Can a party recover damages when its own breach caused the transaction to fail? Wing v. Still Standing Stable Explained

In Wing v. Still Standing Stable, the Utah Court of Appeals addressed whether a party can recover on tort claims when its own breach of contract caused the alleged damages. The case arose from a complex real estate transaction involving property with disputed access rights.

Background and Facts

Still Standing Stable LLC purchased property from SITLA with acknowledged access issues. When selling the property, Still Standing entered into a Real Estate Purchase Contract requiring conveyance by general warranty deed. As closing approached, buyers became concerned about insurable access. Still Standing’s attorney informed the buyers they would convey by special warranty deed instead. Buyers agreed only if they could obtain title insurance guaranteeing access, but no title company would provide such coverage. The transaction failed when buyers did not appear at closing.

Key Legal Issues

Still Standing brought counterclaims against the real estate agents for: (1) breach of fiduciary duty for failing to communicate material information; (2) negligence and misrepresentation regarding buyer qualifications; and (3) lack of standing based on newly discovered evidence. The central question was whether Still Standing could prove causation for its alleged damages.

Court’s Analysis and Holding

The trial court granted summary judgment against Still Standing on all counterclaims, finding that Still Standing’s damages resulted from its own conduct, not the defendants’. The court concluded that Still Standing breached the purchase contract by refusing to convey by general warranty deed as required. The Court of Appeals reviewed this ruling for correctness and affirmed, emphasizing that Still Standing failed to address the trial court’s actual basis for dismissal—the general warranty deed issue.

Practice Implications

This decision reinforces the fundamental principle that proximate causation requires proving the defendant’s conduct, not the plaintiff’s own actions, caused the alleged harm. When appealing summary judgment, parties must directly address the trial court’s stated reasoning rather than merely rearguing their claim’s elements. The court’s repeated citation to Golden Meadows Properties demonstrates that inadequate briefing on the actual basis for dismissal will result in rejection of the appeal.