[J-67A-2017 and J-67B-2017]
`IN THE SUPREME COURT OF PENNSYLVANIA
`WESTERN DISTRICT
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`SAYLOR, C.J., BAER, TODD, DONOHUE, DOUGHERTY, WECHT, MUNDY, JJ.
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`Appellant
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`MEYER, DARRAGH, BUCKLER,
`BEBENEK & ECK, P.L.L.C.,
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`LAW FIRM OF MALONE MIDDLEMAN,
`PC, AND CANDACE A. EAZOR AND
`RICHARD EAZOR, AS EXECUTORS OF
`THE ESTATE OF RICHARD A. EAZOR,
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`MEYER, DARRAGH, BUCKLER,
`BEBENEK & ECK, P.L.L.C.,
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`LAW FIRM OF MALONE MIDDLEMAN,
`P.C. AND CANDACE A. EAZOR AND
`RICHARD EAZOR AS EXECUTORS OF
`THE ESTATE OF RICHARD A. EAZOR,
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`No. 6 WAP 2017
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`Appeal from the Order of the Superior
`Court entered June 17, 2014 at No.
`1470 WDA 2012, vacating the Order of
`the Court of Common Pleas of
`Allegheny County entered August 22,
`2012 at No. AR 10-007964, and
`remanding.
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`ARGUED: October 17, 2017
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`No. 7 WAP 2017
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`Appeal from the Order of the Superior
`Court entered June 17, 2014 at No.
`1484 WDA 2012, vacating the Order of
`the Court of Common Pleas of
`Allegheny County entered August 22,
`2012 at No. AR 10-007964, and
`remanding.
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`ARGUED: October 17, 2017
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`v.
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`v.
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`Appellees
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`Appellant
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`Appellees
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`JUSTICE DOUGHERTY
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`DECIDED: MARCH 6, 2018
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`OPINION
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`This is the sequel to our decision in Meyer, Darragh, Buckler, Bebenek & Eck,
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`P.L.L.C. v. Law Firm of Malone Middleman, P.C. 137 A.3d 1247 (Pa. 2016). We
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`previously held predecessor counsel — Meyer, Darragh, Buckler, Bebenek & Eck (Meyer
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`Darragh) — was not entitled to breach of contract damages against successor counsel
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`— the Law Firm of Malone Middleman, P.C. (Malone Middleman), where a contract
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`regarding counsel fees did not exist between the two firms. Id. at 1258. Subsequently,
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`we granted discretionary review nunc pro tunc to determine whether Meyer Darragh is
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`entitled to damages in quantum meruit against Malone Middleman, where the trial court
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`initially held such damages are recoverable, but the Superior Court reversed. For the
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`reasons set forth below, we reverse the Superior Court and remand to the trial court for
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`reinstatement of its award of damages in quantum meruit to Meyer Darragh against
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`Malone Middleman.
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`This matter arose from a wrongful death lawsuit filed by the Estate of Richard A.
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`Eazor (the Eazor Estate) deriving from a motor vehicle accident (the Eazor Litigation).
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`The Eazor Estate was represented by Attorney William Weiler, Jr., who entered his
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`appearance in the matter on March 24, 2005. See Proposed Stipulated Facts at ¶6. On
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`December 1, 2005, Attorney Weiler became associated with Meyer Darragh. Attorney
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`Weiler brought the Eazor Litigation with him and Meyer Darragh attorneys worked on the
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`Eazor Litigation for a total of 71.25 hours over a nineteen-month period. See id. at ¶¶ 4,
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`39, 40 & Exhibit D to Proposed Stipulated Facts. In May 2007, Attorney Weiler resigned
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`from Meyer Darragh. At the time of Attorney Weiler’s resignation, Meyer Darragh
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`understood it would continue as lead counsel in the Eazor Litigation along with Attorney
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`Weiler at his new firm. Written correspondence at the time of Attorney Weiler’s separation
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`from Meyer Darragh indicated that Meyer Darragh would receive two-thirds of the
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`attorneys’ fees arising out of the Eazor Litigation, and Attorney Weiler would retain one-
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`third of the fees. See Proposed Stipulated Facts at ¶18 and Exhibit 7 to Proposed
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`Stipulated Facts.
