Iadanza v. Toor

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Iadanza v. Toor

COSMO IADANZA v. MOHAMMED TOOR ET AL.
(AC 45890)
Bright, C. J., and Suarez and Harper, Js.

Syllabus

The plaintiff landlord and the defendant tenant entered into a lease agree-
ment with an option to purchase certain real property occupied by the
defendant. Each party claimed that the other had breached the lease
agreement, and the parties agreed to resolve their competing claims by
way of a stipulated judgment, which provided, inter alia, that judgment
of possession would enter for the plaintiff with a final stay of execution
based upon certain conditions, including that the defendant could pur-
chase the property if he deposited a certain sum into his attorney’s trust
account by an agreed upon deadline and that time was of the essence.
Failure to make the deposit would void the defendant’s right to purchase
the property and the plaintiff could immediately obtain a summary
process execution for possession without any additional court hearings.
Shortly after the stipulated judgment was rendered, the plaintiff removed
from an unoccupied accessory apartment several appliances that he
believed he owned. The defendant complained about their removal and
the plaintiff ultimately returned them. Shortly thereafter, the plaintiff
filed an affidavit of noncompliance in which he averred that the defen-
dant had materially breached the stipulated judgment by not making
the deposit in accordance with the terms of the stipulation, and he
requested that the court issue a summary process execution. After a
hearing, the court granted the plaintiff’s request and ordered the clerk’s
office to issue the execution, finding that the removal of the appliances
was not a material violation of the stipulation. On the defendant’s appeal,
held that the defendant could not prevail on his claim that the trial court
improperly found that the plaintiff’s removal of the appliances was not
a material breach of the stipulated judgment that relieved him of his
obligation to make the required deposit by the deadline: the court consid-
ered and applied the standards for materiality set forth in § 241 of the
Restatement (Second) of Contracts and approved by the Supreme Court
in Bernstein v. Nemeyer (213 Conn. 665), and, although the court did
not specifically identify the standards of materiality it applied when
assessing the plaintiff’s removal of the appliances, it did plainly state
that it found no material breach under the cases cited by the defendant;
moreover, under the facts and circumstances of this case, which included
the undisputed fact that the appliances were not mentioned in the stipula-
tion, and there was no evidence of their value, this court could not say
that it was clearly erroneous for the trial court to find that the removal
of the appliances did not materially breach the stipulated judgment, as
the temporary removal by the plaintiff of appliances from the accessory
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Iadanza v. Toor
apartment did not deprive the defendant of a substantial benefit for
which he had clearly bargained and which he had every reason to
expect, and the removal of a limited number of used appliances did not
substantially impact the nature of the stipulation even if wrongful, and,
as such, the defendant was not relieved of his obligation to deposit the
funds by the deadline.
Argued January 31—officially released July 23, 2024

Procedural History

Summary process action brought to the Superior
Court in the judicial district of Stamford-Norwalk,
Housing Session, where the named defendant filed a
counterclaim; thereafter, the action was withdrawn as
against the defendant Jane Doe et al.; subsequently, the
matter was transferred to the Superior Court in the
judicial district of Stamford-Norwalk, where the court,
Hon. Robert L. Genuario, judge trial referee, rendered
judgment in accordance with the parties’ stipulation;
thereafter, the court, Hon. Robert L. Genuario, judge
trial referee, granted the summary process execution
for possession filed by the plaintiff and denied the
named defendant’s motion to reargue, and the named
defendant appealed to this court. Affirmed.
Ridgely Whitmore Brown, for the appellant (named
defendant).
Joseph F. Mulvey, for the appellee (plaintiff).
Opinion

HARPER, J. This appeal arises from a stipulated judg-
ment in an action by the plaintiff landlord, Cosmo
Iadanza, against the defendant tenant, Mohammed
Toor,1 for breach of contract, serious nonpayment of
1
The plaintiff also named Shagufta Toor as a defendant in the action but
only with respect to count two of the operative amended complaint, which
seeks immediate possession of the property allegedly occupied by Shagufta
Toor and Mohammed Toor. Shagufta Toor is not a party to this appeal. The
original complaint also named various other defendants, against whom the
action was withdrawn or who are not participating in this appeal. For clarity,
Mohammed Toor will be referred to as the defendant throughout this opinion.
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Iadanza v. Toor

