{ "id": 4269186, "name": "TODD J. CHAPMAN et al., Plaintiffs and Counterdefendants-Appellants, v. ROBERT S. ENGEL et al., Defendants and Counterplaintiffs-Appellees", "name_abbreviation": "Chapman v. Engel", "decision_date": "2007-03-27", "docket_number": "No. 1\u201406\u20140791", "first_page": "84", "last_page": "89", "citations": [ { "type": "official", "cite": "372 Ill. App. 3d 84" } ], "court": { "name_abbreviation": "Ill. App. Ct.", "id": 8837, "name": "Illinois Appellate Court" }, "jurisdiction": { "id": 29, "name_long": "Illinois", "name": "Ill." }, "cites_to": [ { "cite": "837 N.E.2d 883", "category": "reporters:state_regional", "reporter": "N.E.2d", "year": 2005, "pin_cites": [ { "parenthetical": "\"no authority for the proposition that a verdict or verdicts in a civil case must be without any conceivable flaw in logic, only that they must be legally consistent\"" } ], "opinion_index": 0 }, { "cite": "216 Ill. 2d 622", "category": "reporters:state", "reporter": "Ill. 2d", "case_ids": [ 3828075 ], "year": 2005, "pin_cites": [ { "page": "650", "parenthetical": "\"no authority for the proposition that a verdict or verdicts in a civil case must be without any conceivable flaw in logic, only that they must be legally consistent\"" } ], "opinion_index": 0, "case_paths": [ "/ill-2d/216/0622-01" ] }, { "cite": "836 N.E.2d 837", "category": "reporters:state_regional", "reporter": "N.E.2d", "year": 2005, "pin_cites": [ { "parenthetical": "when an involuntary dismissal is \"with prejudice,\" the judgment is a final adjudication on the merits under Supreme Court Rule 273 (134 Ill. 2d R. 273)" } ], "opinion_index": 0 }, { "cite": "361 Ill. App. 3d 362", "category": "reporters:state", "reporter": "Ill. App. 3d", "case_ids": [ 4259273 ], "year": 2005, "pin_cites": [ { "page": "373", "parenthetical": "when an involuntary dismissal is \"with prejudice,\" the judgment is a final adjudication on the merits under Supreme Court Rule 273 (134 Ill. 2d R. 273)" } ], "opinion_index": 0, "case_paths": [ "/ill-app-3d/361/0362-01" ] }, { "cite": "105 Ill. 2d 486", "category": "reporters:state", "reporter": "Ill. 2d", "case_ids": [ 3141899 ], "year": 1985, "pin_cites": [ { "page": "495" } ], "opinion_index": 0, "case_paths": [ "/ill-2d/105/0486-01" ] }, { "cite": "812 N.E.2d 483", "category": "reporters:state_regional", "reporter": "N.E.2d", "year": 2004, "opinion_index": 0 }, { "cite": "351 Ill. App. 3d 353", "category": "reporters:state", "reporter": "Ill. App. 3d", "case_ids": [ 1083776 ], "year": 2004, "pin_cites": [ { "page": "358" } ], "opinion_index": 0, "case_paths": [ "/ill-app-3d/351/0353-01" ] }, { "cite": "831 N.E.2d 1100", "category": "reporters:state_regional", "reporter": "N.E.2d", "year": 2005, "opinion_index": 0 }, { "cite": "357 Ill. App. 3d 1076", "category": "reporters:state", "reporter": "Ill. App. 3d", "case_ids": [ 4136715 ], "weight": 2, "year": 2005, "pin_cites": [ { "page": "1079" }, { "page": "1079" } ], "opinion_index": 0, "case_paths": [ "/ill-app-3d/357/1076-01" ] }, { "cite": "333 N.E.2d 50", "category": "reporters:state_regional", "reporter": "N.E.2d", "year": 1975, "opinion_index": 0 }, { "cite": "30 Ill. App. 3d 631", "category": "reporters:state", "reporter": "Ill. App. 3d", "case_ids": [ 2626517 ], "year": 1975, "pin_cites": [ { "page": "642" } ], "opinion_index": 0, "case_paths": [ "/ill-app-3d/30/0631-01" ] }, { "cite": "761 N.E.2d 237", "category": "reporters:state_regional", "reporter": "N.E.2d", "year": 2001, "opinion_index": 0 }, { "cite": "326 Ill. App. 3d 511", "category": "reporters:state", "reporter": "Ill. App. 3d", "case_ids": [ 1281463 ], "year": 2001, "pin_cites": [ { "page": "516" } ], "opinion_index": 0, "case_paths": [ "/ill-app-3d/326/0511-01" ] }, { "cite": "607 N.E.2d 