Rathe v. Rathe

256 So. 3d 1001
CourtLouisiana Court of Appeal
DecidedAugust 21, 2018
DocketNUMBER 2017 CA 1326
StatusPublished
Cited by4 cases

This text of 256 So. 3d 1001 (Rathe v. Rathe) is published on Counsel Stack Legal Research, covering Louisiana Court of Appeal primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Rathe v. Rathe, 256 So. 3d 1001 (La. Ct. App. 2018).

Opinion

WHIPPLE, C.J.

*1003In this matter involving rental and purchase agreements between the parties, defendant, Robert J. Rathe, Jr. ("Robert"), appeals from the trial court's January 26, 2017 judgment, in favor of plaintiff, Jonathan Brant Rathe ("Brant"), and against Robert, granting Brant declaratory judgment relief, finding that Robert was in breach of contract, dismissing Robert's reconventional demand, and awarding Brant all damages claimed and attorney's fees and costs.1 Robert additionally seeks review of two prior judgments rendered in this matter, granting various exceptions to his third-party demands. For the following reasons, we vacate in part and affirm in part the January 26, 2017 judgment and remand with instructions. Additionally, we decline to review the two prior judgments granting various exceptions to Robert's third-party demands, given that these judgments lack decretal language.

FACTS AND PROCEDURAL HISTORY

On October 9, 2012, Brant and his father, Robert, entered into an "Agreement to Purchase/Rent House & Transfer Land" (referred to hereafter as "the 2012 Agreement to Purchase/Rent"), setting forth a purchase price and a monthly rental amount for Brant's home located at 713 E. 4th Avenue in Covington, Louisiana. The 2012 Agreement to Purchase/Rent did not contain a date by which the sale of the house to Robert was to be confected, but reserved unto Brant the right to renegotiate the monthly rent in the event that the house was "not settled" by December 31, 2013.2 A separate section of the agreement, entitled "Plantation Property," provided that "[c]oncurrent with this agreement," Robert agreed to "gift/transfer" five acres of land to Brant and Sarah Rathe, Brant's wife, "for the sole purpose of building a family home."3

Subsequently, Brant and Robert executed an Addendum to the Agreement to Purchase/Rent, dated December 6, 2013, through which the monthly rental charge for Brant's home was renegotiated.4 In the December 6, 2013 Addendum, Brant again reserved the right to renegotiate the amount of monthly rent in this agreement if the house was "not settled" by December 31, 2014. A few weeks later, on January 13, 2014, Brant and Robert executed a *1004second Addendum, again renegotiating the monthly rental charge.5 The 2012 Agreement to Purchase/Rent and two addenda were drafted by Brant.

Thereafter, Robert drafted an "Agreement to Purchase and Sell" (hereafter referred to as "the 2014 Purchase Agreement") with regard to Brant's home, which was executed on February 21, 2014. In the 2014 Purchase Agreement, the parties agreed that the act of sale was to take place on or before March 31, 2014,6 for a purchase price of $337,060.00, with a $3,000.00 deposit to be paid by the purchaser. The 2014 Purchase Agreement contained two lines for "purchaser" signatures and two lines for "seller" signatures. The signatures on the "purchaser" lines are "NuFarms, LLC," a single-member limited liability company of which Robert is the managing member, and Robert's signature. Brant signed both seller lines.

With regard to any breach by the purchaser, the 2014 Purchase Agreement provided that the "[s]eller shall have the right to demand specific performance; or at [s]eller's option, [s]eller shall have the right to reoffer the property for sale and may declare the deposit, ipso facto, forfeited" and that, "[i]n either event, [s]eller shall have the right to recover any costs and/or fees, including expenses and reasonable attorney's fees, incurred as a result of this agreement or breach thereof." Nonetheless, despite the language that the deposit may be declared forfeited upon the purchaser's breach, the 2014 Purchase Agreement further provided that in the event the sale did not close for any reason, the $3,000.00 deposit would "be credited to the seller and considered as rent under the terms of the existing rental agreement between the parties."

Neither Robert nor Nu Farms, LLC executed an act of sale of Brant's home by the deadline of March 31, 2014. Even after the date had passed, Brant attempted to facilitate the sale of his home by asking both his father, Robert, and his mother, Jennifer Rathe, if they would like to purchase the house.7 However, when a sale to either of his parents did not come to fruition, Brant started to market his home for sale and ultimately entered into a purchase agreement with a third party.

Upon learning that Brant had entered into a purchase agreement with a third party, Robert filed a "Notice of ... Agreement to Purchase/Rent House and Transfer Land" in the conveyance records of St. Tammany Parish on May 28, 2015, in which he represented that Brant's home *1005was subject to his right to purchase pursuant to the 2012 Agreement to Purchase/Rent; that pursuant to his obligation under the 2012 Agreement to Purchase/Rent, he and his former wife Jennifer had donated five acres of property to Brant and his wife Sarah as additional consideration for the right to purchase; and that he intended to enforce his right to purchase Brant's home. Robert acknowledged that he filed this notice in the conveyance records to block the sale of Brant's home.8

Brant then instituted this suit against Robert on June 18, 2015, contending that the 2014 Purchase Agreement had replaced the earlier informal 2012 Agreement to Purchase/Rent as to the sale of Brant's home and that Robert had breached the 2014 Purchase Agreement by failing to execute an act of sale by the March 31, 2014 deadline, thus entitling Brant to reoffer the property for sale. Brant further alleged that despite attempts to have Robert amicably remove the notice he had filed in the conveyance records, which was an impediment to the sale of Brant's home to a third party, Robert had refused, constituting a bad faith breach of contract. Moreover, Brant contended that he was entitled to back-due rent pursuant to the original 2012 agreement and addenda, which, despite the subsequent 2014 Purchase Agreement as to the sale of the home, remained in place as to the parties' rental arrangement. Accordingly, Brant sought, among other things, a declaratory judgment, declaring that Robert no longer had any right to purchase or interest Brant's home and that the objection to the sale of Brant's home to a third party that Robert filed in the conveyance records is invalid; damages for back-due unpaid rent and "any other damages or relief under law and equity"; attorney's fees; and costs.

Robert then filed an answer and reconventional demand against Brant, contending that he and his former wife, Jennifer, had paid consideration valued at more than $108,500.00 for their right to purchase Brant's home, including: the donation of a five-acre tract of land; the forgiveness of an $8,500.00 interest-free loan; and approximately $15,000.00 in repairs made to Brant's home. He further contended that Brant's attempt to sell the home to a third party constituted a bad faith attempt to repudiate or rescind the provisions of the 2012 Agreement to Purchase/Rent so as to deprive him and Jennifer of the right to purchase Brant's home.

Free access — add to your briefcase to read the full text and ask questions with AI

Related

Cite This Page — Counsel Stack

Bluebook (online)
256 So. 3d 1001, Counsel Stack Legal Research, https://law.counselstack.com/opinion/rathe-v-rathe-lactapp-2018.