LOCKE v. SPAULDING, Mass. App. Ct., Judgment, Law, casemine.com

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Attorney(S)

Robert E. Fast for the defendants. Michael J. O'Neill for the plaintiffs.

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Smart Summary

Factual and Procedural Background

These actions were brought by seven purchasers seeking return of purchase money paid for certain parking spaces in the Wellesley Green condominium project. The defendants were the project's developers and trustees of the Wellesley Green Trust. The project was built with more parking spaces than units: one space was conveyed with each unit and sixty-four additional spaces were conveyed in various unit deeds. After all units were sold, eight parking spaces remained. Between 1973 and 1976 the defendants purported to convey seven of those remaining spaces by quitclaim deeds to the plaintiffs.

In 1974 the Wellesley Green Condominium Association sued the defendants seeking a declaration that the parking spaces were common area and that proceeds from their sale belonged to the association. In 1981 a Superior Court judge ruled the defendants had no power to convey parking spaces separate from unit deeds but held the association could not recover the proceeds from their sale. Three months after that judgment the purchasers moved to intervene under Mass.R.Civ.P. 24, 365 Mass. 769 (1974); the motions were denied. The association (but not the purchasers) appealed, and the judgment was affirmed in an unpublished decision, Wellesley Green Condominium Assn. v. Spaulding, 16 Mass. App. Ct. 1104 (1983).

In 1984 the seven purchasers brought the present actions to recover the purchase prices paid for the parking spaces. The defendants answered, asserting the six-year statute of limitations for contract actions, G.L. c. 260, § 2, had run. The trial judge granted summary judgment for the plaintiffs and entered final judgments providing that interest on the purchase money would run from the dates of the deeds. The defendants appealed.

Legal Issues Presented

Whether the purchasers' actions to recover purchase money for the parking spaces were barred by the six-year statute of limitations for contract actions, G.L. c. 260, § 2, or were governed by the twenty-year limitations period applicable to suits on deed covenants (deeds under seal), G.L. c. 260, § 1.
From what date interest on the purchase money should run — from the dates of the quitclaim deeds or from the date of the final judgment in the association's prior action establishing superior title?

Arguments of the Parties

Defendants' Arguments

The defendants asserted that the purchasers' claims were time-barred by the six-year statute of limitations for contract actions, G.L. c. 260, § 2.

Plaintiffs' Position

The opinion indicates the purchasers sought return of the purchase money and obtained summary judgment in their favor at the trial court; the opinion does not contain a detailed account of the plaintiffs' legal arguments on appeal.

Table of Precedents Cited

Precedent	Rule or Principle Cited For	Application by the Court
Clark v. Swift, 3 Met. 390, 395 (1841)	Supports that the statute of limitations for a suit on deed covenants is twenty years where deeds are under seal.	Used to justify treating these quitclaim deeds as subject to the twenty-year limitations period (G.L. c. 260, § 1) rather than the six-year contract limitations period.
Bronson v. Coffin, 108 Mass. 175, 188 (1871)	Also supports the twenty-year limitations rule for suit on deed covenants.	Reinforced the court's application of the twenty-year limitations period to actions on the deeds at issue.
Comstock v. Son, 154 Mass. 389, 390-391	Addresses the concept of voidable title and its duration until prior paramount title is established.	Applied to conclude the plaintiffs held voidable title to the parking spaces until the association's judgment established paramount title.
Gallison v. Downing, 244 Mass. 33, 36 (1923)	Related precedent on computation of damages (comparison cited by the court).	Cited for comparison; court noted the parties do not contest computing damages as of the dates of the deeds and the court did not further consider that issue.
Mass.R.Civ.P. 24, 365 Mass. 769 (1974)	Authority cited concerning intervention procedure and standards.	Referenced in describing the purchasers' (unsuccessful) post-judgment attempts to intervene in the association's earlier action.
Wellesley Green Condominium Assn. v. Spaulding, 16 Mass. App. Ct. 1104 (1983)	Prior appellate disposition (unpublished decision) affirming the Superior Court's ruling regarding defendants' lack of power to convey spaces separate from unit deeds.	Treated as the earlier judgment that established the association's claim of paramount title "through or under" the defendants, a fact central to computing when interest should begin to run.

Court's Reasoning and Analysis

The court examined the nature of the deeds and the relevant limitations periods. It noted that the deeds were quitclaim deeds with covenants by the grantor warranting title "against the lawful claims and demands of all persons claiming by, through or under the grantor, but against none other" (citing G.L. c. 183, §§ 11, 17). Because suits on deed covenants where deeds are under seal are governed by a twenty-year statute of limitations (G.L. c. 260, § 1), as supported by Clark and Bronson, the court concluded the action was governed by that longer period rather than the six-year contract limitation.