1337", "category": "reporters:state_regional", "reporter": "N.E.2d", "year": 1992, "opinion_index": 0 }, { "cite": "240 Ill. App. 3d 737", "category": "reporters:state", "reporter": "Ill. App. 3d", "case_ids": [ 5137652 ], "weight": 2, "year": 1992, "pin_cites": [ { "page": "752" }, { "page": "752" } ], "opinion_index": 0, "case_paths": [ "/ill-app-3d/240/0737-01" ] }, { "cite": "821 N.E.2d 269", "category": "reporters:state_regional", "reporter": "N.E.2d", "year": 2004, "opinion_index": 0 }, { "cite": "213 Ill. 2d 307", "category": "reporters:state", "reporter": "Ill. 2d", "case_ids": [ 8448779 ], "year": 2004, "pin_cites": [ { "page": "315" } ], "opinion_index": 0, "case_paths": [ "/ill-2d/213/0307-01" ] }, { "cite": "854 N.E.2d 800", "category": "reporters:state_regional", "reporter": "N.E.2d", "year": 2006, "opinion_index": 0 }, { "cite": "367 Ill. App. 3d 293", "category": "reporters:state", "reporter": "Ill. App. 3d", "case_ids": [ 4265962 ], "year": 2006, "pin_cites": [ { "page": "301" } ], "opinion_index": 0, "case_paths": [ "/ill-app-3d/367/0293-01" ] }, { "cite": "819 N.E.2d 1186", "category": "reporters:state_regional", "reporter": "N.E.2d", "year": 2004, "opinion_index": 0 }, { "cite": "353 Ill. App. 3d 949", "category": "reporters:state", "reporter": "Ill. App. 3d", "case_ids": [ 3364536 ], "weight": 2, "year": 2004, "pin_cites": [ { "page": "952" }, { "page": "952" } ], "opinion_index": 0, "case_paths": [ "/ill-app-3d/353/0949-01" ] }, { "cite": "740 N.E.2d 501", "category": "reporters:state_regional", "reporter": "N.E.2d", "year": 2000, "opinion_index": 0 }, { "cite": "317 Ill. App. 3d 590", "category": "reporters:state", "reporter": "Ill. App. 3d", "case_ids": [ 1026028 ], "year": 2000, "pin_cites": [ { "page": "594" } ], "opinion_index": 0, "case_paths": [ "/ill-app-3d/317/0590-01" ] }, { "cite": "462 N.E.2d 488", "category": "reporters:state_regional", "reporter": "N.E.2d", "year": 1984, "opinion_index": 0 }, { "cite": "101 Ill. 2d 400", "category": "reporters:state", "reporter": "Ill. 2d", "case_ids": [ 3160925 ], "year": 1984, "pin_cites": [ { "page": "411-12" } ], "opinion_index": 0, "case_paths": [ "/ill-2d/101/0400-01" ] }, { "cite": "426 N.E.2d 1204", "category": "reporters:state_regional", "reporter": "N.E.2d", "year": 1981, "opinion_index": 0 }, { "cite": "85 Ill. 2d 484", "category": "reporters:state", "reporter": "Ill. 2d", "case_ids": [ 5469064 ], "year": 1981, "pin_cites": [ { "page": "488" } ], "opinion_index": 0, "case_paths": [ "/ill-2d/85/0484-01" ] } ], "analysis": { "cardinality": 625, "char_count": 11227, "ocr_confidence": 0.784, "pagerank": { "raw": 6.611566269702462e-08, "percentile": 0.4038943969320219 }, "sha256": "1734b67fbbe38346b7ffb247fec34a292d1dd549b630dd48c5de7356aba8425b", "simhash": "1:27eb532d3eeffdec", "word_count": 1845 }, "last_updated": "2023-07-14T16:46:01.247775+00:00", "provenance": { "date_added": "2019-08-29", "source": "Harvard", "batch": "2018" }, "casebody": { "judges": [], "parties": [ "TODD J. CHAPMAN et al., Plaintiffs and Counterdefendants-Appellants, v. ROBERT S. ENGEL et al., Defendants and Counterplaintiffs-Appellees." ], "opinions": [ { "text": "PRESIDING JUSTICE WOLFSON\ndelivered the opinion of the court:\nWe are called on to construe a fee-shifting provision in a home purchase contract, no simple matter considering the way the bench trial concluded.\nEach side claimed the other materially breached the contract. The trial court held neither one of them did, although the plaintiffs did get back the earnest money they sued for.\nPlaintiffs contend they should be awarded attorney fees and costs because they were the \u201cprevailing Party\u201d as that term is used in the contract. The trial court held they were not entitled to fees and costs because they were not the prevailing parties. We affirm the trial court\u2019s conclusion, although our reason is not the same.