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`Upon departing from Meyer Darragh, Attorney Weiler became affiliated with
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`Malone Middleman. See Proposed Stipulated Facts at ¶22. In correspondence dated
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`June 18, 2007, the Eazor Estate informed Meyer Darragh that it was moving its file to
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`Malone Middleman and discharging Meyer Darragh as counsel. See Exhibit 14 to
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`Proposed Stipulated Facts. Upon being retained by the Eazor Estate, Malone Middleman
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`entered into a contingency fee agreement with the Estate, noting representation would
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`be provided in exchange for 33.3% of the net proceeds of settlement if the matter settled
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`before suit was filed, and 40% of the net proceeds of settlement recovered if settlement
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`occurred after the filing of suit. See Exhibit C to the Proposed Stipulated Facts.
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`Thereafter, Meyer Darragh notified Malone Middleman that pursuant to its agreement with
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`Attorney Weiler, it was entitled to two-thirds of the contingent fee earned from the Eazor
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`Litigation. In response, Malone Middleman denied Meyer Darragh was entitled to two-
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`thirds of any contingent fee, and “at best, ha[d] a quantum meruit claim for actual time
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`expended.” See Exhibit 18 to Proposed Stipulated Facts. Malone Middleman eventually
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`settled the Eazor Litigation for $235,000, and received $67,000 in attorneys’ fees, which
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`it apparently accepted as payment in full. See Proposed Stipulated Facts at ¶45.1
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`Meyer Darragh demanded from Malone Middleman two-thirds of the counsel fees
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`generated by the settlement of the Eazor Litigation pursuant to its agreement with
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`1 As the Eazor Litigation was settled after suit was filed, Malone Middleman was slated to
`receive 40% of the net proceeds of settlement pursuant to its contingency fee agreement
`with the Eazor Estate. See Exhibit C to the Proposed Stipulated Facts. The amount
`collected from the insurers was $235,000. See Proposed Stipulated Facts at ¶¶36-37.
`Forty percent of the net proceeds of settlement is $94,000. See Brief for Appellee at 29-
`30. However, Malone Middleman accepted a fee of $67,000 from the Eazor Estate, or
`approximately 28.5% of the entire amount collected. Id. The record does not explain the
`reduced fee, nor does it suggest Malone Middleman sought additional payment from its
`client.
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`Attorney Weiler or, in the alternative, payment based on quantum meruit in the amount of
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`$17,673.93 for the work it performed and costs it incurred. See Proposed Stipulated
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`Facts at ¶51. Malone Middleman did not pay any portion of the fees it collected to Meyer
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`Darragh.
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`In September 2010, Meyer Darragh filed suit for breach of contract against Malone
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`Middleman and for damages in quantum meruit against Malone Middleman and the Eazor
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`Estate.2 See Amended Complaint. After a bench trial on stipulated facts, the trial court
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`entered a verdict in the amount of $14,721.39 in favor of Meyer Darragh on its quantum
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`meruit claim. The court denied relief on the breach of contract claim.
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`Both Meyer Darragh and Malone Middleman filed post-trial motions, which were
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`denied, and both parties appealed to the Superior Court. In its Pa.R.A.P. 1925(a) opinion,
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`the
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`trial court first addressed Meyer Darragh’s quantum meruit claim, noting
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`Pennsylvania’s jurisprudence regarding predecessor counsel’s entitlement to a portion of
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`a recovered contingent fee under a theory of quantum meruit against successor counsel,
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`while inconsistent, does not prohibit such relief. See Trial Ct. slip. op. at 5. The court
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`opined Meyer Darragh’s work in the Eazor Litigation conferred benefits to Malone
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`Middleman, and those benefits materialized into a settlement and receipt of a contingent
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`fee of $67,000. See id. at 10. The court further noted cases where quantum meruit
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`damages were denied involved contracts regarding the payment of fees to all counsel,
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`and the terms of those contracts controlled in those disputes. See id. at 10-11, citing
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`Ruby v. Abington Mem. Hosp., 50 A.3d 128 (Pa. 2012) (agreement by partner of
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`2 Attorney Weiler, who died in October 2009, was not included as a defendant.