rent, and fraudulent misrepresentation relative to the
2

defendant’s tenancy at the residential property known
as 501 Woodbine Road in Stamford (property).3
According to the stipulation, judgment of possession
entered in favor of the plaintiff ‘‘with a final stay of
execution based upon’’ several conditions pertaining to
an option the defendant had to purchase the property.
The conditions established, among other things, that
the defendant would be able to purchase the property
for $950,000, provided that he deposited ‘‘with [his coun-
sel] in trust pursuant to the terms of agreement the
sum of $47,500 by August 26 [2022] [at] 4 p.m. eastern
daylight time’’ and then satisfied certain conditions with
respect to obtaining financing and closing by a date
certain, and that time was of the essence ‘‘for all actions
and requirements in the stipulated agreement.’’ They
further established that ‘‘[f]ailing to make the deposit
will null and void the defendant’s right to purchase
the property, and the plaintiff may immediately file an
affidavit stating this fact and immediately obtain a sum-
mary process execution for possession without any
additional court hearings.’’

The dispositive issue in this appeal is whether the
trial court properly ordered a summary process execu-
tion for possession to issue after the defendant failed
to make the $47,500 deposit in accordance with the
2
The cause of action for ‘‘serious nonpayment of rent’’ is an exception
to the state residential ‘‘eviction moratorium’’ issued by Governor Ned
Lamont in relation to his proclamation of a state of emergency due to the
COVID-19 outbreak in the United States and Connecticut. See Executive
Order No. 10A (3) (d) (February 8, 2021).
3
The contract is a November 1, 2019 lease agreement pertaining to the
property, executed by the parties on October 15, 2019. The plaintiff filed
this case as a summary process action and it was transferred from housing
court to the civil court for adjudication. The defendant asserted special
defenses alleging, among other things, that the plaintiff breached his obliga-
tions under the lease, and he filed a counterclaim seeking specific perfor-
mance.
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Iadanza v. Toor

terms of the stipulated judgment.4 The defendant claims
that the plaintiff materially breached the stipulated
judgment prior to the August 26, 2022 deadline and that,
consequently, the defendant’s obligation to make the
deposit by that time had been excused. As such, he
maintains that the plaintiff was not entitled to the execu-
tion. We disagree with the defendant and, accordingly,
affirm the judgment of the trial court ordering the sum-
mary process execution.5

The following undisputed facts and procedural his-
tory are relevant to our resolution of this appeal. In an
amended complaint, the plaintiff alleged that he and
the defendant entered into a ‘‘Lease Agreement with
Option to Purchase [the property]’’ on October 15, 2019.
Each party claimed that the other had breached the
lease agreement, and the parties agreed to resolve their
4
The trial court’s decision is an appealable final judgment. This appeal
presents circumstances similar to those in Cathedral Green, Inc. v. Hughes,
174 Conn. App. 608, 166 A.3d 873 (2017), in which this court observed:
‘‘Although ordinarily an appeal will not lie from an execution issued in
a summary process action because the execution merely effectuates the
judgment of possession and, thus, is not itself an appealable order or judg-
ment; see Iannotti v. Turner, 32 Conn. Supp. 573, 575, 346 A.2d 114, cert.
denied, 169 Conn. 709, 344 A.2d 357 (1975); we construe the present appeal
as more analogous to a challenge to the summary enforcement of a judgment,
which, even in the case of a stipulated judgment, we have found constitutes
an appealable final judgment. See Bernet v. Bernet, 56 Conn. App. 661, 664,
745 A.2d 827, cert. denied, 252 Conn. 953, 749 A.2d 1202 (2000).’’ Cathedral
Green, Inc. v. Hughes, supra, 610 n.2.
5
The defendant also claims that the court improperly ‘‘fail[ed] to consider
and conclude that the plaintiff waived [the] time [is] of the essence require-
ment . . . .’’ That claim, however, is predicated on the defendant’s con-
tention that certain acts by the plaintiff constituted ‘‘a material breach which
excused [the defendant’s] performance [under the stipulation] as a matter
of law, at least as far as time is of the essence is concerned.’’ At oral argument
before this court, the defendant’s counsel conceded that, if we conclude
that the court properly found that the plaintiff did not materially breach
the stipulated judgment, that conclusion would be dispositive of this appeal.
Because we conclude that the court properly found that the plaintiff did not
materially breach the stipulated judgment, we do not reach the defendant’s
second claim.
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Iadanza v. Toor

