Jacques All Trades Corp. v. Brown

• Decision Date: 21 December 1993
• Docket Number: No. 11653,11653
• Citation: 33 Conn.App. 294,635 A.2d 839
• Court: Connecticut Court of Appeals
• Parties: JACQUES ALL TRADES CORPORATION v. Laverne BROWN, et al.

Page 839

635 A.2d 839

33 Conn.App. 294

JACQUES ALL TRADES CORPORATION v. Laverne BROWN, et al.

No. 11653.

Appellate Court of Connecticut.

Argued Sept. 23, 1993.

Decided Dec. 21, 1993.

Joseph C. Morelli, West Hartford, for appellant-appellee (plaintiff).

George M. Purtill, with whom was R. Richard Croce, Glastonbury, for appellant-appellee (named defendant).

Evans Jacobs, Jr., Hartford, for appellant-appellee (defendant city of Hartford).

Before DUPONT, C.J., and LANDAU and SCHALLER, JJ.

SCHALLER, Judge.

In this contract action for payment on completed home improvements, the plaintiff, Jacques All Trades Corporation, appeals from the amended judgment of the trial court rendered on August 4, 1992, in favor of the defendant Laverne Brown on count one of the plaintiff's complaint. The court found the defendant city of Hartford, which held the majority of the funds at issue pursuant to its home rehabilitation loan program, liable on count two of the plaintiff's complaint. In addition, the court rendered judgment in favor of the plaintiff on all counts of Brown's counterclaim. Both defendants have filed cross appeals. ¹

The dispositive issue on appeal is whether the trial court misconstrued count one of the plaintiff's complaint, and, as a result, improperly rendered judgment. ²

The following facts are pertinent to this appeal. In 1988, Brown owned a single-family dwelling in Hartford. Through federal funding, the Hartford department of housing and community development issued low interest home rehabilitation loans for qualified homeowners. In the spring of 1988, Brown applied for a low interest housing rehabilitation loan. The city granted Brown's application and solicited bids for the work that it authorized on Brown's house. Brown accepted the plaintiff's bid of $16,350.

The plaintiff signed an "agreement for housing rehabilitation" (main contract) on August 26, 1988, and Brown signed on September 6, 1988. A representative of the city had drafted the agreement. The agreement contained numerous provisions outlining the role of the city in the project. Despite the active involvement of the city in this project, it was required that the agreement be signed by only the plaintiff-contractor and the owner of the property, Brown.

The agreement, without detailing the remodeling work to be completed, specified that the price for the rehabilitation work would be $20,150, that work would commence within thirty days of a written proceed order, and that such work would be completed within 120 days of commencement. The $20,150 included the cost of additional work on the second floor bathroom, which the city was expected to authorize. On September 7, 1988, the city executed an "additional work authorization," thus formally consenting to the additional remodeling of the second floor bathroom for $3800. The plaintiff previously had agreed to this figure on August 26, 1988, and Brown likewise had agreed on September 6, 1988.

The plaintiff and Brown, on August 10, 1988, had entered into an entirely separate agreement regarding the bathroom renovations at a cost of $6021. In the September 6, 1988 agreement, however, the city authorized work at a cost of only $3800, and this amount was included in the agreement for housing rehabilitation. Thus, the city now agreed to pay $20,150 (the original $16,350 plus $3800). Sal Rizza, the construction manager for the city, testified that, from the city's perspective, the August 10, 1988 agreement between the plaintiff and Brown was void. He further testified, however, that Brown and the plaintiff could still negotiate for additional work beyond that included in the agreement for housing rehabilitation, for which Brown would pay with her own funds.

An order to proceed was issued by Brown on September 16, 1988. The plaintiff commenced work in late September and the president of the plaintiff corporation, Jacques Picotin, thought that the plaintiff had completed work on February 28, 1989. As a result, the plaintiff issued a notice to Brown on March 20, 1989, requesting a payment of $8749.32. This amount represented the cost of work that the plaintiff had calculated to exceed the loan amount of $20,150, which the plaintiff believed should be paid directly by Brown. ³ Picotin conceded, however, that, while he thought that the plaintiff had completed the work as of February 28, 1989, the plaintiff actually was required by Rizza to return to the premises in April, 1989, to finish placing shingles on a portion of the roof.

