Landmark Investment Group, LLC v. CALCO Construction & Development Co.
124 A.3d 847
Conn.2015Background
- Landmark Investment Group, LLC obtained a decree of specific performance against Chung Family Realty Partnership, LLC ordering continued performance under a real estate contract.
- The decree was framed broadly, allowing Landmark a unilateral right to terminate and referring parties back to the original contract for continued performance.
- After the decree, Chung failed to pay property taxes; the town foreclosed and the property was sold, preventing compliance with the decree.
- Defendants (CALCO and its president John Senese) had separate dealings with Chung and allegedly interfered with Landmark’s ability to prevent foreclosure.
- Landmark sued defendants for tortious interference with its contract with Chung; the trial court dismissed that claim.
- Justice Zarella concurs in the judgment but reasons that Landmark’s contract-based remedies merged into the specific performance decree, barring a subsequent tortious interference recovery based on that contract.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether Landmark can recover tortious interference with its contract with Chung | Landmark contends the contractual relationship continued after Chung’s purported termination, so defendants’ acts interfered | Defendants argue the contract was terminated by Chung, so nothing remained to interfere with | Judgment for defendants; concurrence says merger into the specific performance decree bars a tortious interference claim based on that contract |
| Effect of specific performance decree on subsequent contract-based claims | Landmark treats decree as preserving contract rights and permitting tort claim | Defendants rely on termination argument (not merger) | Concurrence: decree merged the contract into the judgment, extinguishing separate contract remedies |
| Propriety of the specific performance decree | Landmark sought specific performance to enforce the contract | Defendants implicitly contest continued enforceability; court framed decree broadly | Concurrence: decree was improperly framed and should not have ordered continuing, volatile supervision; decree nonetheless merged the contract into the judgment |
| Whether interference acts after the decree can support a tort claim | Landmark argues interference occurred both before and after purported termination, supporting claim | Defendants argue post-termination acts cannot interfere with a nonexistent contract | Concurrence: post-decree acts cannot support tortious interference because contract merged into decree and must be enforced by contempt or judgment action |
Key Cases Cited
- Fritsch v. Hilton Land & Cattle Co., 245 Neb. 469 (Neb. 1994) (specific performance decree cannot be a general command to perform in future)
- Morgan v. United States Fidelity & Guaranty Co., 191 So. 2d 851 (Miss. 1966) (decree must specify obligations without mere reference to contract)
- Thompson v. Burns, 15 Idaho 572 (Idaho 1908) (when decree orders specific performance, it must bind plaintiff as well as defendant; contract merges into judgment)
- Hill v. Raffone, 103 Conn. App. 737 (Conn. App. 2007) (court may refuse specific performance that would require difficult ongoing supervision)
- Douglas Theater Corp. v. Chicago Title & Trust Co., 288 Ill. App. 3d 880 (Ill. App. Ct. 1997) (party granted specific performance cannot also recover for tortious interference)
- Zlotziver v. Zlotziver, 169 Pa. Super. 588 (Pa. Super. Ct. 1952) (contract merged into judgment for specific performance)
- Forcier v. Sunnydale Developers, LLC, 84 Conn. App. 858 (Conn. App. 2004) (enforcement of specific performance decree through contempt or action on the judgment)