Wilkens Square, LLLP v. W.C. Pinkard & Co., 18 A.3d 878

Colliers Pinkard was Wilkens Square's broker for Pratt Street property; Wilkens hired Pinkard under a Listing Agreement.
CMC entered into an Acquisition Consulting Proposal with Pinkard, which Pinkard says governed potential investments, including Pratt Street.
Brokerage/Acquisition agreements overlapped: Pinkard had a contract with CMC (ending December 31, 2005) and a separate Listing Agreement with Wilkens for Pratt Street.
Auction and sale process for Pratt Street occurred in early 2006, with CMC bidding and Wilkens ultimately selling to CMC on April 28, 2006; commission sought by Pinkard totaling $226,321.67 after closing.
CW Pinkard argued dual agency existed because of concurrent engagement with CMC and Wilkens; Wilkens claimed Pinkard represented only Wilkens in Pratt Street sale.
Court of Special Appeals affirmed trial court; Maryland Court of Appeals granted certiorari to address dual agency, disclosure duties, and related issues.

Issue	Plaintiff's Argument	Defendant's Argument	Held
Was there a dual agency in the Pratt Street sale?	Petitioners argued dual agency existed and warranted forfeiture of the commission.	Respondent contends no dual agency occurred because Pinkard did not represent CMC in the Pratt Street sale after 2005 and acted for Wilkens.	No dual agency as a matter of law; trial evidence insufficient to prove dual representation in the Pratt Street sale.
Did the Brokerage Agreement apply to the Pratt Street sale despite expiration and the seller representation?	Brokerage Agreement likely covered all properties Pinkard presented that were purchased by CMC, including Pratt Street.	Agreement did not apply to properties where Pinkard represented the seller (Wilkens) and to Pratt Street after expiration.	Evidence generated a question of fact whether the Brokerage Agreement applied to Petitioners' sale of Pratt Street.
Did Pinkard owe a fiduciary duty to Wilkens to disclose its relationship with CMC?	Non-disclosure of CMC-Pinkard relationship could be material and breach fiduciary duties, potentially affecting sales outcome.	No material fact shown; knowledge of the relationship was not shown to influence Wilkens' decision to sell.	No material undisclosed fact shown; court rejected breach of fiduciary duty claim based on non-disclosure.

Ricker v. Abrams, 263 Md. 509 (1971) (dual agency requires representation of opposites in the same transaction; evidence-free of dual agency if not present)
Ocean Petroleum Co. v. Yanek, 416 Md. 74 (2010) (objective contract interpretation; four-corners approach; ambiguous language; extrinsic evidence if ambiguous)
Cochran v. Norkunas, 398 Md. 1 (2007) (contract interpretation standard; reasonable person perspective)
Collier v. MD-Individual Practice Association, Inc., 327 Md. 1 (1992) (contract interpretation and extrinsic evidence principles in Maryland)
St. Paul at Chase Corp. v. The Manufacturers Life Co., 262 Md. 192 (1971) (duty to disclose material information in fiduciary relationships)
Sellner v. Moore, 251 Md. 391 (1968) (disclosure obligations and material facts in brokerage context)