Masten Lumber & Supply Co. v. Brown

405 A.2d 101, 1979 Del. LEXIS 396
CourtSupreme Court of Delaware
DecidedJuly 11, 1979
StatusPublished
Cited by1 cases

This text of 405 A.2d 101 (Masten Lumber & Supply Co. v. Brown) is published on Counsel Stack Legal Research, covering Supreme Court of Delaware primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Masten Lumber & Supply Co. v. Brown, 405 A.2d 101, 1979 Del. LEXIS 396 (Del. 1979).

Opinion

HERRMANN, Chief Justice:

In this consolidated appeal by two plaintiffs which supplied materials and labor for the construction of a residence, we must construe § 2707 of the Delaware Mechanic’s Lien Statute, (25 Del.C. ch. 27)1 [103]*103governing residential housing. In determining the “balance due” under a contract to a general contractor who defaults prior to completion, we must decide whether it is proper to offset or deduct the cost of completion and liquidated damages for delay in completion. Our holding that the cost of completion may be deducted, while liquidated damages for delay may not, follows from both the words of the Statute and our conclusion that § 2707 modified, rather than repealed, the pre-existing Delaware Mechanic’s Lien Law.

I.

Timothy A. and Janet P. Brown contracted with Reid and Lloyd, Inc. for the latter, as general contractor, to build a residence within 120 days for the contract price of $45,027.17. Prior to completion, Reid and Lloyd defaulted and were discharged, having already received $37,200 from the Browns. The Browns completed construction for an additional $3,912.97. Therefore, the total cash cost to the Browns was $41,-112.97, rather than the contract price of $45,027.17. The contract provided a deduction of $25 for each day of delay beyond the 120 day limit, and the parties • stipulated that a delay of 254 days had occurred. There was no evidence of actual additional expense caused by delay.

In the construction of the residence, the general contractor was supplied with materials and labor by Ray’s Plumbing, Heating and Air Conditioning Service, Inc., in the amount of $3,005, and lumber and materials by Masten Lumber and Supply Co., Inc. in the amount of $10,185.49. Because Reid and Lloyd, the general contractor, defaulted and filed for bankruptcy without paying Ray’s and Masten, these suppliers filed mechanics’ liens against Reid and Lloyd, and the Browns.

II.

Our present Mechanic’s Lien Statute has its origin in the Act passed by the General Assembly in 1861 “securing to Mechanics and others payment for labor and materials in erecting or repairing any building or structure within the State of Delaware.” See 12 Del.Laws ch. 117 (1861). The clear purpose of that Act (and its reeo-dification's) was to protect contractors against owners, and subcontractors and suppliers against both contractors and owners. See, e. g., J. G. Justis Co. v. Spicer, Del.Super., 95 A. 239 (1915). As noted by Judge Rodney in State v. Tabasso Homes, Del.Gen.Sess., 28 A.2d 248, 253 (1942), there are generally two types of mechanic’s lien laws: “Under the New York System the lien of a sub-contractor or materialman depends upon or is limited by the amount remaining due to the contractor”, and “the sub-contractor, laborer or materialman has only a derivative lien, being substituted to the right of the contractor.” In contrast, “[u]nder the Pennsylvania System the right of sub-contractors, laborers or materialmen does not depend at all upon any indebtedness due from the owner to the contractor, [104]*104but they get a direct lien as distinguished from a derivative one. * * * Delaware follows the Pennsylvania System.” 28 A.2d at 253.

Under such system of direct liens, the owner may be subject to double liability. “[WJhere the principal contractor has abandoned the work and the owner is compelled to pay an amount in excess of the original contract price in order to have the work completed according to the contract specifications, this does not preclude a subcontractor under the original contract from establishing his lien for the full amount of his claim.” 53 Am.Jur.2d “Mechanics’ Liens” § 242 (1970), citing Lyle v. Latourette, Ark. Supr., 209 Ark. 721, 192 S.W.2d 521, 525-26 (1946).

Thus in Delaware, prior to the passage of § 2707, a “person furnishing labor or materials to a contractor for the construction of any building may procure liens on the property for any unpaid amounts due from the contractor, though the debts were created without the owner’s knowledge and the contractor has been paid the full agreed price.” Maull v. Stokes, Del.Ch., 68 A.2d 200, 202 (1949). “§ 2707 was added to the mechanics’ lien law [in 1970] ... to soften the harsh impact of the mechanics’ lien law in the case of residential owners.” Grier Lumber, Co. v. Tryon, Del.Super., 337 A.2d 323, 325 (1975).2

Therefore, in analyzing the questions presented, we must bear in mind that § 2707 seeks to eliminate the harsh result of double liability against residential homeowners. However, because § 2707 is part of the larger mechanic’s lien statutory scheme, it must be interpreted in a way consistent with the general purpose of that scheme, which is to protect suppliers of labor and material. We must uphold both purposes in our interpretation because, contrary to the Browns’ contentions, the General Assembly did not repeal the existing Mechanic’s Lien Law and adopt the New York System when it passed § 2707. Instead, the General Assembly sought to modify the existing Law to eliminate the harsh results that occurred under it. With these principles before us, we turn to the specific questions presented in this case.

III.

The first issue is whether the amount expended by the Browns to complete their house may be set-off in determining “the extent of the balance due such contractor” under § 2707.

The argument of the subcontractors, that when the Browns paid others to complete the house they were making bad faith payments to themselves, tortures the meaning and structure of the Statute and therefore must be rejected. The “payments” that § 2707 focuses upon for the “good faith” requirement are those made to the general contractor. It is explicitly stated in § 2707 that “[pjayments made to the contractor by the owner after service of process, as provided in § 2715 of this title,3 shall not be deemed to be ‘in good faith’.” Clearly, the purpose of the “good faith” requirement is to prevent an owner from attempting to defeat a supplier’s lien through payments to the general contractor. Thus, where an owner pays a general contractor after service of process under § 2715, such bad faith payments will not operate to reduce the fund to which a supplier’s lien may attach.

After consideration of “all of the relevant circumstances,” Bedford v. Sussex Electrical Const. Co., Del.Supr., 382 A.2d 246, 248 (1978), we conclude that in this case payments for the cost of completion to a second [105]*105general contractor after the first general contractor defaults do not constitute bad faith payments under § 2707.

Ray’s and Masten argue that set-off for the cost of completion is improper under § 2707. Their arguments are unpersuasive because they ignore the intent of the General Assembly in the passage of § 2707.

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Related

MASTEN LUMBAR AND SUPPLY CO., INC. v. Brown
405 A.2d 101 (Supreme Court of Delaware, 1979)

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405 A.2d 101, 1979 Del. LEXIS 396, Counsel Stack Legal Research, https://law.counselstack.com/opinion/masten-lumber-supply-co-v-brown-del-1979.