competing claims by way of a stipulated judgment. At
a hearing on August 17, 2022, the court, Hon. Robert
L. Genuario, judge trial referee, read the following per-
tinent terms from the parties’ agreement6 into the
record:
‘‘One, judgment of possession may enter in favor of
the plaintiff with a final stay of execution based upon
the following conditions.
‘‘Two, for all actions and requirements in the stipu-
lated agreement time is of the essence.
‘‘Three, the defendant may purchase [the property]
which is the subject premises of the litigation for the
sum of $950,000. . . .
‘‘[F]our, the defendant is to deposit with [his counsel]
in trust pursuant to the terms of agreement the sum of
$47,500 by August 26 [2022] [at] 4 p.m. eastern daylight
time. . . . Failing to make the deposit will null and
void the defendant’s right to purchase the property, and
the plaintiff may immediately file an affidavit stating
this fact and immediately obtain a summary process
execution for possession without any additional court
hearings.
***
‘‘Twelve, the parties to this agreement each state:
(A) they were represented by counsel of their own
choosing; (B) they had a full opportunity to discuss and
consider all aspects and ramifications of this agree-
ment; (C) they each acknowledge they were canvassed
by the court and given an opportunity to inquire of the
court as to any of their concerns and given a copy of
6
The court explained that the agreement was ‘‘captured in a typed docu-
ment with some changes that we have made this morning. The typed docu-
ment was prepared by [the plaintiff’s counsel], [and] the changes were
provided to the court by both [the plaintiff’s counsel] and [the defendant’s
counsel] on behalf of their clients.’’
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Iadanza v. Toor

this stipulated judgment . . . (D) they acknowledge
each waiving their rights to have a trial on the merits
of each party’s claims and causes of action; (E) under
all of the circumstances of this matter each party finds
this . . . stipulation fair, just, and reasonable; [and]
(F) each party states they have signed this agreement
knowingly as their own free act and deed, [and] neither
party was under any undue duress, pressure, or undue
influence. . . .’’
After the court read the agreement into the record,
it solicited questions from the parties, and the defendant
inquired about securing a key to an unoccupied acces-
sory apartment to which he had no access. Following
further discussions with the parties and their counsel
about this issue, the court stated that ‘‘[the plaintiff]
[will] today search for any keys he has to the accessory
apartment and if he has them [he will provide] them to
[the defendant]. If he cannot locate a key [he will retain]
a locksmith by . . . Monday [August 22, 2022] to open
the accessory apartment [and] provide [the defendant]
with a key. Within forty-eight hours of [the defendant]
receiving the key [the defendant] will have the following
option: he can cancel the agreement completely if he’s
not satisfied with the condition of the accessory apart-
ment in which case . . . he will vacate the property
within thirty days. . . . If he is satisfied with the condi-
tion of the property the agreement will remain in force
as previously read.’’ The court explained that ‘‘what I
do not want to have is . . . negotiations over whether
or not there should be a $10,000 adjustment because
there’s a hole in the wall. . . . You either buy the prop-
erty for [$950,000] or you don’t.’’ The court then reiter-
ated the terms with respect to the key and specified
that ‘‘[a]ll other terms and adjustments including the
cost if [the defendant] doesn’t vacate will remain in
effect or if [the plaintiff does not] hear from [the defen-
dant] within forty-eight hours . . . the agreement will
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Iadanza v. Toor

remain in full force and effect.’’ The parties and their
counsel confirmed their understanding and acceptance
of these additional terms, and the parties swore under
oath that they understood and agreed to the terms of
the stipulation in its entirety. The court then rendered
a ‘‘judgment of possession in favor [of] the plaintiff
subject to the terms of the stipulation that I have read
into the record.’’
The plaintiff delivered to the defendant’s counsel the
key to the unoccupied accessory apartment on August
22, 2022. Prior to doing so, he had removed from the
accessory apartment certain appliances he believed he
owned. The defendant did not cancel the agreement
when he became aware that the appliances had been
removed. Instead, he complained, through counsel,
about their removal, and the plaintiff ultimately
returned them. In the meantime, however, the defen-
dant had not deposited $47,500 in trust with his attorney
by 4 p.m. on August 26, 2022.
On August 29, 2022, the plaintiff filed an affidavit of
noncompliance in which he averred that the defendant
had materially breached the stipulated judgment by not
making the deposit in accordance with the terms of the
stipulation, and he requested that the court issue a
summary process execution. The defendant did not
oppose the plaintiff’s affidavit or file one of his own.
Instead, on September 8, 2022, he filed a verified lockout
complaint and application for temporary injunction
predicated on his contention that the plaintiff violated
both the stipulation and General Statutes § 47a-437 by
removing the appliances.
7
General Statutes § 47a-43 provides in relevant part: ‘‘(a) When any person
(1) makes forcible entry into any land, tenement or dwelling unit and with
a strong hand detains the same, or (2) having made a peaceable entry,
without the consent of the actual possessor, holds and detains the same
with force and strong hand, or (3) enters into any land, tenement or dwelling
unit and causes damage to the premises or damage to or removal of or
detention of the personal property of the possessor, or (4) when the party
put out of possession would be required to cause damage to the premises
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Iadanza v. Toor