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`In its trial brief and at argument before the trial court, Meyer Darragh abandoned its claim
`against the Eazor Estate by noting the executors had already paid to Malone Middleman
`the entire amount the firm had requested of them, and they owed no additional fees. See
`Meyer Darragh’s trial brief at 21.
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`[J-67A-2017 and J-67B-2017] - 4
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`predecessor counsel’s firm who later joined successor counsel’s firm was enforceable to
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`provide share of contingent fee to predecessor firm because underlying litigation was
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`“unfinished business” of partners of predecessor firm); Mager v. Bultena, 797 A.2d 948,
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`954 & n.9 (Pa. Super. 2002) (agreement between client and successor counsel that client
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`would indemnify successor counsel against any claim by predecessor counsel for share
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`of contingent fee was enforceable and precluded quantum meruit claim against successor
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`counsel); Fowkes v. Shoemaker, 661 A.2d 877 (Pa. Super. 1995) (existence of contingent
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`fee agreement between successor counsel and clients requiring clients to be responsible
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`for attorney fee owed to predecessor counsel precluded quantum meruit claim against
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`successor counsel). The court reasoned Meyer Darragh could succeed under a claim of
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`quantum meruit only if the employment agreement between Attorney Weiler and Meyer
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`Darragh was unenforceable against Malone Middleman. The court concluded Malone
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`Middleman was not bound by the Weiler/Meyer Darragh agreement, and held Meyer
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`Darragh was entitled to its share of fees on a theory of quantum meruit instead. See id.
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`at 11. The court rejected Meyer Darragh’s claim the amount of damages should be
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`increased to $17,673.93, holding its $14,721.39 verdict was the correct reflection of the
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`itemized bill submitted by Meyer Darragh excluding charges related to the fee dispute.
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`See id. at 14.
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`The Superior Court first addressed Malone Middleman’s challenge to the quantum
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`meruit award, reversed the trial court’s ruling on the issue, and held a predecessor law
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`firm or attorney who is dismissed as counsel cannot maintain a claim in quantum meruit
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`against a successor law firm who ultimately settles the case. Meyer, Darragh, Buckler,
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`Bebenek & Eck, P.L.L.C. v. Law Firm of Malone Middleman, P.C., 95 A.3d 893, 897 (Pa.
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`Super. 2014) (Meyer Darragh I). The Superior Court further noted any such quantum
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`meruit claim lies against the client, not predecessor counsel. Id. at 897-98, quoting
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`Fowkes, 661 A.2d at 879 (citing Styer v. Hugo, 619 A.2d 347 (Pa. Super. 1993), for
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`proposition initial attorney may have quantum meruit claim against client and not
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`successor attorney who settled case, and Mager, 797 A.2d at 958-59, for proposition
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`predecessor counsel had no quantum meruit claim against anyone other than former
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`client). The Superior Court specifically stated “[u]ntil our supreme court holds otherwise,
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`we will not recognize a claim for quantum meruit by a former attorney against a
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`subsequent attorney.” Id. at 898. However, the Superior Court further held the contract
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`between Attorney Weiler and Meyer Darragh was enforceable against Malone
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`Middleman, and although a claim in quantum meruit cannot succeed where a valid
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`contract applies, Meyer Darragh was entitled to recover two-thirds of the contingent fee
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`from the Eazor Litigation under the contract. See id. at 899.3
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`Malone Middleman filed a petition for allowance of appeal, questioning the
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`Superior Court’s award of breach of contract damages when no contract existed between
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`itself and Meyer Darragh, and we granted review. Meyer, Darragh, Buckler, Bebenek &
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`Eck, P.L.L.C. v. Law Firm of Malone Middleman, P.C., 113 A.3d 277 (Pa. 2015).4 We
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`3 Meyer Darragh would net $48,887.81 in fees under the contract, approximately three
`times the $14,721.39 in fees awarded by the trial court under a quantum meruit theory.
