NOTICE: Summary decisions issued by the Appeals Court pursuant to M.A.C. Rule 23.0, as appearing in 97 Mass. App. Ct. 1017 (2020) (formerly known as rule 1:28, as amended by 73 Mass. App. Ct. 1001 [2009]), are primarily directed to the parties and, therefore, may not fully address the facts of the case or the panel's decisional rationale. Moreover, such decisions are not circulated to the entire court and, therefore, represent only the views of the panel that decided the case. A summary decision pursuant to rule 23.0 or rule 1:28 issued after February 25, 2008, may be cited for its persuasive value but, because of the limitations noted above, not as binding precedent. See Chace v. Curran, 71 Mass. App. Ct. 258, 260 n.4 (2008).
COMMONWEALTH OF MASSACHUSETTS
APPEALS COURT
24-P-747
TORRES, SCAMMON, HINCKS & DAY, LLP,
vs.
STEPHEN F. CASS.
MEMORANDUM AND ORDER PURSUANT TO RULE 23.0
The plaintiff law firm (firm) brought this action to
recover legal fees from its former client, the defendant. After
a bench trial, a judge of the Superior Court found in favor of
the firm. The defendant now appeals, arguing that the judge
erred in allowing the firm to recover despite alleged violations
of ethical rules and improper withdrawal from representation,
and that quantum meruit was not available as a remedy. We
affirm.
Background. In 2015, the defendant reached out to his
longtime friend, a lawyer, regarding potential legal issues
relating to his employment. In 2016, the defendant engaged his
friend's firm to represent him in connection with a lawsuit against his employer. The firm took the defendant's case on a
contingency fee basis. After two years of litigation, the firm
moved to withdraw following unsuccessful mediation. The
defendant obtained successor counsel, who took the defendant's
case to trial and obtained a jury verdict in his favor including
$100,000 in compensatory and $150,000 in emotional distress
damages. The verdict included the award of attorney's fees to
the defendant. Successor counsel reached out to the firm so
that both could submit their fee requests in connection with a
petition on behalf of the defendant. The firm submitted a
request for fees, supported by affidavit and billing records.
At a hearing concerning the attorney's fees, the judge who
had presided over the jury trial asked successor counsel to
adjust the fee request to remove items not fairly charged to the
other party and to attempt a resolution with respect to the
fees. Over the course of the next several weeks, the parties
negotiated and ultimately arrived at an agreement whereby, among
other things, the firm would receive $190,634 for its legal work
on behalf of the defendant. Pursuant to this agreement, the
defendant signed a general release and confidential settlement
agreement, and the parties filed a stipulation of dismissal with
prejudice. Successor counsel received payment from the other
party.
2 Shortly thereafter, a person purporting to represent the
defendant contacted the firm and asserted that the firm was not
entitled to fees. The person directed successor counsel not to
disburse the funds designated for the firm. Successor counsel
placed the amount allocated to the firm into escrow and tendered
it to the court. As a result, the firm received no payment for
legal work performed on behalf of the defendant.
The firm then brought an action in Superior Court against
the defendant seeking a declaration that the defendant was not
entitled to any of the escrowed funds, alleging that the
defendant had breached the engagement letter with the firm and
had violated the covenant of good faith and fair dealing by
preventing the firm from being paid for its legal services, and
alternatively seeking recovery in quantum meruit. After a
three-day bench trial, the judge found, on a special verdict
slip, that the defendant had breached a contract with the firm,
as well as his duty of good faith and fair dealing, and awarded
damages in the amount of $190,634; alternatively, the judge
found that the firm was entitled to damages in the same amount
on a quantum meruit theory. The judge also declared that the
defendant had no right to the funds held in escrow.
Discussion. On appeal, the defendant claims that the judge
erred in allowing the firm to recover legal fees when the firm
violated ethical rules relating to legal fees and improperly
3 withdrew from representation of the defendant. The defendant
also contends that quantum meruit recovery was unavailable
because there was a governing contract in place.
Because the parties agreed to waive detailed findings of
fact pursuant to Rule 20(2)(h) of the Rules of the Superior
Court (2018), our review "shall be according to the standard of
review that would apply to a verdict by a jury in a case tried
to a jury and to the judgment entered thereon." Rule 20(8)(b)
of the Rules of the Superior Court (2018). This means that the
judgment will be upheld if "anywhere in the evidence, from
whatever source derived, any combination of circumstances could
be found from which a reasonable inference could be drawn in
favor of the [prevailing party]." Rabassa v. Cerasuolo, 97
Mass. App. Ct. 809, 814 (2020), quoting Dobos v. Driscoll, 404
Mass. 634, 656, cert. denied, 493 U.S. 850 (1989).