On September 26, 2022, the court held a hearing
regarding the plaintiff’s request for an execution and
the defendant’s lockout complaint. At the hearing, the
defendant’s counsel argued that the plaintiff’s removal
of the appliances from the accessory apartment materi-
ally breached the stipulated judgment and excused the
defendant’s obligation to make the $47,500 deposit by
the August 26, 2022 deadline but that the defendant
had the funds and still wished to proceed with the
transaction. The plaintiff, however, did not. He main-
tained that the execution should issue. The court
granted the plaintiff’s request and ordered the clerk’s
office to issue the execution. It explained that, ‘‘[w]ith
regard to the removal of the appliances, what is clear
is that no appliances were removed from the main resi-
dence where [the defendant] lived. I do not believe that
the removal of the appliances, whether appropriately
thought out or not, relieved [the defendant] of the obli-
gation to post the $47,500 by August 26.
‘‘The transcript is clear that time is of the essence,
and the transcript is clear that if the funds were not
posted with [the defendant’s counsel] by August 26,
that the plaintiff would be entitled to an execution upon
the filing of an affidavit . . . . That affidavit was filed
on August 29.
’’Accordingly, the court finds that the plaintiff is enti-
tled to an execution . . . .’’ The court ‘‘offer[ed] no
opinion as to whether or not [the plaintiff’s removal of
the appliances] was in violation of any provisions of the
stipulation, other than to say that it was not a material
violation of the stipulation.’’ It also ‘‘observe[d] that the
original stipulation was based upon a writing that was
prepared by the parties and reviewed by the parties
or commit a breach of the peace in order to regain possession, the party
thus ejected, held out of possession, or suffering damage may exhibit his
complaint to any judge of the Superior Court. . . .’’
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Iadanza v. Toor

