Jean L. Kampas

Nutter recently secured a victory in the Massachusetts Appeals Court in an opinion that upheld the granting of a special motion to dismiss a suit that sought to enforce an alleged contract for the sale of a multi-million dollar water-view property in Chatham.  The Appeals Court also ruled that the property owner was entitled to recover its appellate legal fees from the plaintiffs.  The plaintiffs’ complaint alleged that the defendants’ failure to countersign the plaintiffs’ written purchase offer breached a promise that had been made by the defendants’ local attorney and real estate broker, and that the defendants became legally obligated to sell the property when the plaintiffs submitted a signed written offer and tendered a deposit check.  On appeal, the plaintiffs changed their theory and claimed that an email from the defendants to their real estate broker discussing terms that the defendants wished to see in any deal could be combined with the plaintiffs’ later purchase offer to create a contract and satisfy the writing requirement of the statute of frauds.  The Appeals Court rejected the theory, affirmed the lower court decision granting the defendants’ special motion to dismiss the case, and ruled that the plaintiffs would have to pay the defendants’ legal fees on appeal.  The key holding was that, even though the unsigned form of the purchase offer came from the defendants’ attorney, it always remained an offer to purchase that the defendants were free to accept or reject, and that it was never an offer to sell.