Boise Office Managing Partner Meredith Thielbahr and Senior Counsel David Lloyd obtained an appellate victory before the Idaho Supreme Court in an appeal alleging that the firm’s client had conspired with other defendants to intentionally interfere with the purchase of a $20 million condominium complex by the appellant.
The Idaho District Court in Ada County had dismissed the complaint in finding that the underlying offer letter relied upon by the appellant did not contain a sufficiently detailed legal description of the property to create a purchase and sale agreement and, therefore, was insufficient to create a legally binding agreement under Idaho’s Statute of Frauds.
In ruling in favor of Gordon & Rees' client, the Idaho Supreme Court expressly limited dicta in the court’s previous decision, Tricore Investments LLC v. Estate of Warren, 168 Idaho 596, 485 P.3d 92 (2021) ("Tricore"). In Tricore, the Idaho Supreme Court had included language indicating that there may be a lesser standard for the description of the property in an offer letter other than a full legal description. In ruling in the firm's client's favor, the Idaho Supreme Court clarified that a complete legal description of the property in both agreements for the purchase of property, as well as deeds of conveyance, were still required to form a binding purchase agreement under the Idaho Statute of Frauds. Because there was an insufficient legal description of the property in the original offer letter, a purchase and sale agreement had never been reached, and Gordon & Rees' clients could not have conspired to interfere with the non-existent agreement.
The Idaho Supreme Court’s opinion was a complete win for the client as well as an important clarification for practitioners who regularly engage in complex commercial real estate transactions in Idaho. Practitioners can, once again, rely upon the statutory language in the Idaho Statute of Frauds in drafting offer letters and real estate purchase and sale agreements.