract was breached when SBC Ameritech Corporation, Inc. (SBC) launched a billboard advertising campaign implying that utilizing wedding chapel services such as those provided by plaintiffs was a bad idea, like switching one's telephone company. We need not address plaintiffs' claim that there were questions of fact concerning the relationship between the parties because we conclude that plaintiff's did not state a claim for breach of the covenant of good faith and fair dealing A grant or denial of summary disposition based upon a failure to state a claim is reviewed de novo on appeal. dairy Michigan, 470 Mich 105, 119, 680 NW2d 356 (2004). A motion under MCR 2.1 16(C)(8) toits the legal sufficiency of a claim by the pleadings alone; the motion may not be supported with documentary evidence, Beaudrey Henderson, 465 Mich 124, 129; 631 NW2d 308 (2001); Parterion v Kleiman, 447 Mich 429, 432; 526 NW2d 879 (1994). All factual allegations in support of the claim are accepted as true, as well as any reasonable inferences of conclusions which can be drawn from the facts, and construed in the light most favorable to the nonmoving party. Adair, supra at 119. However, a mere statement of a pleader's conclusions, unsupported by allegations of fact, will not suffice to state a cause of action. Churcila v Pioneer State Mutual Ins Co. 258 Mich App 260, 272, 671 NW2d 125 (2003). The motion should be granted only when the claim is so clearly unenforceable as a matter of law that no factual development could possibly justify recovery. Adair, super at 119. Generally, there exists an implied covenant of good faith and fair dealing in all contracts "that neither party shall do anything which will have the effect of destroying or injuring the right of the other party to receive the fruits of the contract." Hammond v United of Outland, Inc. 193 Mich App 146, 151-152: 483 NW2d 652 (1992), quoting Fortune v National Cash Register Co. 373 Mass 96. 104: 364 NE24 1251 (1977). "[Aja implied covenant of good faith and fair dealing . . . applies to the performance and enforcement of contracts," limits "the parties" conduct when their contract defers decision on a particular term, omits terms of provides ambiguous terms," Hubbard Chevrolet Cov GM Corp, 873 F24 873, 876-877 (CA 5, 1989), or leaves the manner of performance to a party's discretion. Ferrell v Vhe Fanny lot 1, Inc. 137 Mich App 238, 243: 357 NW24 669 (1984), Burkhardtv Ciry National Bank of Derroir, 57 Mich App 649. 652, 226 NW2d 678 (1975). Michigan does not recognize an action separate from an action on the underlying contract for breach of an implied covenant of good faith and fair dealing. Belle file Grill Corp y Detroit, 256 Mich App 463, 476; 656 NW2d 271 (2003). Here, the contract on which plaintiffs base their claim for breach of implied covenants of good faith and fair dealing is the contract between plaintiff's and API regarding the placement of advertisements for plaintiffs' businesses in the telephone directory issued by API. The implied covenant of good faith and fair dealing pertains to defendants" conduct in performing and enforcing this contract. Plaintiffs' allegations, however, do not concern the performance of enforcement of this contract. There are no allegations that, for instance, API failed to provide the agreed-upon advertising in the directory, or that the ads were too big of too small, were