`Meyer Darragh I, 95 A.3d at 899, n.3; see also Trial Court slip. op. at 11 n.3.
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`4 We granted review of the following issues:
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`(1) Whether the Superior Court erred in vacating the Judgment of the Court
`of Common Pleas with respect to Meyer Darragh's breach of contract cause
`of action and in awarding damages to Meyer Darragh against Malone
`Middleman, P.C. under a breach of contract theory of liability when no
`contract existed between Meyer Darragh and Malone Middleman, P.C.?
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`(2) Whether the Superior Court erred in extending the reach and holding of
`Ruby v. Abington Mem. Hosp., 50 A.3d 128, 2012 Pa. Super. 114 (2012),
`app. den. 620 Pa. 710, 68 A.3d 909 (2013) from creating duties with respect
`to partner-attorneys leaving a law firm to creating duties to unrelated third-
`party after the departure of an employee, non-partner attorney?
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`reversed the Superior Court and held no contract existed between Meyer Darragh as
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`predecessor counsel and Malone Middleman as successor counsel, and as Malone
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`Middleman was not a party to Weiler’s contract with Meyer Darragh, Malone Middleman
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`was not liable for a breach of contract. Meyer, Darragh, Buckler, Bebenek & Eck,
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`P.L.L.C. v. Law Firm of Malone Middleman, P.C., 137 A.3d 1247, 1258 (Pa. 2016) (Meyer
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`Darragh II), citing Electron Energy Corp. v. Short, 597 A.2d 175, 177 (Pa. Super. 1991)
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`(“[i]t is fundamental contract law that one cannot be liable for a breach of contract unless
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`one is a party to that contract”).
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`We further opined that, under this set of facts, the only recovery for Meyer Darragh
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`would lie on a theory of quantum meruit. 137 A.3d at 1259. We acknowledged, however,
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`that Meyer Darragh had not filed a cross-petition for allowance of appeal with respect to
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`the Superior Court’s decision rejecting recovery under quantum meruit, and the issue was
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`therefore not before the Court. Id. at 1256 & n.9.5 In concurring opinions, Chief Justice
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`Saylor and Justice Todd acknowledged this Court has previously admonished successful
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`litigants who file protective cross-appeals, specifically holding “a successful litigant need
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`not file a protective cross-appeal on pain of waiver.” Id. at 1260 (Saylor, C.J., concurring),
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`citing Lebanon Valley Farmers Bank v. Commonwealth, 83 A.3d 107, 113 (Pa. 2013)
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`(“[p]rotective cross-appeals by a party who received the relief requested are not favored”);
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`see also id. (Todd, J., concurring). The concurring opinions expressly endorsed Meyer
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`Darragh’s filing of a cross-petition for allowance of appeal nunc pro tunc with respect to
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`its quantum meruit claim. Id.
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`5 It is clear Meyer Darragh did not file such a cross-petition because it received the relief
`it sought when the Superior Court allowed recovery on the breach of contract action.
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`Accordingly, Meyer Darragh sought review of the Superior Court’s denial of its
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`claim for quantum meruit damages by filing a petition for allowance of appeal nunc pro
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`tunc. Now before us is the following issue:
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`Whether the Superior Court erred in vacating the Judgment of the Court of
`Common Pleas with respect to Meyer Darragh’s quantum meruit claim
`when Meyer Darragh performed legal work and incurred expenses on
`behalf of the client and doing so would force Meyer Darragh to engage that
`client, who has already paid its legal fees in full, in litigation or allow Malone
`Middleman to be unjustly enriched.