Here, the firm presented evidence that it had an engagement
letter agreement in which it agreed to represent the defendant
on a contingency fee basis. The letter provided that, in the
event of termination of representation prior to conclusion of
the case, the firm could seek payment for work performed prior
to termination. The letter provided that such payment would not
exceed the lesser of (i) the fair value of services rendered or
(ii) the contingency fee to which the firm would have been
entitled upon occurrence of the contingency. The judge awarded
4 the firm damages in the amount of $190,634, consistent with the
terms of the engagement letter agreement.1
The defendant's action in preventing the firm from
receiving its earned fees constituted not only a breach of the
agreement, but also a breach of the defendant's duty of good
faith and fair dealing. See A.L. Prime Energy Consultant, Inc.
v. Massachusetts Bay Transp. Auth., 479 Mass. 419, 434 (2018)
(covenant of good faith and fair dealing provides that neither
party shall do anything which will have effect of destroying or
injuring right of other party to receive fruits of contract;
breach occurs when one party violates reasonable expectations of
other). There was also no error in the judge's alternative
finding that, even without the contract terms allowing the firm
to recover after termination, the firm would still be entitled
to receive payment of the fair value of its services in quantum
meruit. See Malonis v. Harrington, 442 Mass. 692, 696-697
(2004) (lawyer not entitled to recover on contingency fee
contract after client terminated him retained right to be
compensated for his services).
1 There was evidence that the fair value of services rendered by the firm was at least $190,634.
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NOTICE: Summary decisions issued by the Appeals Court pursuant to M.A.C. Rule 23.0, as appearing in 97 Mass. App. Ct. 1017 (2020) (formerly known as rule 1:28, as amended by 73 Mass. App. Ct. 1001 [2009]), are primarily directed to the parties and, therefore, may not fully address the facts of the case or the panel's decisional rationale. Moreover, such decisions are not circulated to the entire court and, therefore, represent only the views of the panel that decided the case. A summary decision pursuant to rule 23.0 or rule 1:28 issued after February 25, 2008, may be cited for its persuasive value but, because of the limitations noted above, not as binding precedent. See Chace v. Curran, 71 Mass. App. Ct. 258, 260 n.4 (2008).
COMMONWEALTH OF MASSACHUSETTS
APPEALS COURT
24-P-747
TORRES, SCAMMON, HINCKS & DAY, LLP,
vs.
STEPHEN F. CASS.
MEMORANDUM AND ORDER PURSUANT TO RULE 23.0
The plaintiff law firm (firm) brought this action to
recover legal fees from its former client, the defendant. After
a bench trial, a judge of the Superior Court found in favor of
the firm. The defendant now appeals, arguing that the judge
erred in allowing the firm to recover despite alleged violations
of ethical rules and improper withdrawal from representation,
and that quantum meruit was not available as a remedy. We
affirm.
Background. In 2015, the defendant reached out to his
longtime friend, a lawyer, regarding potential legal issues
relating to his employment. In 2016, the defendant engaged his
friend's firm to represent him in connection with a lawsuit against his employer. The firm took the defendant's case on a
contingency fee basis. After two years of litigation, the firm
moved to withdraw following unsuccessful mediation. The
defendant obtained successor counsel, who took the defendant's
case to trial and obtained a jury verdict in his favor including
$100,000 in compensatory and $150,000 in emotional distress
damages. The verdict included the award of attorney's fees to
the defendant. Successor counsel reached out to the firm so
that both could submit their fee requests in connection with a
petition on behalf of the defendant. The firm submitted a
request for fees, supported by affidavit and billing records.
At a hearing concerning the attorney's fees, the judge who
had presided over the jury trial asked successor counsel to
adjust the fee request to remove items not fairly charged to the
other party and to attempt a resolution with respect to the
fees. Over the course of the next several weeks, the parties
negotiated and ultimately arrived at an agreement whereby, among
other things, the firm would receive $190,634 for its legal work
on behalf of the defendant. Pursuant to this agreement, the
defendant signed a general release and confidential settlement
agreement, and the parties filed a stipulation of dismissal with
prejudice. Successor counsel received payment from the other
party.
2 Shortly thereafter, a person purporting to represent the
defendant contacted the firm and asserted that the firm was not
entitled to fees. The person directed successor counsel not to
disburse the funds designated for the firm. Successor counsel
placed the amount allocated to the firm into escrow and tendered
it to the court. As a result, the firm received no payment for
legal work performed on behalf of the defendant.
The firm then brought an action in Superior Court against
the defendant seeking a declaration that the defendant was not
entitled to any of the escrowed funds, alleging that the
defendant had breached the engagement letter with the firm and
had violated the covenant of good faith and fair dealing by
preventing the firm from being paid for its legal services, and
alternatively seeking recovery in quantum meruit. After a
three-day bench trial, the judge found, on a special verdict
slip, that the defendant had breached a contract with the firm,
as well as his duty of good faith and fair dealing, and awarded
damages in the amount of $190,634; alternatively, the judge
found that the firm was entitled to damages in the same amount
on a quantum meruit theory. The judge also declared that the
defendant had no right to the funds held in escrow.
Discussion. On appeal, the defendant claims that the judge
erred in allowing the firm to recover legal fees when the firm
violated ethical rules relating to legal fees and improperly
3 withdrew from representation of the defendant. The defendant
also contends that quantum meruit recovery was unavailable
because there was a governing contract in place.
