Cramer & Anderson Partner Dan Casagrande’s new Connecticut Supreme Court brief, filed Feb. 8, represents the latest step in a major antitrust case he won in 2020.
That decision overturned a decades-old precedent that said tying agreements for real estate brokerage fees violated the Connecticut Antitrust Act. The court ruled that evolution of antitrust law through federal actions invalidated the Connecticut precedent established in a 1981 decision.
Attorney Casagrande represents Reserve Realty, LLC, which filed a breach of contract claim against Windemere Reserve LLC and BLT Reserve LLC in the summer of 2013.
At the center of the case are two large, then-vacant parcels that were formerly part of the Union Carbide corporate complex in western Danbury, called the Reserve.
After Attorney Casagrande established that tying agreements for real estate brokerage fees do not violate antitrust laws, Reserve Realty’s remaining claims were remanded to the Connecticut Appellate Court.
Attorney Casagrande’s new high court brief addresses the result by arguing the Appellate Court erred in ruling that Reserve Realty and its principals are not entitled to market Reserve properties and leases, or to receive commissions.
“The overarching issue here remains the sanctity of contracts freely negotiated between sophisticated parties, which the Connecticut Supreme Court affirmed in its 2020 decision in dispatching the antitrust claim concerning tying agreements,” Attorney Casagrande said.
The circumstances leading to Reserve Realty filing legal action began in 2002 when real estate developer Woodland Group, which purchased the Reserve properties, engaged the services of primary brokers Jeanette Haddad, who died in 2013, and Paul P. Scalzo, according to a Supreme Court case summary.
Reserve Realty, LLC, was created by Haddad and Scalzo to market and sell the Reserve as it became subdivided. (In addition to Reserve Realty, Attorney Casagrande represents Haddad’s husband, Theodore Haddad, Sr., as executor of his wife’s estate.)
As part of the broker-client relationship, Haddad, Scalzo, and Woodland executed an ‘‘Exclusive Right to Sell—Listing Agreement,” which gave Haddad and Scalzo the exclusive right to sell and/or lease property in the Reserve, according to the case summary.
The agreement also contained the following provision: ‘‘[Woodland] shall make aware to the new purchaser of any part, or of individual lots, or of land, that this [a]greement shall apply to that new purchaser and [Haddad and Scalzo].’’
While Woodland’s master plan for the 546-acre parcel was approved by Danbury zoning officials, the project was effectively blocked by Windemere, which was in the process of developing a neighboring parcel of land.
To resolve the zoning dispute, the case summary explained, Woodland agreed to sell one portion of the Reserve to BLT for a luxury apartment complex, and another parcel to Windemere for commercial development.
Windemere and BLT purchased the parcels and initially honored the requirements of the Woodland agreement on brokerage rights.
BLT proceeded and built the luxury apartment complex on its parcel, but marketed units through its own on-site leasing agent instead of through the services of Haddad, Reserve, and Scalzo, according to the case summary.
The plaintiffs then filed the legal action alleging breach of contract and anticipatory breach.
Attorney Casagrande argued in Superior Court and Appellate Court that Windemere and BLT committed breach of contract because exclusive brokerage rights for the properties had permanently been granted to Reserve Realty.
However, both the trial court and Appellate Court found for the defendants, concluding the brokerage rights tying agreements represented an arrangement that violated the Connecticut Antitrust Act—the ruling overturned by the Connecticut Supreme Court in 2020.
In its decision, the Connecticut Supreme Court remanded the case to the Appellate Court with a direction to consider the plaintiffs’ remaining claims, and on June 18, 2021, the Appellate Court held the listing agreements unenforceable under Connecticut statute § 20-325a.
That ruling prompted Attorney Casagrande’s new brief to the Connecticut Supreme Court, which granted certification to appeal on Oct. 12, 2021.
“The issue before this Court is whether the Appellate Court erred as a matter of law in holding that the listing agreements do not specify the duration of the authorization in compliance with § 20-325a(c),” Attorney Casagrande writes in the brief, filed under the new, rigorous electronic briefing rules.
Attorney Casagrande presents four primary arguments in the brief:
The listing agreements are enforceable because they definitively and unambiguously satisfy the requirement of C.G.S. § 20-325a(c) that such agreements state “the duration of the authorization.”
The listing agreements are enforceable under C.G.S. § 20-325a(d) because the duration provision substantially complies with subsection (c) and it would be inequitable to deny recovery to Plaintiffs.
The listing agreements were not personal to Jeanette Haddad, and the trial court erred as a matter of law in ruling otherwise.
The trial court improperly held that Reserve Realty did not perform services for which it would be entitled to commissions.
The brief asks the Connecticut Supreme Court to reverse the judgment of the Appellate Court and to remand the case back to the trial court with directions to enter judgments in Plaintiffs’ favor on all counts of the Second Amended Complaint, and in foreclosure actions. It also asks that the trial court be directed to schedule a hearing in damages.
“This is one of the first briefs to be filed under the revised E-Services Procedures and Technical Standards for formatting and filing briefs, which include requirements for specific parameters in terms of formatting, layout, and linking,” Attorney Casagrande said. “Thanks to the diligence of my legal assistant Sonia Christie and other staff, Cramer & Anderson is fluent in this new filing ‘language’ and therefore able to advocate for our clients in the strongest possible way.”