Apex LLC v. Korusfood.com
222 Cal. App. 4th 1010
| Cal. Ct. App. | 2014Background
- Apex sued Sharing World, Inc. dba Felix and Sons and Korusfood (formerly Felix and Sons) for breach of contract and related claims over cottonseed deliveries.
- After trial, Sharing World and Korusfood prevailed; the trial court awarded them attorney fees in Apex I.
- Apex I was reversed in part on appeal, remanding for proceedings limited to damages, costs, and posttrial matters, including attorney fees.
- Apex later sought attorney fees incurred on appeal under credit applications with fee provisions; Korusfood contested liability, alleging it was not a signatory.
- The trial court granted fees against both Sharing World and Korusfood; Korusfood appealed the order.
- The appellate court held the fee-order was directly appealable under collateral order doctrine and affirmed the award against Korusfood.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Is the appellate attorney fees order directly appealable? | Apex argues collateral order doctrine allows appeal. | Korusfood argues no 904.1(a)(2) appealability since not a signatory to the credit applications. | Yes; order is appealable under collateral order doctrine. |
| Whether Korusfood can be liable as a nonsignatory who stands in shoes of signatories | Korusfood stood in the shoes of Felix and Sons and Sharing World and thus liable. | Nonsignatories are not liable absent standing in shoes. | Substantial evidence supports standing in shoes; Korusfood liable. |
| Did substantial evidence support Korusfood’s liability based on the credit applications? | Korusfood tightly connected to the named parties through corporate history and filings. | Korusfood was not a signatory to the credit applications. | Yes; substantial evidence supports liability under the ‘standing in shoes’ theory. |
| Is the standard of review appropriate for appellate fees decisions? | Entitlement is a legal issue; review de novo; amount reviewed for abuse of discretion. | Same standard applies; factual findings reviewed for substantial evidence. | Standard-of-review framework as stated. |
| Does the collateral order doctrine apply given the post-remand context after Apex I? | Collateral order analysis supports immediate appeal of fee award. | Not argued; focus on direct appeal under collateral doctrine. | Collateral order doctrine applies; order is appealable. |
Key Cases Cited
- In re Marriage of Skelley, 18 Cal.3d 365 (1976) (collateral orders can be final for purposes of direct appeal)
- Sjoberg v. Hastorf, 33 Cal.2d 116 (1948) (interlocutory orders in collateral proceedings)
- Fish v. Fish, 216 Cal. 14 (1932) (fee awards as money judgments in collateral matters)
- Koshak v. Malek, 200 Cal.App.4th 1540 (2011) (final collateral determination directing payment of money)
- Krikorian Premiere Theatres, LLC v. Westminster Central, LLC, 193 Cal.App.4th 1075 (2011) (fees on appeal post-remand; direct appealability split noted)
- Barnes v. Litton Systems, Inc., 28 Cal.App.4th 681 (1994) (costs on appeal after reversal; appellate timing questions)
- Lakin v. Watkins Associated Industries, 6 Cal.4th 644 (1993) (standard collateral-order framework for appealability)
- Blickman Turkus, LP v. MF Downtown Sunnyvale, LLC, 162 Cal.App.4th 858 (2008) (nonsignatory liability via standing in shoes doctrine)