before the approval of that stipulation was rendered by
the court and that that writing was available to the
parties and . . . contained all of the dates that money
had to be posted . . . . So, the parties were well aware
of it, the money was not posted, [and] the plaintiff is
entitled to an execution.’’
On September 27, 2022, the defendant filed a motion
to reargue the ‘‘[j]udgment for the plaintiff and the
related order that execution shall issue . . . .’’ In that
motion, he recited the ‘‘multifactor test’’ for determining
whether a breach is material, as ‘‘set forth in [§ 241 of]
the Restatement (Second) of Contracts’’ and ‘‘endorsed’’
by our Supreme Court in Bernstein v. Nemeyer, 213
Conn. 665, 672, 570 A.2d 164 (1990), and argued that
its application to the undisputed facts in this case sup-
ported the conclusion that the removal of the appliances
from the accessory apartment was a material breach
of the stipulated judgment. (Internal quotation marks
omitted.) The court denied the defendant’s motion to
reargue on October 3, 2022.
In its order denying the defendant’s motion to rear-
gue, the court stated that it had, ‘‘at the prior proceed-
ing, ruled in favor of the plaintiff finding no material
breach that relieved the defendant from the obligation
to post the down payment.’’ The court denied the
motion to reargue because it found, among other things,
that there was no ‘‘breach of the stipulation, let alone
a material breach.’’ It explained that ‘‘[t]he stipulation
did not contain any reference either express or implied
as to whether these appliances were included in the
sale. The plaintiff removed the washer, dryer, and refrig-
erator, presumably used, believing they were his, not
a part of the sale and not needed in the unoccupied
accessory apartment during the interim period’’ and
that it was ‘‘unaware, nor was there any evidence, of
customary inclusion of such appliance[s] in a contract
for the sale of residential real estate.’’
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The court further explained that, ‘‘under the cases
cited by the defendant and the standards set forth in
those cases, the court finds no material breach. The
removal of a limited number of used appliances, with
no evidence of their value and not mentioned in the
stipulation, did not substantially impact the nature of
the $950,000 bargain even if wrongful. The defendant
could have been otherwise compensated. On the other
hand, the timing of the required payments as expressly
required was at the essence of the stipulation. The plain-
tiff wanted to be sure he had a deal and that it was
moving forward in an orderly and expedited manner or
he wanted possession of the property back. This is
what the parties expressly agreed to. The defendant
has breached those terms and the plaintiff is entitled
to possession.’’8 This appeal followed.
The defendant claims on appeal that the court
improperly found that the plaintiff’s removal of the
appliances from the accessory apartment was not a
material breach of the stipulated judgment that relieved
him of his obligation to deposit the $47,500 by August
26, 2022. Specifically, he argues that (1) the stipulated
judgment was ambiguous and the court improperly con-
cluded that it did not prohibit the removal of the appli-
ances from the accessory apartment and (2) the court
improperly concluded that, even if the stipulated judg-
ment prohibited removal of the appliances, any such
breach was not material. In response, the plaintiff
argues that (1) the defendant raised the ambiguity argu-
ment for the first time on appeal and it is not properly
8
The court also addressed and rejected the defendant’s argument that
the plaintiff’s removal of the appliances constituted a lockout under applica-
ble law. Although the defendant makes the single assertion in his opening
brief to this court that ‘‘the actions of the plaintiff are recognized . . . as
wrongful under the lockout statute,’’ he has not raised this as an issue on
appeal or briefed it beyond this assertion. As such, we do not address it.
See JPMorgan Chase Bank, National Assn. v. Essaghof, 221 Conn. App.
475, 485, 302 A.3d 339, cert. denied, 348 Conn. 923, 304 A.3d 445 (2023).
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Iadanza v. Toor

preserved, and (2) the court properly concluded that
any breach by the plaintiff was not material. We need
not decide whether the defendant’s ambiguity argument
is properly preserved or whether the court properly
concluded that the stipulated judgment did not prohibit
the removal of the appliances from the accessory apart-
ment, however, because we agree with the plaintiff that
the court properly concluded that, even if the removal
of the appliances was a breach, any such breach was
not material. See also footnote 3 of this opinion.
We begin our analysis by setting forth the legal princi-
ples relevant to our resolution of this claim and our
standard of review. ‘‘By their nature, stipulated judg-
ments are the creation of the parties and, consequently,
must be given effect according to the parties’ terms.
[A] stipulated judgment is not a judicial determination
of any litigated right . . . [and] may be defined as a
contract . . . . The essence of the judgment is that the
parties to the litigation have voluntarily entered into
an agreement setting their dispute or disputes at rest
. . . . [A stipulated] judgment is different in nature
from a judgment rendered on the merits because it is
primarily the act of the parties rather than the consid-
ered judgment of the court. . . . [P]arties generally
enter into a stipulated judgment only after careful nego-
tiation has produced agreement on their precise terms.’’
(Citations omitted; emphasis in original; internal quota-
tion marks omitted.) Customers Bank v. CB Associates,
Inc., 156 Conn. App. 678, 687–88, 115 A.3d 461 (2015).
The issue here is whether the court properly con-
cluded that the plaintiff’s removal of the appliances
from the unoccupied accessory apartment was not a
material breach of the stipulated judgment and thus did
not excuse the defendant’s failure to deposit with his
counsel $47,500 by the August 26, 2022 deadline. See
Bernstein v. Nemeyer, supra, 213 Conn. 672–73 (‘‘[i]t
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Iadanza v. Toor

follows from an uncured material failure of perfor-
mance that the other party to the contract is discharged
from any further duty to render performances yet to be
exchanged’’). ‘‘The determination of whether a contract
has been materially breached is a question of fact that
is subject to the clearly erroneous standard of review.
. . . A finding of fact is clearly erroneous when there
is no evidence in the record to support it . . . or when
although there is evidence to support it, the reviewing
court on the entire evidence is left with the definite
and firm conviction that a mistake has been committed.
. . . Although a finding of breach of contract is subject
to the clearly erroneous standard of review, whether
the court chose the correct legal standard to initially
analyze the alleged breach is a question of law subject
to plenary review.’’ (Internal quotation marks omitted.)
Regional School District 8 v. M & S Paving & Sealing,
Inc., 206 Conn. App. 523, 531–32, 261 A.3d 153 (2021).