Because the parties agreed to waive detailed findings of
fact pursuant to Rule 20(2)(h) of the Rules of the Superior
Court (2018), our review "shall be according to the standard of
review that would apply to a verdict by a jury in a case tried
to a jury and to the judgment entered thereon." Rule 20(8)(b)
of the Rules of the Superior Court (2018). This means that the
judgment will be upheld if "anywhere in the evidence, from
whatever source derived, any combination of circumstances could
be found from which a reasonable inference could be drawn in
favor of the [prevailing party]." Rabassa v. Cerasuolo, 97
Mass. App. Ct. 809, 814 (2020), quoting Dobos v. Driscoll, 404
Mass. 634, 656, cert. denied, 493 U.S. 850 (1989).
Here, the firm presented evidence that it had an engagement
letter agreement in which it agreed to represent the defendant
on a contingency fee basis. The letter provided that, in the
event of termination of representation prior to conclusion of
the case, the firm could seek payment for work performed prior
to termination. The letter provided that such payment would not
exceed the lesser of (i) the fair value of services rendered or
(ii) the contingency fee to which the firm would have been
entitled upon occurrence of the contingency. The judge awarded
4 the firm damages in the amount of $190,634, consistent with the
terms of the engagement letter agreement.1
The defendant's action in preventing the firm from
receiving its earned fees constituted not only a breach of the
agreement, but also a breach of the defendant's duty of good
faith and fair dealing. See A.L. Prime Energy Consultant, Inc.
v. Massachusetts Bay Transp. Auth., 479 Mass. 419, 434 (2018)
(covenant of good faith and fair dealing provides that neither
party shall do anything which will have effect of destroying or
injuring right of other party to receive fruits of contract;
breach occurs when one party violates reasonable expectations of
other). There was also no error in the judge's alternative
finding that, even without the contract terms allowing the firm
to recover after termination, the firm would still be entitled
to receive payment of the fair value of its services in quantum
meruit. See Malonis v. Harrington, 442 Mass. 692, 696-697
(2004) (lawyer not entitled to recover on contingency fee
contract after client terminated him retained right to be
compensated for his services).
1 There was evidence that the fair value of services rendered by the firm was at least $190,634. There was also evidence that the defendant's gross recovery was $800,000, such that the thirty percent contingency fee to which the firm would have been entitled was $240,000. The firm's recovery after termination was limited to the lesser of these amounts -- $190,634.
5 The defendant argues that the firm violated Mass. R.
Prof. C. 1.5 (c), as amended, 480 Mass. 1315 (2018), by failing
to provide an itemized statement of services rendered and
expenses incurred within twenty days of the termination of
representation. The firm concedes that it failed to provide
such a statement, but argues that it was not required to do so.
The firm contends that its engagement letter agreement with the
defendant was drawn from the Rule's model "Contingent Fee
Agreement, Form A," such that the requirement of the statement
was obviated. See Mass. R. Prof. C. 1.5 (f) (1), (2) (model
agreements satisfy requirements of Rule 1.5 [c]; lawyer who uses
Form A "does not need to provide any additional explanation to a
client beyond that otherwise required by this rule").
Whether or not ethical rules required the firm to provide
the statement within twenty days of termination, the defendant
has not shown that a misstep in complying with this rule, in the
circumstances of this case, results in negation of the firm's
contractual right to be paid. See Sunrise Equip. & Excavation,
Inc. v. Construction Mgt. & Bldrs., Inc., 104 Mass. App. Ct.
669, 678-679 (2024) (looking to purpose of rule to determine
whether violation requires nullification of agreement). Here,
the firm never sought to recover its fees from the defendant
himself. It only submitted its requested fees to the court
after the defendant was awarded attorney's fees, to be paid by
6 the other party; further, there was never an issue as to the
reasonableness of the fees charged by the firm. Clients may not
rely on violation of an ethical rule to absolve themselves of a
contractual obligation to pay legal fees where the rule was not
intended to protect clients in their position. See Saggese v.
Kelley, 445 Mass. 434, 440-441 (2005).2
The defendant further contends that the judge erred in
allowing the firm to recover legal fees because it had
improperly withdrawn from representation. See Bank of Am., N.A.
v. Prestige Imports, Inc., 89 Mass. App. Ct. 741, 748-749 (2016)
(right to recover fees may be forfeited due to wrongful
withdrawal from case). Far from showing any impropriety, the
evidence at trial showed that the firm had sought to withdraw
due to a conflict of interest that arose during mediation of the
case, that the firm consulted with the Board of Bar Overseers
regarding the matter, and that the firm concluded that it was
ethically obligated to withdraw; further, the judge in the
underlying action agreed and allowed it to withdraw. Thus, the
evidence allowed the judge to conclude that the firm did not
2 The defendant also argues that the firm's failure to provide a written statement, along with its discussions regarding an attorney's lien, led to confusion and ambiguity and put him at risk of paying "two full contingencies." Yet, there was no attorney's lien or contingency fee actually in play in this case.
7 wrongfully withdraw from the case and therefore did not forfeit
its right to recover fees.
The judge's finding in favor of the firm on special verdict
slip is supported by the record.
Judgment affirmed.
By the Court (Singh, D'Angelo & Hodgens, JJ.3),
Clerk
Entered: August 20, 2025.
3 The panelists are listed in order of seniority.