### FILED APRIL 13, 2017 In the Office ofthe Clerk ofCourt WA State Court ofAppeals, Division Ill

IN THE COURT OF APPEALS OF THE STATE OF WASHINGTON DIVISION THREE Inthe Matter ofthe Marriage of SAREENAMALHI, Respondent, and ANDY K.R. PRASAD, Appellant. 

### ) ) ) ) ) ) ) ) ). ) ) No. 34499-1-III

UNPUBLISHED OPINION

LAWRENCE-BERREY, J. -AndyPrasad appeals the trial court's award of$15,000 to SareenaMalhi. Thetrial court enteredthe awardpursuantto a provision inthe decree ofdissolution thatrequired Dr. PrasadtopayDr. Malhi $15,000 iftheparties' home did not sell within nine months ofthe decree's entry. Becausethe sale oftheparties' home didnot close withinnine months ofthe decree's entry, we affirm. FACTS Dr. Prasad and Dr. Malhi dissolvedtheir marriageby decree ofdissolution entered May 18, 2015. The decree awardedthe parties' hometoDr. Prasad and required Dr. Malhi to execute and deliver a quit claim deed in favor ofDr. Prasad. Thetrial courtNo. 34499-1-111 In re Marriage of Malhi & Prasad
calculatedthe net value ofthe home, subtracted an additional $30,000 for closing costs, and used the reduced net value in determining the overall property award. The trial court
was willing to subtract the $30,000 closing costs based uponDr. Prasad's assurance that he intended to sell the home, and that the sale was imminent. Forthis reason, the decree required Dr. Prasad to pay Dr. Malhi $15,000 ifDr. Prasad did not sell the house "imminently," defined as within nine months from the entry ofthe dissolution decree. Clerk's Papers (CP) at 8. The parties agree thatFebruary 18, 2016 is nine months from when the court enteredthe dissolution decree. On February 11, 2016, Douglas Takasugiand his wife signed a purchase and sale agreement (PSA), agreeing topurchase Dr. Prasad's home, subjectto contingencies. The Takasugis waived all contingencies on February 17, 2016. OnMarch 10, 2016, Dr. Malhi moved the court for an orderto enforce the dissolution decree and award her $15,000. The sale closed onMarch 15, 2016. The trial court ruled that Dr. Prasad had not completedthe sale "imminently" as defined by the decree. According to the trial court: The fact that a sale was pending as ofFebruary 18, 2016 did not constitute an "imminent" sale within the meaning of[theprovision in] the decree of dissolution, as the sale had notbeen completed. As a result, [Dr. Prasad] is required to pay $15,000 to [Dr. Malhi]. CP at 43. Dr. Prasad timely appealed. 2No. 34499-1-III In re Marriage of Malhi &Prasad
ANALYSIS A. Standardof review: de nova Dr. Prasad argues the standard ofreview is de novo because a decree is similarto a contract, and the usual standards ofreview for contract interpretation should apply. Dr. Malhi disagrees. She argues the standard ofreview is abuse ofdiscretion because the trial court interpreted its own language in the decree. Dr. Prasad counters that the trial court did nothing more than approve an agreement reached by the parties. Dr. Prasad cites to his attorney's declaration, which refers to a stipulation entered in court on August 11, 2014. That stipulation is not part ofthe record on appeal. Nevertheless, because the attorney's declaration is not contested, we infer Dr. Malhi does not disagree that the language in the provision was agreed to by the parties. When the parties incorporate an agreement into a dissolution decree, this court must ascertain the parties' intent at the time ofthe agreement. In re Marriage of Smith, 158 Wn. App. 248,255,241 PJd449 (2010). The general rules ofconstructionthat apply to contracts and otherwritings also apply to decrees. Id. at 256. The meaning of contract language, and hence also a provision in a decree, may be decided as a matter of law ifthe facts are undisputed and there is no extrinsic evidence presented on the issue. Snohomish County Pub. Transp. BenefitArea Corp. v. FirstGroupAm., Inc., 173 Wn.2d
3No. 34499-1-111 

### In re Marriage of Malhi & 

### Prasad 829,834,271 P.3d 850 (2012). Here, the facts are undisputed andthe parties have not presented extrinsic evidence to assist inthe court's interpretation oftheprovision. The meaning ofthe provision therefore is a question oflaw, which we review de novo. Id. 