\nFACTS\nThe Chapmans entered into a real estate contract for the purchase of the Engels\u2019 home for $550,000. The Chapmans tendered $55,000 in earnest money to Coldwell Banker, the listing broker. The parties were scheduled to close on August 15, 2002. The Chapmans conducted a final walk-through of the property the morning before closing, as authorized by the contract. During the walk-through, the Chapmans noticed the house was not in the same condition as it had been when the contract was signed. The Chapmans requested either a credit or escrow of money so the house could be repaired. At the closing, the parties attempted to negotiate a resolution. The contract was terminated when the parties could not reach an agreement.\nFollowing the termination of the contract, the Chapmans demanded the release of the earnest money. The Engels made their own claim to the earnest money, which remained in the Coldwell Banker account. On October 2, 2002, the Chapmans filed a lawsuit against the Engels. Count I of the complaint was a declaratory judgment action, which sought an order from the trial court declaring the contract was properly terminated, directing the Engels to release the Chapmans\u2019 earnest money and awarding the Chapmans their attorney fees and costs in bringing the suit. Count II of the complaint alleged the Engels breached the contract by not having the home in the same condition at closing as it was when the contract was signed.\nThe Engels filed a counterclaim, seeking recovery of the earnest money as liquidated damages for the Chapmans\u2019 alleged breach of contract. The Engels also sought an award of reasonable attorney fees and costs. While the litigation was pending, the Engels sold their house to a third party for $520,000.\nOn December 18, 2003, the Chapmans filed a motion for partial summary judgment, contending the Engels were entitled to only $30,000 of the earnest money \u2014 the difference between what the Engels eventually sold the house for and the amount the Chapmans agreed to pay. In response, the Engels contended they were entitled to the full $55,000 as liquidated damages. In their reply brief in support of summary judgment, the Chapmans contended the Engels could not recover liquidated damages because the contract did not contain a liquidated damages provision.\nThe trial court denied the Chapmans\u2019 motion, finding there were questions of fact precluding any dispositive ruling. The Engels were granted leave to file an amended counterclaim, which sought the recovery of actual damages in the event liquidated damages were unavailable.\nPrior to trial, the Chapmans filed several motions in limine. Motion in limine No. 2 sought to bar the Engels from presenting evidence and argument regarding liquidated damages. The trial court denied the Chapmans\u2019 motion in limine but informed the Engels that they had to elect a remedy before trial. The Engels elected to pursue actual damages. As a result, on November 12, 2005, the trial court ordered the Engels to \u201cimmediately take all actions appropriate and necessary to cause Coldwell Banker to release [the Chapmans\u2019] $55,000 in earnest money.\u201d Following a bench trial, the court dismissed both the Chapmans\u2019 complaint and the Engels\u2019 counterclaim with prejudice.\nOn December 22, 2005, the Chapmans filed a petition for attorney fees and costs, requesting reimbursement for fees up to the day the trial court ordered the Engels to release the earnest money. The \u201cattorney fees\u201d provision in the contract signed by the parties provided for the payment of legal fees and costs to the prevailing party \u201cin the event of default\u201d by either party. Because the trial court ordered the release of the earnest money, the Chapmans contend they were the prevailing party in the litigation.