Team Systems International, LLC v. Haozous
706 F. App'x 463
| 10th Cir. | 2017Background
- TSI sued FSAI, its board, and CEO Haozous for breach of an Engagement Agreement claiming fees were owed for procuring financing/strategic partner and related services; district court dismissed for failure to state a claim and this court affirmed the dismissal.
- Defendants sought attorney fees under Oklahoma Statute tit. 12, § 936(A) and submitted affidavits plus partially redacted billing records, offering unredacted records for in camera review to protect privilege.
- TSI conceded entitlement to fees but argued redactions and block billing prevented meaningful challenge and demanded copies of unredacted records and an opportunity to respond.
- The district court ordered Defendants to submit unredacted billing/time records for in camera review; TSI did not object to that order and later the court awarded fees after reviewing the records, reducing the request by 10% for some block-billing and duplication.
- On appeal TSI argued the district court abused its discretion by conducting the in camera review, raising three legal objections that were not presented below and thus largely forfeited.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether district court abused discretion by conducting in camera review of unredacted billing records | In camera review improper; TSI could not meaningfully challenge fee reasonableness and wanted unredacted copies | In camera review appropriate to protect privileged material in billing records and permits fee assessment while preserving privilege | Court affirmed: in camera review was within discretion and not an abuse |
| Whether courts may review documents in camera only to determine privilege validity | TSI: in camera review limited to privilege questions | Defendants: billing records may contain privileged work-product and communications, justifying in camera review for fee assessment | Court rejected TSI’s contention; in camera review for protecting privileged material in fee review is permissible |
| Whether defendant waived privilege by seeking attorney fees | TSI: FSAI’s fee request waived privilege, so records should be shared | Defendants: may assert privilege; court may review ex parte to protect privileged content | Court did not reach waiver because TSI forfeited the argument; reviewing court found no abuse in protecting privilege via in camera review |
| Whether in camera review violated due process | TSI: denial of unredacted copies deprived TSI of opportunity to respond | Defendants: court provided other means and TSI did not pursue alternatives; in camera review consistent with precedents | Court held no due process violation shown and affirmed fee award |
Key Cases Cited
- Chieftain Royalty Co. v. Enervest Energy Institutional Fund XIII-A, L.P., 861 F.3d 1182 (10th Cir.) (standard of review for attorney-fee awards)
- Clark v. State Farm Mut. Auto. Ins. Co., 433 F.3d 703 (10th Cir.) (abuse-of-discretion framework)
- Estate of Trentadue ex rel. Aguilar v. United States, 397 F.3d 840 (10th Cir.) (review of in camera or ex parte documents is within district court discretion)
- Garcia v. Tyson Foods, Inc., 770 F.3d 1300 (10th Cir.) (permitting ex parte in camera review of billing records in fee disputes)
- United States v. Anderson (In re Grand Jury Subpoenas), 906 F.2d 1485 (10th Cir.) (billing records may reveal privileged attorney-client communications)
- Chaudhry v. Gallerizzo, 174 F.3d 394 (4th Cir.) (billing records can be attorney-client or work-product privileged)
- Kerr v. U.S. Dist. Court, 426 U.S. 394 (U.S.) (in camera review protects privileged material in fee assessments)
- Almeida v. Amazon.com, Inc., 456 F.3d 1316 (11th Cir.) (upholding fee award where court conducted in camera review of unredacted billing statements)