Jones v. MacKey Price Thompson & Ostler, 2015 UT 60

Background

Gregory N. Jones, a Mackey Price attorney, worked on Fen‑Phen contingency cases (2002–May 26, 2005); he developed dissociative amnesia on May 26, 2005 and stopped working.
Mackey Price received $1,060,869.20 in fees from the Fen‑Phen program; Jones was paid $165,000 (≈15%) and later received an additional $50,000 from Thompson & Skousen; other distributions went to Thompson & Skousen and Mackey Price shareholders.
Jones sued asserting (1) breach of an alleged agreement to apply his firm’s 80/20 Compensation Agreement to the Fen‑Phen fees; (2) quantum meruit/unjust enrichment for the unpaid share; and (3) fraudulent transfer claims against fee recipients.
On summary judgment the district court dismissed the contract claim (finding no meeting of the minds), dismissed quantum meruit and fraudulent transfer claims against most individual and Thompson & Skousen defendants, and reserved quantum meruit against Mackey Price.
The district court denied Jones a jury trial on quantum meruit, treating it as equitable, and at bench trial measured restitution by the reasonable value of Jones’s services (focusing on hours), awarding no additional recovery.
The Utah Supreme Court affirmed summary dismissal of the contract claim and most claims against individual/Thompson & Skousen defendants, but reversed the denial of a jury trial for Jones’s unjust enrichment claim and clarified the proper damages measure for restitution.

Issues

Issue	Plaintiff's Argument	Defendant's Argument	Held
1. Did an enforceable contract require applying the firm’s Compensation Agreement (80/20) to Fen‑Phen fees?	Jones: his February 2005 memorandum and office testimony create a triable issue that the Compensation Agreement applied.	Mackey Price: no meeting of the minds; no express agreement; supportive testimony negating an agreement.	Affirmed dismissal: no genuine factual dispute; memorandum ambiguous and supporting testimony properly excluded or harmless.
2. Is quantum meruit (contract‑implied‑in‑law / unjust enrichment) a legal claim entitling Jones to a jury trial?	Jones: his unjust enrichment claim seeks money damages and historically was a legal action (assumpsit); he is entitled to a jury.	Mackey Price: quantum meruit is an equitable remedy and thus triable to the court.	Reversed: unjust enrichment seeking money was a claim at law at Utah Constitution ratification; Jones is entitled to a jury trial.
3. What is the correct measure of damages for unjust enrichment in this context?	Jones: damages should be measured by the benefit conferred on defendants (not solely by hours).	District court: measured by reasonable value of services using hours and concluded no shortfall.	Clarified: restitution is measured by the defendant’s gain (benefit conferred); for professional/contingency work, that is usually the reasonable value of the services, which may require factors beyond hours (risk, client origination, financing, role, etc.).
4. Are the Thompson & Skousen defendants and individual shareholders liable under quantum meruit or the Fraudulent Transfer Act?	Jones: they received fee distributions and had notice of his claim, so they are liable or received transfers in bad faith.	Defendants: they were paid pursuant to arm’s‑length contracts and acted in good faith; any benefit was not direct but incidental.	Affirmed dismissals: uncontroverted facts show the other defendants were not direct beneficiaries and Thompson & Skousen received payments in good faith under a negotiated contract; Jones raised no issue that they received excess value.

Key Cases Cited

Prince, Yeates & Geldzahler v. Young, 94 P.3d 179 (Utah 2004) (summary judgment standard and burden allocation)
Emergency Physicians Integrated Care v. Salt Lake County, 167 P.3d 1080 (Utah 2007) (elements of quantum meruit and direct‑benefit analysis)
International Harvester Credit Corp. v. Pioneer Tractor & Implement, Inc., 626 P.2d 418 (Utah 1981) (classification of legal v. equitable claims for jury right analysis)
Butler v. Wilkinson, 740 P.2d 1244 (Utah 1987) (Fraudulent Transfer Act / good‑faith transferee analysis)
Volker‑Scrowcroft Lumber Co. v. Vance, 103 P. 970 (Utah 1909) (historical treatment of assumpsit as an action at law)
Short v. Bullion‑Beck & Champion Mining Co., 57 P. 720 (Utah 1899) (discussion of implied assumpsit / unjust enrichment)
Chapman v. Forbes, 26 N.E. 3 (N.Y. 1890) (contemporaneous authority treating money‑had‑and‑received as an action at law)
Steuerwald v. Richter, 149 N.W. 692 (Wis. 1914) (historical discussion of money had and received as legal in form though equitable in nature)