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August 17, 2018


Case:  TWB Architects Inc. v. The Braxton, LLC

Issue:  Did an architect agreement survive a subsequent purchase agreement?

Facts:  Architect entered into an architect agreement with Developer to build a condo. Architect later entered into a purchase agreement with a Successor Developer to receive a penthouse as “consideration of design fees owed” on the first contract. Architect did not receive payment and sued to enforce its mechanic’s lien for the amount owed under the architect agreement. Developer argued that the original agreement was unenforceable due to the subsequent purchase agreement and Architect’s other actions. The trial court disagreed and granted summary judgment to Architect.

Appellate Decision:  The intermediate court affirmed and ruled in favor of Architect. The court held that (1) novation (ie, substitution) was not triggered by the new purchase agreement because there is no evidence of such intent, (2) no merger occurred because the parties were different, (3) no waiver occurred because the parties were different, (4) defendant cannot rely on estoppel because no fraud occurred, (5) there is no evidence of “unclean hands,” (6) and there is no evidence of “willful exaggeration of liens.”

Review Granted:  July 19, 2018.

Prediction:  The Hot List will not offer a prediction in this case given the number of potential issues the Supreme Court may be considering.