\nDuring a hearing on the motion for fees, the trial court noted it was \u201cperplexed\u201d by the Chapmans\u2019 position that they were the prevailing party. The trial court denied the Chapmans\u2019 motion, saying: \u201cI do not think [the Chapmans] were the prevailing party as contemplated by the contract.\u201d The Chapmans appealed.\nDECISION\nOrdinarily, the losing party in a lawsuit cannot be required to pay attorney fees to the winning party. Saltiel v. Olsen, 85 Ill. 2d 484, 488, 426 N.E.2d 1204 (1981). But there is an exception to the rule: provisions in contracts for award of attorney fees will be enforced by the courts. Abdul-Karim v. First Federal Savings & Loan Ass\u2019n of Champaign, 101 Ill. 2d 400, 411-12, 462 N.E.2d 488 (1984). These are \u201cfee-shifting\u201d provisions. Wildman, Harrold, Allen & Dixon v. Gaylord, 317 Ill. App. 3d 590, 594, 740 N.E.2d 501 (2000).\nHere, the home purchase contract entered into by the parties did contain a fee and costs provision:\n\u201cIn the event of default by Seller or Buyer, the Parties are free to pursue any legal remedies at law or in equity. The prevailing Party in litigation shall be entitled to collect reasonable attorney fees and costs from the losing Party as ordered by a court of competent jurisdiction.\u201d\nOur decision in this case turns on the precise wording of the fee-shifting provision in the contract. There is no factual dispute. Our task is to interpret the contract, a question of law calling for de novo review of the trial court\u2019s decision. Erlenbush v. Largent, 353 Ill. App. 3d 949, 952, 819 N.E.2d 1186 (2004); Gallagher v. Lenart, 367 Ill. App. 3d 293, 301, 854 N.E.2d 800 (2006). We may affirm the trial court\u2019s decision on any basis supported by the record, regardless of whether the trial court relied on that ground when it made its decision. See Home Insurance Co. v. Cincinnati Insurance Co., 213 Ill. 2d 307, 315, 821 N.E.2d 269 (2004).\nWe are required to strictly construe a contractual provision for attorney fees. Grossinger Motorcorp, Inc. v. American National Bank & Trust Co., 240 Ill. App. 3d 737, 752, 607 N.E.2d 1337 (1992). That is, we construe the fee-shifting provision \u201cto mean nothing more \u2014 but also nothing less \u2014 than the letter of the text.\u201d Erlenbush, 353 Ill. App. 3d at 952. For example, we have held a fee-shifting provision tied to an action to \u201cenforce\u201d a lease does not apply in a declaratory judgment claim asking that the parties\u2019 rights under the lease be declared. The reason? Declaring rights is not the same as enforcing obligations. Powers v. Rockford Stop-N-Go, Inc., 326 Ill. App. 3d 511, 516, 761 N.E.2d 237 (2001); Arrington v. Walter E. Heller International Corp., 30 Ill. App. 3d 631, 642, 333 N.E.2d 50 (1975).\nThe battleground staked out by the parties at trial and in this court has to do with the question of whether the Chapmans were prevailing parties in the litigation. We see no need to reach that issue. The fee-shifting provision in the parties\u2019 contract requires a \u201cdefault by Seller or Buyer\u201d before the identity of the prevailing party makes any difference. That is the contract the parties entered into and that is the contract we must strictly construe. See Grossinger Motorcorp, Inc., 240 Ill. App. 3d at 752.\nNothing in the Chapman-Engel home purchase contract defines or explains \u201cdefault.\u201d However, a contract term is not ambiguous merely because it is undefined in a contract. Hunt v. Farmers Insurance Exchange, 357 Ill. App. 3d 1076, 1079, 831 N.E.2d 1100 (2005). \u201c[I]f an undefined term has a 1 \u201cplain, ordinary, and popular meaning,\u201d \u2019 there is no ambiguity and the term should be enforced as written.