‘‘In Bernstein v. Nemeyer, [supra, 213 Conn. 672],
our Supreme Court approved the multifactor standards
for materiality contained in § 241 of the Restatement
(Second) of Contracts. In determining whether a failure
to render or to offer performance is material, the follow-
ing circumstances are significant: (a) the extent to
which the injured party will be deprived of the benefit
which he reasonably expected; (b) the extent to which
the injured party can be adequately compensated for
the part of that benefit of which he will be deprived;
(c) the extent to which the party failing to perform
or to offer to perform will suffer forfeiture; (d) the
likelihood that the party failing to perform or to offer
to perform will cure his failure, taking account of all
the circumstances including any reasonable assur-
ances; [and] (e) the extent to which the behavior of the
party failing to perform or to offer to perform comports
with standards of good faith and fair dealing. . . .
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Iadanza v. Toor

‘‘The standards of materiality [are] to be applied in
the light of the facts of each case in such a way as
to further the purpose of securing for each party his
expectation of an exchange of performances. [Section
241 of the Restatement (Second) of Contracts] therefore
states circumstances, not rules, which are to be consid-
ered in determining whether a particular failure is mate-
rial.’’ (Citation omitted; internal quotation marks omit-
ted.) Strouth v. Pools by Murphy & Sons, Inc., 79 Conn.
App. 55, 60, 829 A.2d 102 (2003).
The defendant does not challenge the facts upon
which the court based its conclusion that the plaintiff’s
removal of the appliances from the unoccupied acces-
sory apartment was not a material breach of the stipu-
lated judgment.9 Rather, he argues that the court ‘‘did
not apply the correct standard with respect to the issue
. . . .’’ Specifically, he argues that the court improperly
‘‘evaluate[d] the materiality of the breach by a simple
comparison of the value of the entire property against
the value or the replacement cost of the appliances
removed’’10 when it was ‘‘required [instead] to undertake
the analysis under the Restatement [(Second) of Con-
tracts] as required by Bernstein.’’ We disagree with
the defendant. Our plenary review of the court’s order
denying the defendant’s motion to reargue reveals that
it considered and applied the standards for materiality
our Supreme Court approved in Bernstein. See Wheela-
brator Bridgeport, L.P. v. Bridgeport, 320 Conn. 332,
355, 133 A.3d 402 (2016) (interpretation of trial court
judgment is question of law).
9
Indeed, at oral argument before this court, the defendant’s counsel main-
tained that ‘‘there were no underlying facts in dispute.’’
10
We note that the defendant argues that the court’s ‘‘conclusion that any
breach was not material because the claimed value or replacement cost of
the removed appliances was only $10,000 as compared to the purchase price
of $950,000 was not legally and logically correct.’’ It is not clear to us what
the foundation for the $10,000 figure is. There is no citation in the defendant’s
brief to support this assertion and the court’s order clearly states that there
was ‘‘no evidence of [the appliances’] value . . . .’’
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It is well settled that ‘‘a judicial opinion must be read
as a whole, without particular portions read in isolation,
to discern the parameters of its holding.’’ (Internal quo-
tation marks omitted.) Tracey v. Miami Beach Assn.,
216 Conn. App. 379, 395, 288 A.3d 629 (2022), cert.
denied, 346 Conn. 919, 291 A.3d 1040 (2023). ‘‘Effect
must be given to that which is clearly implied as well
as to that which is expressed. . . . The construction
of a judgment is a question of law for the court. . . .
As a general rule, judgments are to be construed in the
same fashion as other written instruments. . . . The
determinative factor is the intention of the court as
gathered from all parts of the judgment. . . . The judg-
ment should admit of a consistent construction as a
whole. . . . To determine the meaning of a judgment,
we must ascertain the intent of the court from the
language used and, if necessary, the surrounding cir-
cumstances.’’ (Internal quotation marks omitted.)
Wheelabrator Bridgeport, L.P. v. Bridgeport, supra, 320
Conn. 355.
Although the court did not specifically identify the
standards of materiality it applied when assessing the
plaintiff’s removal of the appliances, it did plainly state
that ‘‘under the cases cited by the defendant and the
standards set forth in those cases the court finds no
material breach.’’ As set forth herein, the cases the
defendant cited include Bernstein, which articulated
the standards set forth in § 241 of the Restatement (Sec-
ond) of Contracts. See Bernstein v. Nemeyer, supra,
213 Conn. 672 n.8. We glean from the court’s plain
statement, therefore, that it evaluated the alleged
breach according to the standards our Supreme Court
approved in Bernstein.
Moreover, the court’s specific findings shed light on
which factors, or standards, it considered and found
significant. Its findings reflect that the court considered
the criteria set forth in § 241 (a), (b), (c) and (e) of the
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Iadanza v. Toor