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`Meyer, Darragh, Buckler, Bebenek & Eck, P.L.L.C. v. Law Firm of Malone Middleman,
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`P.C., 166 A.3d 1236 (Pa. 2017). This inquiry involves a pure question of law, and,
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`accordingly, our standard of review is de novo and our scope of review is plenary. Liberty
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`Mut. Ins. Co. v. Domtar Paper Co., 113 A.3d 1230, 1234 (Pa. 2015) (standard of review
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`as de novo and scope of review as plenary for pure questions of law).
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` Meyer Darragh notes an award in quantum meruit yields “as much as deserved[,]”
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`and “measures compensation under [an] implied contract to pay compensation as a
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`reasonable value of services rendered.” Brief for Appellant at 16, quoting Meyer Darragh
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`I, 95 A.3d at 896 and Black’s Law Dictionary 6th Ed. [1990] at 1243. Meyer Darragh
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`acknowledges the well-settled principle in Pennsylvania that a client has a right to
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`terminate his relationship with an attorney at any time, regardless of whether there exists
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`a contract for fees, but notes such termination does not deprive an attorney of his right to
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`recover payment under a theory of quantum meruit for services rendered to that client.
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`Id. Meyer Darragh refines the question before this Court as from whom predecessor
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`counsel may recover damages under quantum meruit. Meyer Darragh further
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`acknowledges there is no Pennsylvania appellate case expressly permitting an action in
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`quantum meruit against successor counsel, and that currently predecessor counsel may
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`proceed only against the client on that theory. Id. at 17, citing Meyer Darragh I, 95 A.3d
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`at 897. At the same time, Meyer Darragh observes there is no precedent that specifically
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`prohibits a quantum meruit claim against successor counsel. Id.
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`Specifically, Meyer Darragh cites Johnson v. Stein, 385 A.2d 514 (Pa. Super.
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`1978), for the proposition that successor counsel — in an action sounding in implied
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`contract or quasi-contract principles — may be required to disgorge to predecessor
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`counsel any fees predecessor counsel earned before its former client moved his case to
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`successor counsel. In Johnson, the predecessor law firm had a contingency fee
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`agreement with client, and assigned client’s case to an associate attorney. When the
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`associate departed the firm, he took client’s case with him and ultimately negotiated a
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`settlement. Id. at 515. Upon learning of the settlement, predecessor firm filed a “Notice
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`of Attorney’s Lien” seeking payment of the settlement funds into court until it could receive
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`its entire contingent fee from the proceeds. Id.6 The trial court ultimately struck the lien,
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`ruling predecessor firm was not entitled to a contingent fee, but ordered the settlement
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`proceeds to be distributed as follows: (1) the contingent fee amount paid to successor
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`counsel (the
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`former associate); (2) costs
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`incurred during predecessor
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`firm’s
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`representation paid to that firm; and (3) the balance of funds to the client. Id. The Superior
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`Court affirmed, finding predecessor counsel was not entitled to a lien for its entire
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`contingent fee, in part because the client paid the requisite contingent fee to successor
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`6 An attorney’s lien, also known as a charging lien, is defined, in pertinent part, as “[t]he
`right of an attorney to have expenses and compensation due for services in a suit secured
`to the attorney in a judgment, decree or award for a client.” Black’s Law Dictionary 6th
`Ed. (1990) at 233. A charging lien will be recognized and applied when: (1) there is a
`fund in court or otherwise applicable for equitable distribution; (2) the services of an
`attorney operated to substantially or primarily secure the fund from which he seeks to be
`paid; (3) it was agreed counsel look to the fund and not the client for compensation; (4)
`the lien claim is limited to costs, fees or other disbursements incurred in the litigation that
`created the fund; and (5) equitable considerations exist that necessitate the recognition
`and application of the charging lien. Johnson, 385 A.2d at 515-16, citing Recht v. Clairton
`Urban Redevelopment Auth., 168 A.2d 134, 138-39 (Pa. 1961).
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`counsel. Id. at 516. The panel did note in dicta, however, predecessor counsel might be
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`able to recover from its former associate any fees it earned before client moved the case,
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`in an action sounding in implied contract or quasi-contract principles. Id. at 517.