The court observed that, as previously decided in the association's earlier action, the defendants in effect had transferred title to the remaining parking spaces to the association as common property at the time they executed the final unit sale. Consequently, the association's claim of title was one "through or under" the defendants as grantors. The purchasers therefore held voidable title until the association established its paramount title by the judgment in the first action (citing Comstock).

Given those facts, the court concluded that interest on the purchase money should not run from the dates of the quitclaim deeds but instead from the date of the final judgment in the association's first action, when the association's paramount title was established. The court compared (without deciding) the rule on computing damages as of deed dates (Gallison), noting the parties did not dispute the damages computation itself.

As a result of this analysis, the court remanded the cases to the trial court for recomputation of interest to reflect interest running from the association's judgment date and affirmed the judgments as amended by that recomputed interest.

Holding and Implications

Holding: The judgments in favor of the purchasers are affirmed as amended; the cases are remanded to the trial court for recomputation of interest so that interest runs from the date of the final judgment in the association's prior action establishing paramount title.

Implications: The direct effect is that the purchasers prevail on their claims and are entitled to interest computed from the date the association's judgment established superior title rather than from the deed dates. The court applied the twenty-year limitations period for suits on deed covenants (G.L. c. 260, § 1) rather than the six-year contract limitations period; no broader new precedent was announced beyond the application of existing authorities to these facts.

So ordered.

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ALICE M. LOCKE vs. CHARLES H. SPAULDING, trustee, others (and six companion cases). Charles R. Hefford and James A. Progin, who, together with Spaulding, are trustees of the Wellesley Green Trust.

Deed, Warranty of title. Real Property, Deed. Condominiums, Common area.

These are actions for return of the purchase money paid for certain parking spaces. The defendants are the developers of the Wellesley Green condominium project. The project was built with more parking spaces than units. One space was conveyed with each unit, and sixty-four additional spaces were conveyed in various of the unit deeds. After all the units were sold, eight parking spaces were left, and the defendants purported to convey seven of those spaces between 1973 and 1976 by quitclaim deeds to the various plaintiffs. In 1974, the Wellesley Green Condominium Association sued the defendants, seeking a declaration that it owned the spaces in question as parts of the common area and that the proceeds from the sale of the spaces belonged to it as common profits. A Superior Court judge ruled, in 1981, that the defendants had no power to convey parking spaces separate from unit deeds but that the association could not recover the proceeds from their sale. Three months later, the purchasers finally moved to intervene, under Mass.R.Civ.P. 24, 365 Mass. 769 (1974), and the motions were denied. The association, but not the purchasers, appealed, and the judgment was affirmed, in an unpublished decision. Wellesley Green Condominium Assn. v. Spaulding, 16 Mass. App. Ct. 1104 (1983).

The seven purchasers brought these actions in 1984 to recover the purchase prices paid for the parking spaces. The defendants answered that the six-year statute of limitations for contract actions, G.L.c. 260, § 2, had run. The judge granted summary judgment for the plaintiffs and entered final judgments which provided for interest to run on the purchase money from the dates of the deeds. The defendants have appealed.

The deeds had quitclaim covenants; the defendants as grantor thus warranted title "against the lawful claims and demands of all persons claiming by, through or under the grantor, but against none other." G.L.c. 183, §§ 11, 17. The statute of limitations for a suit on deed covenants is twenty years, since the deeds are under seal. G.L.c. 260, § 1. Clark v. Swift, 3 Met. 390, 395 (1841). Bronson v. Coffin, 108 Mass. 175, 188 (1871). Here the defendants had, in effect (and as decided in the earlier case), transferred the title to the eight remaining parking spaces to the association as common property at the time that they executed the final unit sale; the association's now vindicated claim of title is one through or under the defendants as grantors.

The plaintiffs enjoyed voidable title (see Comstock v. Son, 154 Mass. 389, 390-391) until the association established its claim of paramount title by the judgment in the first action. On these facts, interest should run, not from the dates of the deeds but from the date of the final judgment in the first action. Compare Gallison v. Downing, 244 Mass. 33, 36 (1923). No one is arguing that it was incorrect to compute damages as of the dates of the deeds, and so we do not consider that issue.

The cases are remanded to the trial court for recomputation of interest. As amended by the recomputed interest, the judgments are affirmed.