\u201d Hunt, 357 Ill. App. 3d at 1079, quoting Chatham Corp. v. Dann Insurance, 351 Ill. App. 3d 353, 358, 812 N.E.2d 483 (2004), quoting Western Casualty & Surety Co. v. Brochu, 105 Ill. 2d 486, 495 (1985).\nThe plain, ordinary, and popular meaning of the word \u201cdefault\u201d is: \u201cThe omission or failure to perform a legal or contractual duty.\u201d Black\u2019s Law Dictionary 428 (7th ed. 1999). The term is not ambiguous. \u201cBreach of contract\u201d is defined as: \u201cViolation of a contractual obligation, either by failing to perform one\u2019s own promise or by interfering with another party\u2019s promise.\u201d Black\u2019s Law Dictionary 182 (7th ed. 1999). In light of the similarities between the definitions of \u201cdefault\u201d and \u201cbreach of contract,\u201d we find the terms have substantially the same meaning in this case.\nHere, the trial court specifically found neither side breached the contract when it dismissed both the Chapmans\u2019 and the Engels\u2019 contract claims with prejudice after a bench trial. See Kostecki v. Dominick\u2019s Finer Foods, Inc., of Illinois, 361 Ill. App. 3d 362, 373, 836 N.E.2d 837 (2005) (when an involuntary dismissal is \u201cwith prejudice,\u201d the judgment is a final adjudication on the merits under Supreme Court Rule 273 (134 Ill. 2d R. 273)). The trial court\u2019s decision in this case may be logically inconsistent, but it is legally consistent, and that is acceptable. See Redmond v. Socha, 216 Ill. 2d 622, 650, 837 N.E.2d 883 (2005) (\u201cno authority for the proposition that a verdict or verdicts in a civil case must be without any conceivable flaw in logic, only that they must be legally consistent\u201d).\nThe trial court\u2019s judgment, in effect, determined neither party defaulted under the contract, a necessary condition for the fee-shifting provision to apply. Not only was the required triggering event in the fee-shifting provision not proved in this case, the trial court specifically found it never happened. In fact, the trial court correctly observed in denying the Chapmans\u2019 fee petition, it believed \u201ceveryone was operating under the assumption that in order for the Chapmans to succeed on their claim for attorney fees, they needed a determination that there was or there had been a material breach.\u201d\nBecause neither party breached the contract, we find neither the Chapmans nor the Engels defaulted under the contract. Since we are bound by the rules of strict construction, we find the fee-shifting provision did not apply in this case. Accordingly, we need not consider whether the Chapmans were the \u201cprevailing Party\u201d under the fee-shifting provision.\nCONCLUSION\nWe affirm the trial court\u2019s judgment.\nAffirmed.\nHOFFMAN and HALL, JJ., concur.", "type": "majority", "author": "PRESIDING JUSTICE WOLFSON" } ], "attorneys": [ "Marc C. Smith and Mary T. Nicolau, both of Smith Davies & Nicolau, and Richard A. Del Giudice, of Gozdecki & Del Giudice, both of Chicago, for appellants.", "James E. Halloran, of Deutsch, Levy & Engel, Chtrd., of Chicago, for appellees." ], "corrections": "", "head_matter": "TODD J. CHAPMAN et al., Plaintiffs and Counterdefendants-Appellants, v. ROBERT S. ENGEL et al., Defendants and Counterplaintiffs-Appellees.\nFirst District (2nd Division)\nNo. 1\u201406\u20140791\nOpinion filed March 27, 2007.\nRehearing denied April 26, 2007.\nMarc C. Smith and Mary T. Nicolau, both of Smith Davies & Nicolau, and Richard A. Del Giudice, of Gozdecki & Del Giudice, both of Chicago, for appellants.\nJames E. Halloran, of Deutsch, Levy & Engel, Chtrd., of Chicago, for appellees." }, "file_name": "0084-01", "first_page_order": 100, "last_page_order": 105 }