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`Meyer Darragh also cites Feingold v. Pucello, 654 A.2d 1093 (Pa. Super. 1995),
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`in which Attorney Feingold commenced work on behalf of client, Pucello, including
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`securing an admission of liability from the opposing party and recommending a physician,
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`before entering into a formal attorney-client relationship via a written agreement. Id. at
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`1094. When Feingold presented the client with a contingent fee agreement providing for
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`50% of the recovery, the client refused to sign it, hired another lawyer, and informed
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`Feingold he could keep any work product. Id. Feingold sought recovery of fees from the
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`client via a quantum meruit action. Recovery was denied, in part, because the client
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`allowed Feingold to retain his work product, and thus Feingold had not conferred any
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`benefit to the client. Id. at 1095. However, the Superior Court cited Johnson to suggest
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`Feingold’s quantum meruit claim would more properly lie against successor counsel; the
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`panel noted it was successor counsel whose work may have been facilitated by
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`Feingold’s work, including his procurement of the opponent’s admission of liability. Brief
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`for Appellant at 18.
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`Meyer Darragh distinguishes certain cases where predecessor counsel was not
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`permitted to recover fees from successor counsel in a quantum meruit action. In Styer v.
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`Hugo, 619 A.2d 347 (Pa. Super. 1993), three attorneys consecutively represented the
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`same clients under contingent fee agreements in a personal injury case. The clients
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`retained Attorney Styer first, but replaced him with Attorney Brill after becoming
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`dissatisfied with slow progress. Attorney Brill entered into an agreement with Attorney
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`Styer to divide any contingent fee received. Id. at 348. However, Attorney Brill and the
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`clients disagreed on the value of the claim, resulting in the clients firing Brill and hiring
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`Attorney Hugo. Id. at 348-49. The clients entered into a contingent fee agreement with
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`Attorney Hugo, who was not made aware of the fee-sharing agreement between
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`Attorneys Styer and Brill. Attorney Hugo ultimately settled the matter, and collected fees.
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`Id. at 349. Attorney Styer sued Attorney Hugo for damages in quantum meruit. The
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`Superior Court denied relief, holding Attorney Styer had not conferred any benefit to
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`Attorney Hugo, and opining the applicability of quantum meruit “depends on the unique
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`factual circumstances of each case[,]” focusing on “whether the defendant has been
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`unjustly enriched.” Brief for Appellant at 20, quoting Styer, 619 A.2d at 350. Meyer
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`Darragh contends its claim against Malone Middleman is distinguishable because it
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`performed significant work in the Eazor Litigation, placing Malone Middleman in the
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`position to settle the matter and receive $67,000 in fees. According to Meyer Darragh, it
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`would be inequitable — unjust enrichment — to allow Malone Middleman to retain the
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`benefit conferred by Meyer Darragh without remuneration.
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`Meyer Darragh further distinguishes Fowkes v. Shoemaker, 661 A.2d 877 (Pa.
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`Super. 1995), and Mager v. Bultena, 797 A.2d 948 (Pa. Super. 2002), which denied
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`quantum meruit recovery of fees by predecessor counsel against successor counsel.
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`Meyer Darragh avers the Fowkes and Mager cases stand for the proposition that a
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`quantum meruit claim brought by predecessor counsel against successor counsel would
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`be inappropriate only if there existed an agreement between counsel regarding payment
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`of fees. Brief for Appellant at 22. Meyer Darragh submits as this Court previously held
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`the agreement between Meyer Darragh and Attorney Weiler did not entitle it to fees
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`collected by Malone Middleman, see Meyer Darragh II, 137 A.3d at 1248, and there is no
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`other agreement between counsel regarding the Eazor Litigation, the narrow proposition
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`articulated in the Fowkes and Mager cases does not preclude recovery on a quantum
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`meruit claim. Id.7
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`Finally, Meyer Darragh argues the time it spent preparing the Eazor Litigation for
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`trial, including conducting depositions, selecting expert witnesses, reviewing medical
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`records and preparing motions, directly benefitted Malone Middleman. Meyer Darragh
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`submits it is Malone Middleman — not the Eazor Estate — which is liable to it in a quantum
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`meruit action because the client has already paid the attorney fees it owed, and requiring
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`the Eazor Estate to pay again would be unfair. According to Meyer Darragh, the equities
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`lie in its favor and against Malone Middleman, which received the benefit of Meyer
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`Darragh’s work. Brief for Appellant at 27, citing Meyer Darragh II, 137 A.3d at 1259
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`(Saylor, C.J., concurring) (Superior Court precedent that “predecessor law firm may only
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`proceed under a quantum meruit theory against its former client, but not against a
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`successor law firm . . . puts the client in an untenable position where . . . the client has
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`already paid the attorney fee in full to the successor law firm.”) (internal citations omitted).
