GRSM Team Defeats $1.8 Million Claim Against Architect Client

May 2024

Boston Partner Stephen Orlando successfully defended an architect against a general contractor’s claim for defamation and tortious interference.

The claim arose out of two public projects in 2018 and 2019. The municipal owners hired the client to serve as the architect on both projects. The parties’ contract required the architect to assist the owners with the selection of a general contractor bid.

The contractor submitted bids for both projects. The architect conducted a review of the contractor, which included reference checks from prior public projects. The architect subsequently submitted letters to the project owners. In the letters, the architect opined that the contractor was not a “responsible” bidder as defined by the public bidding statute (M.G.L. c. 149, § 44A). The owners declined to select the contractor’s bid.

The contractor filed a complaint in Superior Court. The contractor alleged that the client harbored animosity towards the contractor due to a prior project and that this animosity influenced the negative bid review. The contractor sought damages for the lost profit associated with the two projects.

Following discovery, Orlando filed a motion for summary judgment on behalf of the client. The motion argued that the “common interest rule” immunized the client from liability. The rule provides a qualified privilege when a speaker communicates information to a recipient in order to advance a common interest between those parties. In this case, the client provided information to the project owners in order to fulfill the client’s contractual duty to assist with bid reviews. In the summary judgment motion, Orlando argued that the client could not be liable for fulfilling its contractual obligation to the owners.

The motion also argued that the contractor failed to prove “improper motive or means” as required for a claim of tortious interference. The motion explained that general animosity or conflict does not automatically create an improper motive. The contractor must prove that the client acted solely to harm the contractor and not for any legitimate business purpose. The motion argued that, because the client was providing professional services when it offered the opinion, the contractor could not meet this burden.

In further support of the motion, Orlando cited evidence that the client did not disclose scandalous, uncorroborated claims about the contractor. During the bid review process, one reference informed the client that the contractor violated public bidding laws by concealing negative reviews from prior projects. The client understood that this information could disqualify the contractor from any future public projects. As the client could not verify the information, the client did not mention the alleged misconduct in the letters to the project owners. Orlando argued that this decision directly contradicted any allegation of malicious intent. 

On the eve of the trial, the trial judge heard oral arguments on the motion. Following a lengthy argument, the judge granted summary judgment in favor of the client. Citing the “common interest” rule, the judge agreed that the contractor failed to prove any tortious intent. The judge also agreed that none of the client’s statements were defamatory. The ruling allowed the client to resolve the case without the cost and risk of proceeding to trial.