Martin v. Vincent

• Decision Date: 12 April 1979
• Docket Number: No. 14487,14487
• Parties: Homer D. MARTIN and Loretta L. Martin, Plaintiffs and Appellants, v. William A. VINCENT and Isbell C. Vincent, Defendants and Respondents.
• Court: Montana Supreme Court

Page 45

593 P.2d 45

181 Mont. 247

Homer D. MARTIN and Loretta L. Martin, Plaintiffs and Appellants, v. William A. VINCENT and Isbell C. Vincent, Defendants and Respondents.

No. 14487.

Supreme Court of Montana.

Submitted March 15, 1979.

Decided April 12, 1979.

Milodragovich, Dale & Dye, Missoula, Harold V. Dye argued, Missoula, for plaintiffs and appellants.

Gene A. Picotte argued, Helena, for defendants and respondents.

SHEA, Justice.

Plaintiffs (real estate brokers) appeal from dismissal of their claim for breach of two contracts, a real estate listing contract and a land sale contract, with defendants (landowners) by the Ravalli County District Court. We reverse and remand the cause for further proceedings.

The facts that appear on the face of the complaint and its two exhibits (the listing contract and the land sale contract) are as follows. Plaintiffs, (hereinafter "brokers") are licensed real estate brokers doing business as Martin Realty. Defendants, the Vincents, are owners of real property (approximately 60 acres) known as Summerdale Orchards, located in Corvallis, Ravalli County, Montana. Although the Vincents were formerly married, at all times relevant herein they were divorced, and William Vincent lived in Ravalli County while Isabell Vincent lived in Lewis and Clark County.

On February 27, 1978, William Vincent and the brokers entered into a nonexclusive listing agreement under which the brokers were authorized to market and sell Summerdale Orchards for $150,000 in exchange for a 6 percent broker's commission on the sale. (Isabell Vincent signed this listing agreement on March 6, 1978.)

On March 6, 1978, William Vincent and the brokers entered into a contract entitled "receipt and agreement to sell and purchase" whereby the brokers agreed to purchase Summerdale Orchards for $150,000 minus their 6 percent commission ($9,000). The brokers, who prepared both contracts, had signed this land sale contract on February 27, 1978, the same date they signed the listing agreement. (Isabel Vincent signed the land sale contract on March 6, 1978.)

Sometime later, the Vincents contracted to sell Summerdale Orchards to third persons for $165,000.

On June 16, 1978, the brokers filed suit for breach of their contracts with the Vincents. The complaint sought damages for breach of the land sale contract and their $9,000 commission under the listing agreement. On July 13, the Vincents moved to dismiss the complaint for failure to state a cause of action. The motion was supported by a brief that, in essence, alleged the transactions "reek of" fraud, misrepresentation and breach of various fiduciary duties owed by a broker to his client. The brokers' memorandum in opposition to the motion to dismiss alleged that there was no fraud, misrepresentation or breach of fiduciary duty in the transactions and contended that these charges are not contained on the face of the complaint, but constitute affirmative defenses which cannot support a motion to dismiss. On August 11, 1978, the District Court ordered the complaint and case dismissed for the reasons that ". . . the Plaintiffs are treading on grounds that are frowned upon by the Montana Supreme Court in several decisions that have been decided by the Court, particularly in the last two years. It is this Court's opinion that the Plaintiffs did not disclose to the Defendants, the principal for whom they were acting even though they were ostensibly, and as of record, the brokers for the Defendants in their sale of Defendant's property."

The sole issue on appeal is whether the District Court erred in granting defendants' motion to dismiss for failure to state a claim upon which relief can be granted.

Embodied in Rule 12(b)(6), Mont.R.Civ.P., a motion to dismiss for failure to state a claim upon which relief can be granted, is the usual and proper method of testing the legal sufficiency of a complaint. 2A Moore's Federal Practice, § 12.08, p. 2266. A complaint should not be dismissed for insufficiency "unless it appears beyond doubt that the plaintiff can prove no set of facts in support of his claim which would entitle him to relief." Local No. 8 International Association of Firefighters v. City of Great Falls (1977), Mont., 568 P.2d 541, 546, 34 St.Rep. 991, 997 (and authority cited therein); Tobacco River Lumber Co., Inc. v. Yoppe (1978), Mont., 577 P.2d 855, 856, 35 St.Rep. 477, 479.

The brokers contend that the District Court could only dismiss their complaint if there was a Per se rule prohibiting brokers from purchasing land that they have listed, which there is not. On the other hand, the landowners...