The Zodiac Group, Inc. v. Grayrobinson, P.A.
224 So. 3d 333
| Fla. Dist. Ct. App. | 2017Background
- In 2010 Zodiac Group, Inc., its president David Felger, and VP Daniel Felger were defended by GrayRobinson in a federal suit alleging Lanham Act, RICO, and related claims.
- An engagement letter was signed only by Zodiac (via Daniel Felger’s signature) but was addressed to Zodiac and both Felgers and used the term “you.”
- GrayRobinson accrued unpaid invoices and withdrew in 2011; in 2012 the firm sued Zodiac and both Felgers in state court for unpaid fees (breach of contract, breach of verbal agreement, and quantum meruit).
- The Felgers denied individual liability, filed counterclaims, and demanded a jury trial; evidence included insurer claims and some reimbursements by the Felgers.
- A jury found reasonable fees and costs of $115,422.26; the trial court entered an amended final judgment against all three defendants jointly and severally, plus prejudgment interest.
- GrayRobinson also served separate proposals for settlement under Fla. R. Civ. P. 1.442; the defendants argued the offers were unclear and made in bad faith.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether David and Daniel Felger can be held individually liable for unpaid invoices when only Zodiac signed the engagement letter | GrayRobinson: Felgers admitted individual liability by filing insurer claims and receiving reimbursements | Felgers: Only Zodiac signed the engagement letter; therefore only Zodiac liable | