Phillips v. Adams, Jordan & Herrington, P.C., 350 Ga. App. 184

Phillips, a former physician turned attorney, clerked then joined Adams, Jordan & Herrington, P.C. as a contract associate on a contingency-fee malpractice practice under a December 16, 2013 letter agreement.
The letter provided Phillips would be paid a "portion of the fee" on a case-by-case basis based on the "extent" of his work; the firm would pay expenses and the agreement allowed 30 days' written notice to terminate.
Phillips received a $10,000 advance and worked roughly 11–12 months with no regular pay; late 2014 the firm began paying him a semi-monthly salary ($80,600/yr) after a conversation with partner Jordan, without written termination of the 2013 letter.
Several cases on which Phillips had worked settled in early 2015; Phillips requested his share under the 2013 agreement but the firm did not provide a clear accounting; he resigned July 31, 2015 and sued for breach of contract and quantum meruit.
The trial court granted summary judgment for the firm, holding the 2013 agreement unenforceable as too indefinite and barring quantum meruit because an express contract existed; Phillips appealed.

Issue	Plaintiff's Argument	Defendant's Argument	Held
Enforceability of the 2013 agreement	The letter provided a workable method (case-by-case portion based on extent of work) and thus is enforceable	Agreement left compensation to firm discretion and lacked a definite formula	Agreement is unenforceable as an executory obligation because it leaves essential terms to the firm's discretion
Effect of salary payments on original agreement	Salary was an advance on fees under the 2013 agreement; original agreement persisted	Salary converted employment to a straight salary and terminated the 2013 agreement	Fact dispute remains; trial needed to determine whether original agreement was terminated
Quantum meruit recovery	Even if the written agreement is void, Phillips is entitled to restitution for valuable services rendered	Quantum meruit barred because parties had an express contract	Where a contract is void for vagueness, quantum meruit is available; summary judgment on this claim was erroneous
Availability of relief when contract void or repudiated	N/A (same as above)	N/A	Quantum meruit may be awarded for benefits conferred under a void agreement, less amounts already paid

Arby's, Inc. v. Cooper, 265 Ga. 240 (unenforceable executory obligations where compensation depends on future discretion)
Jackson v. Ford, 252 Ga. App. 304 (agreement to pay bonus percentage was too indefinite without a method to measure "substantial" work)
Dye v. Mechanical Enterprises, 308 Ga. App. 311 (contract enforceable where commission calculation left no discretionary element)
Cochran v. Ogletree, 244 Ga. App. 537 (quantum meruit appropriate when a vague contract fails but services were rendered in good faith)
Watson v. Sierra Contracting Corp., 226 Ga. App. 21 (quantum meruit available if contract is void, repudiated, or only implied and services had value to recipient)
Sapp v. Davids, 176 Ga. 265 (express illegal or denounced agreements cannot be converted into implied contracts via quantum meruit)