Restatement (Second) of Contracts to reach its conclu-
sion. See, e.g., Strouth v. Pools by Murphy & Sons,
Inc., supra, 79 Conn. App. 61 (discerning standards of
materiality trial court applied from findings set forth
in memorandum of decision). Specifically, the court
found that (1) ‘‘[t]he stipulation did not contain any
reference either express or implied as to whether these
appliances were included in the sale,’’ (2) ‘‘[t]he plaintiff
removed the washer, dryer, and refrigerator, presum-
ably used, believing they were his, not a part of the sale
and not needed in the unoccupied accessory apartment
during the interim period,’’ (3) ‘‘[t]he removal of a lim-
ited number of used appliances, with no evidence of
their value and not mentioned in the stipulation, did not
substantially impact the nature of the $950,000 bargain
even if wrongful,’’ (4) ‘‘[t]he defendant could have been
otherwise compensated,’’ and (5) ‘‘the timing of the
required payments as expressly required was at the
essence of the stipulation. The plaintiff wanted to be
sure he had a deal and that it was moving forward in
an orderly and expedited manner or he wanted posses-
sion of the property back.’’
The court therefore considered (a) the extent to
which the injured party (the defendant) would be
deprived of a benefit he reasonably expected, (b) the
extent to which the injured party (the defendant) could
have been adequately compensated for the benefit of
which he would have been deprived, (c) the extent to
which the party failing to perform (the plaintiff) would
suffer forfeiture and (e) the extent to which the behav-
ior of the party failing to perform (the plaintiff) com-
ported with the standards of good faith and fair dealing
when it concluded that the removal of the appliances
did not materially breach the stipulation. See Bernstein
v. Nemeyer, supra, 213 Conn. 672 n.8. The defendant’s
argument that the court did not consider any of these
factors, and thus did not apply the proper standard in
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evaluating the materiality of the alleged breach, there-
fore fails.
Further, under the facts and circumstances of this
case, which include the undisputed fact that the appli-
ances are not mentioned in the stipulation, we cannot
say that it was clearly erroneous for the court to find
that the removal of the appliances from the unoccupied
accessory apartment did not materially breach the stip-
ulated judgment. See Strouth v. Pools by Murphy &
Sons, Inc., supra, 79 Conn. App. 60. The defendant vol-
untarily entered into the stipulated judgment, and his
only stated concern with respect to the accessory apart-
ment was that he be provided with a key in order to
access it, which he was. As such, the temporary removal
by the plaintiff of appliances from the accessory apart-
ment did not deprive the defendant of a ‘‘substantial
benefit for which [he] had clearly bargained and which
[he] had every reason to expect.’’ Bernstein v. Nemeyer,
supra, 213 Conn. 672; see also 669 Atlantic Street Asso-
ciates v. Atlantic-Rockland Stamford Associates, 43
Conn. App. 113, 127–28, 682 A.2d 572 (trial court’s find-
ing that plaintiff’s failure to meet environmental obliga-
tions did not deprive defendant of benefit it reasonably
expected where parties contemplated transfer of envi-
ronmentally contaminated properties was not clearly
erroneous), cert. denied, 239 Conn. 949, 686 A.2d 126
(1996), and cert. denied, 239 Conn. 950, 686 A.2d 126
(1996). We agree with the court that ‘‘[t]he removal of
a limited number of used appliances, with no evidence
of their value and not mentioned in the stipulation,
did not substantially impact the nature of the $950,000
bargain even if wrongful.’’ As such, the defendant was
not relieved of his obligation to deposit the $47,500 by
the August 26, 2022 deadline, and, when he failed to
do so, the plaintiff was entitled to the execution.
The judgment is affirmed.
In this opinion the other judges concurred.