Kofmehl v. Baseline Lake, LLC
275 P.3d 328
Wash. Ct. App.2012Background
- Baseline Lake LLC owned the Quincy property; Kofmehl sought to buy it under a March–April 2007 process with a 30.12 acre target and later a 1.65 million price.
- The March 7, 2007 proposal described 30.12 acres inside FU 182, excluding the northwest 3.93 acres intended for a school.
- The April 17, 2007 Agreement largely reflected buyer’s broker-drafted terms, with Kofmehl adding one handwritten condition for sewer access.
- The final short plat depicted Lot 1 (30.12 acres) and Lot 2 (3.93 acres) consistent with Baseline’s prior exclusion of the northwest parcel.
- Closing was originally set for 2008 and extended several times to address sewer/water cost sharing and the 3.93-acre parcel.
- Kofmehl refused to close on July 1, 2008, claiming Baseline failed to provide sewer access and to convey the excluded 3.93 acres; the dispute led to asserted claims for rescission and restitution and Baseline’s request for specific performance; the trial court granted summary judgment in favor of Kofmehl, leading Baseline to appeal.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Burden of proving vendor readiness | Kofmehl—vendor must be shown not ready to perform to justify restitution | Baseline—burden aligns with traditional rule requiring vendee to show unjust enrichment | Kofmehl bears the burden to prove Baseline was not ready, willing, and able to perform |
| Was summary judgment proper on restitution | Evidence shows Baseline refused to perform per Kofmehl’s interpretation | Record disputes meaning of the Agreement and who was obligated to perform | Summary judgment improper; remand for further proceedings |
Key Cases Cited
- Johnson v. Puget Mill Co., 28 Wash. 515, 68 P. 867 (1902) ((Washington 1902)) (vendor may retain earnest money if ready, willing, and able to perform; vendee bears burden otherwise)
- Home Realty Lynnwood, Inc. v. Walsh, 146 Wash. App. 231, 189 P.3d 253 (2008) ((Wash. App. 2008)) (vendor entitled to restitution when buyer breaches; court discusses burden and readiness to perform)
- Schweiter v. Halsey, 57 Wash. 2d 707, 359 P.2d 821 (1961) ((Wash. 1961)) (establishes burden framework for readiness to perform in restitution context)
- Nelson v. Appleway Chevrolet, Inc., 160 Wash. 2d 173, 157 P.3d 847 (2007) ((Wash. 2007)) (restoration/rest from unjust enrichment; restitution roots and standards)
- Gillmore v. Green, 39 Wash. 2d 431, 235 P.2d 998 (1951) ((Wash. 1951)) (discussion of burden allocation in restitution context)
- Hornback v. Wentworth, 132 Wash. App. 504, 132 P.3d 778 (2006) ((Wash. App. 2006)) (limits of common law rescission and restitution in void/illegality context)
- Gilmore v. Hershaw, 83 Wash.2d 701, 521 P.2d 934 (1974) ((Wash. 1974)) (discusses restitution context in real estate contracts)