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`Meyer Darragh concludes we should reverse the Superior Court and remand for entry of
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`a verdict in its favor of $17,673.93.8
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`7 Meyer Darragh also cites decisions from other jurisdictions which have permitted
`predecessor counsel to recover fees from a successor under principles of quantum
`meruit. Brief for Appellant at 23-25, citing Melat, Pressman & Higbie, L.L.P. v. Hannon
`Law Firm, L.L.C., 287 P.3d 842, 844 (Colo. 2012) (counsel who withdrew from matter was
`entitled to recover fees from former co-counsel under quantum meruit); Crumley &
`Assoc., P.C. v. Charles Peed & Assoc., P.A., 730 S.E.2d 763, 766 (N.C. App. 2012)
`(“where the entire contingent fee is received by the former client’s subsequent counsel,”
`predecessor counsel has claim in quantum meruit against subsequent counsel).
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`8 Meyer Darragh insists it is entitled to $17,673.93, although the trial court, after examining
`the itemized bill the firm submitted and excluding the amounts related to work on the fee
`dispute, calculated its verdict at $14,843.89. Trial Ct. slip. op. at 14. Malone Middleman
`submits Meyer Darragh waived its claim for a higher quantum meruit award by failing to
`challenge the amount in the Superior Court, and in fact requesting the Superior Court to
`affirm the trial court’s award of $14,721.39. See Appellant’s Superior Court Brief at 25.
`
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` Malone Middleman argues the case law is consistent and not a single opinion
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`holds that predecessor counsel can recover damages in quantum meruit claim against
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`successor counsel. Malone Middleman claims the cases relied upon by Meyer Darragh
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`— specifically Johnson and Feingold — provide mere dicta, and qualified dicta at best.
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`Brief for Appellee at 19-22 (Feingold “merely piles more dicta on top of the Johnson case’s
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`dicta”) (citation omitted).
`
`
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`Malone Middleman asserts Pennsylvania courts have continually held
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`predecessor counsel who has been dismissed by a client does not have a quantum meruit
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`claim against successor counsel who has settled the case and collected fees, and this
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`rule is consistent with the equitable principles underlying a theory of recovery based on
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`unjust enrichment. Malone Middleman argues in order for Meyer Darragh to recover
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`damages in quantum meruit, it must demonstrate Malone Middleman’s “enrichment” as
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`successor counsel was unjust — that Malone Middleman somehow misled or deceived
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`Meyer Darragh. Brief for Appellee at 22-23, citing Styer, 619 A.2d at 350 and Meehan v.
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`Cheltenham Twp., 189 A.2d 593 (Pa. 1963) (where two parties enter into contract which
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`ultimately benefits third party and one contracting party fails to perform, in absence of
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`third party’s deception, performing party has no right to restitution against third party to
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`remedy breach; although third party is enriched, enrichment not unjust). Malone
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`Middleman avers there is no evidence of deception here, and no showing of any “unjust”
`
`
`Meyer Darragh has not provided any argument regarding reviewable error in the
`calculation of damages, and instead simply states it now seeks the higher amount.
