Halpern v. Titan Commercial LLC
2016 IL App (1st) 152129
| Ill. App. Ct. | 2017Background
- Halpern (owner/operator of iO Theatre) sought to buy an off-market building at 1501 N. Kingsbury; Titan Commercial LLC and its principal Ben Rosenfield introduced her to the property and its owner and assisted with due diligence and communications.
- Halpern submitted offers (initially $1.7M, later increased) through Titan in 2010, remained interested through 2012, and instructed Titan to keep contact with the owner.
- In November 2012 Halpern contracted to buy the property for $4.2M and closed; no broker commission to Titan/Rosenfield was paid, but a $100,000 consulting/finder’s fee was paid to another professional.
- Titan recorded a commercial broker’s lien. Halpern sued to extinguish the lien and sought attorney fees under the Commercial Broker’s Lien Act; Titan counterclaimed for commission (breach, promissory estoppel, quantum meruit).
- After a bench trial the court denied Halpern’s request for attorney fees and awarded Titan $50,000 on a quantum meruit theory as the procuring cause of the sale. Halpern appealed.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether Halpern is a "prevailing party" under the Commercial Broker’s Lien Act entitled to attorney fees | Halpern argued she prevailed in removing an improper lien and so is entitled to fees. | Titan argued the preliminary injunction and interlocutory relief do not make Halpern a prevailing party; only final adjudication on the merits qualifies. | Court: Denied fees — preliminary injunction was not a final adjudication; Halpern not a prevailing party under the Act. |
| Whether Titan was the procuring cause of the Kingsbury sale (entitling it to commission via quantum meruit) | Halpern: Titan did not negotiate the final sale and another professional arranged the 2012 purchase; Titan was not the procuring cause. | Titan: Showed the off-market property to Halpern, maintained contact with the seller, provided critical information and facilitated meetings — instrumental to the sale. | Court: Held Titan was procuring cause; finding not against manifest weight of evidence. |
| Whether Titan abandoned the deal, relieving it of commission | Halpern: Stopped working with Titan and later used another intermediary; Titan effectively abandoned efforts. | Titan: Continued regular contact with seller and offered assistance; Halpern never abandoned intent to buy. | Court: No abandonment; buyer did not abandon intent and Titan did not discontinue efforts. |
| Whether the $50,000 quantum meruit award was speculative or excessive | Halpern: Award speculative and unsupported. | Titan: Expert testimony established customary commissions of 1–6%; $50,000 (~1.19%) is reasonable given payment of a $100,000 finder’s fee to another. | Court: Award reasonable and supported by unchallenged expert testimony; affirmed. |
Key Cases Cited
- People v. Blanks, 361 Ill. App. 3d 400 (statutory interpretation reviewed de novo)
- J.B. Esker & Sons, Inc. v. Cle-Pa’s Partnership, 325 Ill. App. 3d 276 (definition of "prevailing party" for attorneys’ fees)
- People ex rel. Hartigan v. National Anti-Drug Coalition, 124 Ill. App. 3d 269 (preliminary injunction does not decide merits)
- Lozman v. Putnam, 379 Ill. App. 3d 807 (manifest weight of the evidence standard)
- Edens View Realty & Investment, Inc. v. Heritage Enterprises, Inc., 87 Ill. App. 3d 480 (procurring cause for broker’s commission)
- Van C. Argiris & Co. v. FMC Corp., 144 Ill. App. 3d 750 (procuring cause and commission principles)
- Pietka v. Chelco Corp., 107 Ill. App. 3d 544 (broker may be procuring cause via negotiations or information)
- Owen Wagener & Co. v. U.S. Bank, 297 Ill. App. 3d 1045 (broker instrumental in consummation is procuring cause)
- Western Pride Builders, Inc. v. Zicha, 23 Ill. App. 3d 770 (buyer abandonment standard)
- Romanek-Golub & Co. v. Anvan Hotel Corp., 168 Ill. App. 3d 1031 (quantum meruit for broker’s commission)
- Louis v. Lexington Development Corp., 253 Ill. App. 3d 73 (buyer who excludes broker may still be liable)
- Bennett & Kahnweiler Associates v. Ratner, 133 Ill. App. 3d 316 (broker entitled to commission where purchaser would not have known property absent broker)