JOHN BENDER et al. v. EDWARD BENDER et al., SC 18306
Judicial District of Windham at Putnam
Contracts; Specific Performance; Whether Specific Performance Claim was Barred by Doctrine of Res Judicata; Whether Plaintiffs Failed to Join Indispensable Parties; Whether Parties Lacked Mutual Assent to Form Contract; Whether Contract was Unconscionable. After unsuccessfully pursuing a petition for specific performance of a real estate contract in the probate court, the plaintiffs filed this action seeking specific performance of the contract and money damages for breach of that contract. They alleged that they had entered into a contract with the defendants, who were the co-executors of the estate of Edward Stebner, whereby they agreed to purchase property belonging to the Stebner estate. They further alleged that the defendants breached the contract in refusing to conduct a closing to convey the property. The defendants raised numerous special defenses. They claimed that the trial court lacked jurisdiction over the action because the plaintiffs failed to appeal from the probate court ruling. They also claimed that the doctrine of res judicata barred the action, that the parties lacked mutual assent to enter into the contract and that the contract was unconscionable. In addition, they claimed that they lacked the authority to sell the property and that the plaintiffs improperly failed to cite in Stebner's beneficiaries as indispensable party defendants. The defendants next moved for summary judgment on similar grounds. In denying that motion, the court found that the doctrine of res judicata did not apply to the breach of contract claim because that claim had not been raised in the probate court. It also found that res judicata did not bar the specific performance claim because the probate court lacked jurisdiction to consider the claim and because res judicata only bars the relitigation of claims already decided by a court of competent jurisdiction. In rejecting the defendants' jurisdictional claim, it essentially concluded that because the plaintiffs were seeking money damages, they had to file an independent action in the trial court since probate courts cannot award money damages. Moreover, it determined that there was a genuine issue of material fact as to whether the defendants had the power to sell the subject property and that the defendants could not use a motion for summary judgment to defeat the action based on the nonjoinder of indispensable parties. Thereafter, the court dismissed the breach of contract claim because the plaintiffs failed to offer evidence of damages, and it found in favor of the plaintiffs on the specific performance claim. In deciding the specific performance claim, the court rejected all of the defendants' special defenses. It indicated that the special defenses of res judicata and lack of jurisdiction had been previously rejected when the court denied the defendants' motion for summary judgment and that this earlier ruling was binding under the law of the case doctrine. In rejecting the defense of unconscionability, it concluded that the parties were in a relatively equal bargaining position and that the evidence did not support the contention that the contract was unconscionable. It also found that Stebner's will did not contain any language that prevented the defendants from selling the subject property. Furthermore, it determined that the defendants presented no authority in support of their claim that the plaintiffs should have joined Stebner's beneficiaries as parties. In this appeal, the Supreme Court will review the trial court's rulings.