`However, Meyer Darragh sought, and this Court granted, review on the sole question of
`whether a quantum meruit claim can be brought by predecessor counsel against
`successor counsel. 166 A.3d 1236. Accordingly, Meyer Darragh’s claim for the higher
`amount of damages is waived and we do not consider it further. See Pa.R.A.P. 123(a)
`(“All grounds for relief demanded shall be stated in the application and failure to state a
`ground shall constitute a waiver thereof”).
`
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`[J-67A-2017 and J-67B-2017] - 13
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`benefit received, and accordingly, Meyer Darragh’s quantum meruit claim must fail. Brief
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`for Appellee at 43.
`
`
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`Malone Middleman further submits this case is controlled by the Superior Court’s
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`decisions in Mager, Styer and Fowkes, which are all factually similar. Malone Middleman
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`asserts all three cases involved attorneys who were discharged by their clients, who
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`entered into contingency fee agreements with successor counsel, and predecessor
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`counsel unsuccessfully sought quantum meruit damages against successor counsel.
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`Malone Middleman argues the precedent applies here to bar Meyer Darragh from
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`recovering from Malone Middleman.
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`
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`Finally, Malone Middleman notes the client in this case never paid the 40%
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`contingency fee it agreed to pay, and thus it would not be unfair for Meyer Darragh to sue
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`the Eazor Estate (instead of Malone Middleman) to recover fees. Brief for Appellee at 34,
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`citing Fowkes, 661 A.2d at 879 (quantum meruit action by predecessor counsel lay
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`against clients, not successor counsel, where successor counsel did not receive its entire
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`fee). Malone Middleman observes it is only clients who have already paid successor
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`counsel in full, but are then subject to a lawsuit by predecessor counsel, who are placed
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`in the “untenable position” decried by Chief Justice Saylor. Brief for Appellee at 34, n.8,
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`quoting Meyer Darragh II, 137 A.3d at 1259 (Saylor, C.J., concurring).9
`
`
`
`
`
` A claim for damages in quantum meruit is fundamentally an equitable claim of
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`unjust enrichment in which the party seeking recovery must demonstrate:
`
`
`
`9 Malone Middleman also claims jurisprudence from other jurisdictions — including some
`of the case law relied upon by Meyer Darragh — supports a holding that quantum meruit
`damages may be recovered from successor counsel only when successor counsel was
`paid in full by the client. See Brief for Appellee at 36, quoting Crumley, 730 S.E.2d at 766
`(predecessor firm “has a claim in quantum meruit to recover the reasonable value of those
`services from the former client, or, where the entire contingent fee is received by the
`former client’s subsequent counsel, from the subsequent counsel”).
`
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` (1) [the] benefits conferred on defendant by plaintiff; (2) appreciation of
`such benefits by defendant; and (3) acceptance and retention of such
`benefits under such circumstances that it would be inequitable for
`defendant to retain the benefit without payment of value. The application
`of the doctrine depends on the particular factual circumstances of the
`case at issue. In determining if the doctrine applies, our focus is not on
`the intention of the parties, but rather on whether the defendant has
`been unjustly enriched.
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`Shafer Elec. & Const. v. Mantia, 96 A.3d 989, 993 (Pa. 2014) (internal citations omitted).
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`In the context of contingent fee matters, the principle of quantum meruit may apply when
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`a client fires counsel before litigation proceeds are generated and a contingent fee can
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`be collected. It is well-settled that “[a] client may terminate his relation with an attorney
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`at any time, notwithstanding a contract for fees, but if he does so, thus making
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`performance of the contract impossible, the attorney is not deprived of his right to recover
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`on a quantum meruit [theory] a proper amount for the services which he has rendered.”
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`Meyer Darragh II, 137 A.3d at 1259, quoting Mager, 797 A.2d at 956, quoting Sundheim
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`v. Beaver Cnty. Bldg. & Loan Ass’n, 14 A.2d 349, 351 (Pa. Super. 1940) (additional
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`citations omitted). Whether the doctrine of quantum meruit applies to allow recovery is a
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`factual question in which the focus is not on what the parties intended, but rather on
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`whether a party has been unjustly enriched. See Styer, 619 A.2d at 35