Liggett v. Young

¶1dissenting in part.

¶2I concur, albeit with some degree of hesitation, as to all parts of the majority opinion except as to Part II. A.

¶3*979In my view, there is a large question as to whether Dean's drafting of the construction contract and the manner in which is was phrased violated Professional Con-duet Rule 1.8(a).

¶4To be sure and without question, Dean, as Liggett's attorney, entered into a "business transaction" with Liggett. The contract formalizing that transaction was not transmitted "in a manner that [could] be reasonably understood by [Liggett]." It is certainly reasonable that Liggett could construe the contract to authorize additional changes by consultation, and notwithstanding Paragraph 8 of the contract, such changes would be valid and enforceable without a specific writing for a specific change. Even if otherwise, Dean, as the attorney and the person in a superior position, was required to advise of the "in writing" provision of Paragraph 8 as controlling over the "consultation" language of Paragraph 12(b).

¶5Procedural niceties aside, basic fairness, as well as Professional Conduct Rule 1.8(a),5 dictate that the Youngs not benefit, as a matter of law, from the contract as interpreted by the trial court and by the majority opinion here. Conversely, Lig-gett should not be denied, as a matter of law, fair and equitable compensation for the labor and materials which were provided to enhance the value of the residence constructed.