Nate Prudhon v. R. Thoreson Homes, Llc, 197 Wash. App. 38

Background

Tenant Nate Prudhon rented a Seattle single-family home; after a one-year lease expired in 2012 the tenancy became month-to-month and Prudhon remained in possession.
In April 2015, owners Denise and Robert Burnsides entered a purchase-and-sale agreement transferring the property to R. Thoreson Homes, LLC; the agreement included a provision that the Burnsides would issue a notice terminating Prudhon’s tenancy.
The Burnsides served a 60-day "owner elects to sell" termination notice under Seattle’s Just Cause Eviction Ordinance (JCEO) after executing the sale; the property was transferred on April 11, 2015.
The City’s Department of Planning and Development issued a Notice of Violation and Director’s Order finding the termination notice violated the JCEO and ordered rescission; the new owner refused and sued for unlawful detainer.
The trial court granted unlawful detainer and awarded possession and attorney fees to the owner; Prudhon appealed.

Issues

Issue	Prudhon's Argument	Owner's Argument	Held
Whether an "elects to sell" just-cause notice is valid when the seller already contracted to sell the property before issuing notice	"Elects to sell" applies only prospectively; landlord must issue notice before or while intending to sell, not after sale	The ordinance allows termination even if the property was already sold; the definition just sets timing for post-vacancy sales steps	The court held "elects to sell" applies to prospective sales only; notice issued after contracting to sell was invalid
Whether applying owner’s interpretation would conflict with the JCEO’s tenant-protection and tenant-relocation scheme	Allowing post-sale use of "elects to sell" would permit evasion of relocation licensing and tenant protections	Owner argued provisions can be harmonized and permit pre-listing sale situations	Court held owner’s reading would frustrate the ordinance scheme and harmonization favors Prudhon’s interpretation
Whether the Director’s interpretation of the ordinance is entitled to deference	City’s interpretation aligns with the plain meaning and policy of the JCEO	Owner contended their interpretation is the plain reading and unambiguous	Court treated the ordinance as unambiguous and agreed with the City’s interpretation; did not defer to agency on ambiguity but found agency reading consistent
Entitlement to attorney fees	Prudhon sought reversal of fee award and sought fees as prevailing party under contractual fee clause	Owner had been awarded fees below; Owner would have argued contract allowed fees	Court reversed judgment and awarded Prudhon reasonable attorney fees and costs as prevailing party

Key Cases Cited

Ruvalcaba v. Kwang Ho Baek, 175 Wn.2d 1 (statutory interpretation reviewed de novo)
Sleasman v. City of Lacey, 159 Wn.2d 639 (local ordinances interpreted like statutes)
State v. J.P., 149 Wn.2d 444 (start with plain meaning to discern legislative intent)
Nat'l Elec. Contractors Ass'n v. Riveland, 138 Wn.2d 9 (statutory interpretation principles)
Dep't of Ecology v. Campbell & Gwinn, LLC, 146 Wn.2d 1 (derive plain meaning from the statute as a whole)
State v. Wilson, 125 Wn.2d 212 (clarifies when a statute is unambiguous)
Davis v. Cox, 183 Wn.2d 269 (harmonize related statutory provisions when possible)
State v. Hirschfelder, 170 Wn.2d 536 (statutory harmonization principles)
Brown v. City of Seattle, 117 Wn. App. 781 (agency interpretation not deferred to when statute is unambiguous)
Landberg v. Carlson, 108 Wn. App. 749 (prevailing party may recover attorney fees under agreement)