Professional negligence claims against an architect; MCL 600.5805(13); MCL 600.5839; Broz v. Plante & Moran, PLLC; Stephens v. Worden Ins. Agency, LLC; Elements of malpractice; Simko v. Blake; Absence of a direct professional relationship; Roberts v. Salmi; Dyer v. Trachtman; Mieras v. DeBona; Requirements for a professional to be held liable to a third party for professional negligence; Beaty v. Hertzberg & Golden, PC; Obligation of every person engaged in any undertaking to use due care & not unreasonably endanger the person or property of others; Clark v. Dalman; Duty; Finazzo v. Fire Equip. Co.; When a plaintiff may assert a tort action based on a contract to which plaintiff was not a party; Fultz v. Union-Commerce Assoc.; Loweke v. Ann Arbor Ceiling & Partition Co., LLC; “Intangible economic losses”; Rinaldo’s Constr. Corp. v. Michigan Bell Tel. Co.; Motion to amend the complaint; Breach of contract claim as a third-party beneficiary; MCL 600.1405; Brunsell v. Zeeland; Fraudulent misrepresentation & silent fraud; Titan Ins. Co. v. Hyten; Lucas v. Awaad; Promissory estoppel; Zaremba Equip., Inc. v. Harco Nat’l Ins. Co.

The court held that the complaint did not establish the elements of professional negligence, and that plaintiffs failed to show that defendant-architect firm owed them a duty such that they could assert a tort claim based on breach of defendant’s contract with a non-party. Further, the trial court did not abuse its discretion in denying their motion to amend the complaint to add claims for breach of contract as a third-party beneficiary, fraud, and promissory estoppel. Thus, the court affirmed summary disposition for defendant and denial of the motion to amend. One of the plaintiffs hired a general contractor (non-party OYK) for a construction project. OYK in turn contracted with defendant to provide architectural services. Plaintiffs alleged that defendant owed them a duty as architects to follow all relevant codes required for the facility to be built. The court noted that the complaint did not show “that plaintiffs were engaged in a professional relationship with defendant; rather, plaintiffs allege that they contracted with OYK, who in turn contracted with defendant. Nor do plaintiffs allege circumstances that might justify the imposition of a limited duty despite the absence of a professional relationship; plaintiffs do not allege a special relationship with defendant nor the lack of another legal remedy.” However, the court noted that even outside a professional relationship, “Michigan’s common law imposes on every person an obligation to refrain from unreasonably endangering others.” Thus, it considered whether, while “plaintiffs were not a party to the professional relationship between OYK and defendant, there nonetheless existed a legal duty on the part of defendant to plaintiffs as a non-contracting third party, the breach of which could result in tort liability.” Plaintiffs alleged that defendant’s negligent performance of its architectural duties caused them economic damages “because they had to expend money to cure the defects in the design and construction of the surgical facility. Defendant’s duty, however, only included the duty to use ordinary care to avoid physical harm to foreseeable persons and property, and did not extend to intangible economic losses.” Thus, they failed to show “the type of damages that defendant had a duty to avoid to a third party[.]”