162 Conn.App. 840
Conn. App. Ct.2016Background
- Buyer (Jones) signed an exclusive buyer brokerage agreement with Woolston (Coldwell Banker/NRT) running Jan 11–Jul 11, 2011, promising 2.5% commission on purchases procured during the term.
- Buyer was simultaneously under an exclusive buyer agreement with another broker (Burt/H. Pearce) and purchased 300 Vineyard Point Road (Guilford) for $1,375,000 after viewing it with Burt.
- Woolston spent extensive time and effort showing properties and researching listings for Jones but did not perform services that led specifically to the Vineyard Point purchase.
- NRT recorded a broker’s lien and sued Jones for breach of the buyer agreement (count two) and to foreclose the broker’s lien (count one); the court ruled for Jones on the lien foreclosure count but for NRT on breach of contract and awarded $34,375 plus fees.
- Jones appealed, arguing (1) the agreement failed to comply with Conn. Gen. Stat. §20-325a(b) (lien notice defects) and recovery was inequitable; (2) NRT failed to seek seller/seller’s agent compensation as required; and (3) errors in commission amount and awarding commission on wife’s one-half interest.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether the buyer agreement substantially complied with §20-325a(b) lien-notice requirement | Agreement substantially complied despite formatting/scrivener errors; statute does not mandate capitalization | Agreement was noncompliant because notice was not in all caps and referenced wrong subsection | Substantial compliance found; capitalization not required and wrong-subsection reference excused as a scrivener’s error |
| Whether equitable considerations permit recovery under §20-325a(d) despite imperfect compliance | Woolston rendered substantial services and denial would unjustly enrich buyer | Recovery inequitable because Woolston did not cause the specific transaction (Vineyard purchase) | Trial court’s factual finding that recovery was equitable upheld as not clearly erroneous |
| Whether NRT breached its duty under the agreement to seek compensation from the seller or seller’s agent | It was not feasible to seek seller/seller’s agent compensation because Woolston was not the procuring cause; attempts were made to recover from H. Pearce | NRT should have at least made a demand on the seller/seller’s agent regardless of success | Court’s finding that seeking payment would be futile was not clearly erroneous; requirement satisfied by evidence that it was not feasible |
| Properness and amount of commission (2.5% v. 2%) and claim for one-half interest | NRT sought full 2.5% per contract | Jones argued commission should be 2% (seller’s listing) and limited to his one-half ownership | Appellate court declined to review these claims as inadequately briefed by Jones |
Key Cases Cited
- Location Realty, Inc. v. Colaccino, 287 Conn. 706 (2008) (interpreting §20-325a(d) substantial-compliance and inequity exception)
- New England Land Co., Ltd. v. DeMarkey, 213 Conn. 612 (1990) (question of whether listing complies with §20-325a(b) is a question of law)
- Tolk v. Williams, 75 Conn. App. 546 (2003) (§20-325a(b) requirements are mandatory and strictly construed)
- Location Realty, Inc. v. General Financial Services, Inc., 273 Conn. 766 (2005) (legislative history and purpose of §20-325a(d) to avoid harsh results of strict compliance)
- Raftopol v. Ramey, 299 Conn. 681 (2011) (court may not supply omitted statutory language)
- Vachon v. Tomascak, 155 Conn. 52 (1967) (law does not require acts that would be mere futility)
- Commission on Human Rights & Opportunities ex rel. Arnold v. Forvil, 302 Conn. 263 (2011) (appellate courts may refuse to review inadequately briefed claims)