Opinion
No. CV 02-0465799 S
November 3, 2003
MEMORANDUM OF DECISION RE: MOTION TO STRIKE #135
The plaintiff alleges that it had a contract with Teamwork Holdings, L.L.C. (Teamwork) to purchase certain property in Norwalk, Connecticut. The membership interests in Teamwork were owned entirely by the defendants.
The plaintiff alleges that the defendants sold their membership interests in Teamwork to Proprios Limited, L.L.C. (Proprios) which was controlled by the third-party defendant Hector Natera (Natera), knowing that it was Natera's intention to cause Teamwork to breach its contract to sell the property to the plaintiff.
The plaintiff alleges that Teamwork sold the property to another entity controlled by Natera. Teamwork, Natera, and the purchaser of the property refused the plaintiff's demand that the property be transferred to it pursuant to the contract between the plaintiff and Teamwork.
The First Count of the plaintiff's complaint against the defendants alleges that the defendants interfered with their contract to purchase the property by selling the interests in Teamwork to an entity that they knew intended to cause Teamwork to breach its contract with the plaintiff. The Second Count alleges that the defendants violated the Connecticut Unfair Trade Practices Act (CUTPA). The Third Count alleges that the defendants were unjustly enriched by virtue of their retention of certain sums of money paid by the plaintiff to Teamwork as deposits under the contract along with an additional sum which they received as a result of participating in the alleged scheme.
The defendants have filed a third-party complaint against Natera on the basis of an indemnity agreement between the defendants and Natera which was executed in connection with the transfer of the defendant's membership interests in Teamwork to Proprios. Natera, as third-party defendant has filed a special defense to the plaintiff's complaint alleging unclean hands on the part of the plaintiff in connection with the plaintiff's initial acquisition of the contract.
The plaintiff has filed a motion to strike that special defense. The plaintiff claims first, that the doctrine of unclean hands is one of equity and is thus unavailable as a defense to the first two counts of the complaint which assert claims of law. As to all three counts of the complaint the plaintiff claims that by necessity a special defense presuppose the truth of the allegations of the complaint and since allegations allege wrongdoing on the part of Natera, the defense of unclean hands is unavailable to him.
In support of its first claim, the plaintiff cites a number of cases which stand for the proposition that the defense of unclean hands is available as a defense in action seeking equitable relief See Thompson v. Orcutt, 257 Conn. 301, 310 (2001). What the cases relied upon by the plaintiff do not say, however, is that the defense of unclean hands is not available in actions at law. Indeed our Supreme Court has stated: "It is also well settled that equitable defenses or claims may be raised in an action at law." Kerin v. Udolf, 165 Conn. 264, 269 (1973).
The doctrine of unclean hands exists to safeguard the integrity of the court. Thompson v. Orcutt, supra, at p. 310. The integrity of the court is no less worthy of protection in action at law, than in actions in equity.
The court therefore disagrees with the plaintiff's claim that the defense of unclean hands is not available in an action at law.
The court also disagrees with the plaintiff's second basis for moving to strike the special defense of unclean hands. Whether to apply the doctrine of unclean hands rests within the sound discretion of the trial court. AB Auto Salvage, Inc. v. Zoning Board of Appeals, 189 Conn. 573, 578 (1983). That discretion must necessarily be exercised based upon the facts found by the trier of fact. Whether the doctrine of unclean hands should or should not be applied must be determined by the trier and cannot be determined on a motion to strike.
The motion to strike is therefore denied.
Thompson, J.