Rizza testified that, after the completion of the work, he brought the plaintiff and Brown together for a settlement meeting on June 6, 1989, to finalize the project and to authorize payment to the plaintiff. At the conference, Brown and the plaintiff first signed a change orders document, which itemized the bathroom work completed by the plaintiff and stated that the cost of the bathroom renovations totalled $8603.64. The change orders document stated that the payment from the city on that amount was $3800, with the balance payable by Brown $4803.64. ⁴

On redirect examination, Rizza concurred that Brown agreed to sign the change orders document, stating that she would pay $4803.64, and agreed to sign the contract payment authorization form so that the city could pay the plaintiff the $20,150. Rizza testified that on June 6, 1989, he and Brown had signed the contract payment authorization form, in which each stated that the work had been completed satisfactorily. Finally, Rizza testified that to finalize the payment agreement, the plaintiff had to sign two forms: a one year warranty form regarding the work completed, and a lien waiver form. The plaintiff never signed those forms, and the city funds were not released.

When the plaintiff was not paid either by Brown or by the city from loan funds on behalf of Brown, it filed suit on July 30, 1990. In count one, the plaintiff alleged that Brown had refused to pay money rightfully due the plaintiff. ⁵ In count two, the plaintiff stated that the city, as the administrator of the housing rehabilitation loan program, was holding $20,150 to which the plaintiff was entitled as a result of the plaintiff's completion of the work specified in the main contract. ⁶ Brown counterclaimed that the project was not completed in a workmanlike fashion, that the agreement for housing rehabilitation was invalid pursuant to General Statutes § 20-418 et seq., the Home Improvement Act, and that, as a result of the violation of the Home Improvement Act, the plaintiff committed unfair trade practices pursuant to General Statutes § 42-110a et seq. ⁷

The trial court originally rendered judgment on June 3, 1992, concluding that the agreement for housing rehabilitation and the additional work authorization regarding the bathroom were not required to comply with General Statutes § 20-429, part of the Home Improvement Act, pursuant to an exemption found in General Statutes § 20-428. Section 20-428 provides in part that the Home Improvement Act does not apply to "[t]he government of the state, municipalities of the state or any department or agency of the state or such municipalities." The court then concluded that the agreement for housing rehabilitation and the additional work authorization, both drafted by the city, were exempt from the provisions of the Home Improvement Act.

The court further concluded that the original August 10, 1988 agreement between the plaintiff and Brown for bathroom remodeling complied with the provisions of General Statutes § 20-429. As a result, the court rendered judgment against Brown for $2221, the difference between the full amount of the August 10, 1988 agreement ($6021) and the city's portion ($3800). Further, the court rendered judgment against the city for $20,150, and against Brown on each count of her counterclaim.

Brown filed a motion for articulation of the trial court's decision on June 18, 1992. In a memorandum of decision dated July 29, 1992, the court amended its judgment, and found that the August 10, 1988 contract between the plaintiff and Brown did not comply with General Statutes § 20-429(a)(7), since the document lacked starting and completion dates. In addition, the court explained that Brown's counterclaim had been denied since she did not carry her burden of proof on any count. Finally, the court again rendered judgment against the city for $20,150. Therefore, the plaintiff had a judgment against the city for $20,150, but had no judgment against Brown.

The plaintiff then filed a motion for articulation of the trial court's memorandum of decision dated July 29, 1992. Specifically, the plaintiff claimed that in order to be consistent with the trial court's decision rendering judgment against the city on count two, the court also had to render judgment against Brown on count one to reflect Brown's underlying loan obligation to the city. The plaintiff asserted that count one of the complaint was directed at the main contract entered into by the plaintiff and Brown.

In its articulation dated September 17, 1992, the trial court stated that "[t]he court's understanding of the pleadings was that under count one plaintiff sought from the defendant Laverne Brown sums due for extra work performed outside the original contract." As a result of the court's interpretation that count one encompassed only work outside the main contract and that such work did not comport with the applicable statutes, the court rendered judgment for Brown. We conclude that the trial court improperly construed count one of the plaintiff's complaint and order a new trial.

The interpretation of pleadings is always a question of law for the court. Cahill v. Board of Education, 198 Conn. 229, 236, 502 A.2d 410 (1985); ...