Leighton v. Forster
8 Cal. App. 5th 467
Cal. Ct. App.2017Background
- From 2004–2008 Leighton (contract attorney) provided legal work on the Forsters’ dispute with the Rheinheimers; she billed James (a supervising attorney) initially, then billed Bob Forster directly after James’s death.
- On May 2, 2007 Leighton emailed an unsigned "May 2007 Engagement Letter" to Bob (copied to Rochelle) describing fee terms ($105/hr), scope, and asking Bob/Rochelle to sign and return only if not agreeable. Neither Bob nor Rochelle signed that letter.
- Leighton continued to perform work and issued a July 2008 invoice to Rochelle for $114,865.50 (balance-forward plus current charges). Rochelle paid small sums (checks totaling $9,000) but never signed the engagement letter or otherwise expressly accepted it.
- Rochelle filed limited-scope representation forms (signed May 1, 2007) that allowed Leighton to act in limited pretrial matters; those forms did not set or confirm fee terms from the May letter.
- Leighton sued Rochelle in 2012 for breach of written attorney-fee contract and account stated. The trial court granted summary judgment for Rochelle, holding the May 2007 Engagement Letter failed Business & Professions Code § 6148(a) (no signed duplicate) and any quantum meruit claim was time-barred by the two-year statute (Code Civ. Proc. § 339). The Court of Appeal affirmed.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether May 2007 Engagement Letter is a valid written fee contract under B&P § 6148(a) | Leighton: electronic acceptance and subsequent conduct (emails, payments, limited-scope forms) establish an enforceable written agreement despite lack of signatures | Forster: letter was unsigned, Rochelle never received/accepted it before fees accrued, § 6148 requires signed duplicate at time contract is entered | Held: Not a valid § 6148(a) contract — unsigned and unaccepted; summary judgment for Rochelle affirmed |
| Whether § 6148(d)(2) (services "of the same general kind" as previously rendered) excuses the writing requirement | Leighton: her pre- and post-James services were the same kind; prior arrangement with James satisfies § 6148(d)(2) | Forster: pre-James work was contract assignment work for James (no direct client role or billing); post-James engagement materially changed the relationship and duties | Held: § 6148(d)(2) inapplicable — services after James’s death were materially different |
| Whether Rochelle waived right to void the unsigned agreement or implicitly accepted account stated | Leighton: Rochelle accepted services, made some payments and didn’t timely object to billed statements; an account stated exists | Forster: Rochelle never agreed to the large billed amount, sought Leighton’s continued assistance (not an assent to the $114k bill), and repudiated the bill by nonpayment and not signing the fee letter | Held: No waiver or account stated; communications show Rochelle required details/approval before paying; account stated claim fails |
| Whether Leighton’s alternative recovery (quantum meruit/common count) is barred by the statute of limitations | Leighton: fee dispute raises triable fact issues; four-year statute for written contracts should apply if account in writing | Forster: Without a valid written fee agreement, recovery is limited to quantum meruit subject to 2‑year limitations (§ 339), and suit (filed 2012) was untimely | Held: Quantum meruit governed by two‑year statute; Leighton’s claim was time‑barred — summary judgment proper |
Key Cases Cited
- Huskinson & Brown v. Wolf, 32 Cal.4th 453 (Cal. 2004) (statutory fee‑agreement provisions protect clients and require clarity about compensation)
- Iverson, Yoakum, Papiano & Hatch v. Berwald, 76 Cal.App.4th 990 (Cal. Ct. App. 1999) (quantum meruit for unpaid attorney services governed by two‑year limitations)
- Flannery v. Prentice, 26 Cal.4th 572 (Cal. 2001) (attorneys may recover reasonable fees even when written agreement is defective)
- Fergus v. Songer, 150 Cal.App.4th 552 (Cal. Ct. App. 2007) (unsigned fee letter failing to meet statutory requirements can be implicitly voided by client)
- Richey v. Pedersen, 100 Cal.App.2d 512 (Cal. Ct. App. 1950) (account stated may arise where antecedent obligation to pay is established by employment of attorney)