### B. Interpretation of the dissolution decree Dr. Prasad contends the sale ofhis home became 

### imminent on February 11, 2016, when the parties signed the PSA, and the sale became 

### binding onFebruary 17, when the buyer waived all contingencies. He contends a sale is notthe same as passing title, and the trial court erred when it held as much. The operative language ofthe provisionprovides: Ifthe sale ofthe [home] does notresult imminently, [Dr. Prasad] shall immediately remitpaymentto [Dr. Malhi] inthe amount of$15,000.00. Imminent shall be defined as within nine (9) months from the entry ofthe Decree ofDissolution. CP at 8-9. The parties agree the provision requires Dr. Prasad to pay Dr. Malhi $15,000 ifhe does not sell the home by February 18, 2016. The only question is whether a "sale"
occurs when the parties have an agreement orwhen ownership transfers. When a term in a contract is undefined, the term is given its ordinary meaning, and the court may lookto a dictionary for such meaning. 

### Boeing Co. v. Aetna Cas. & 

### Sur. Co., 113 Wn.2d 869, 877, 784 P.2d 507 (1990). "Sale" is defined as "acontract 4No. 34499-1-III In re Marriage of Malhi & Prasad transferring the absolute or general ownership ofproperty from oneperson or corporate body to another for aprice." WEBSTER'S THIRD NEW INTERNATIONAL DICTIONARY 2003 (1993). Under this definition, the PSA is not a sale. A PSA does not transfer ownership or title to real property. Instead, a PSA is an agreement that sets forth the purchaser's and seller's rights and obligations bothpriorto and at the time oftransferring title to real property. The bargained for deed of conveyance is the sale, which is the contract that transfers ownership ofproperty from
one person to another for aprice. The bargained for deed ofconveyance was signed at closing, which was March 15, 2016, and which was not "imminent" as defined by the decree.Dr. Prasadproffers a slightly different definition. His authority defines "sale" as "'thetransfer oftitle to property from one party to another for a price; also: the contract ofsuch a transaction.'" Reply Br. ofAppellant at 2 (second emphasis added). But even under the secondpart ofthis definition, the contract would need to be one that transferred title to property. Because a PSA does not transfer title to property, a PSA is not a sale. We therefore affirm the trial court's order requiring Dr. Prasad to pay Dr. Malhi $15,000.

5No. 34499-1-III In re Marriage of Malhi & Prasad
C. Request for attorney fees underRCW26.09.140 Dr. Malhi asks for attorney fees pursuantto RCW 26.09.140. She has complied with RAP 18.l(c), which requires aparty to serve and file a declaration offinancial need
no laterthan 10 days before their appeal is set for consideration. RCW26.09.140 gives this court discretion to award attorney fees and costs, in addition to statutory costs. RCW 26.09.140 grants trial courts and appellate courts the authority to award reasonable attorney fees in a dissolution action. The provisionthat authorizes trial courts to award such fees explicitly requires the trial courtto considerthe financial circumstances ofbothparties. Although the provision that authorizes an appellate court to award reasonable attorney fees does not contain similar language, we generally considerboth parties' financial circumstances as well as the merits ofthe appeal. See In
re Marriage of Kim, 179 Wn. App. 232,256,317 P.3d 555 (2014). Dr. Malhi's declaration shows she has a monthly net income of$11,808 and monthly expenses of$15,479, leaving her with a monthly deficit. Dr. Prasad notes that Dr. Malhi discloses gross wages of$226,800 and liquid assets ofover $300,000. He also notes that she fails to disclose various other assets and the amount she receives in child· support. Dr. Prasad'spoints are well taken. Nevertheless, he does not dispute that his gross monthly income exceeds $28,500.
6No. 34499-1-III In re Marriage of Malhi & Prasad Although we determine that Dr. Malhi has not established she has a financial need, she has established Dr. Prasad's ability to pay. Also, ifwewere to deny Dr. Malhi's request for reasonable attorney fees, she would not realize the $15,000 benefitthat the decree sought to provide her in the event the property was not sold imminently. We, therefore, exercise our discretion and grant Dr. Malhi's request for an award of reasonable attorney fees. Affirmed. A majority ofthe panel has determined this opinion will not be printed in the Washington Appellate Reports, but it will be filed for public record pursuantto RCW 2.06.040.

WE CONCUR: 

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Fearing, C.J. ' Pennell, J.

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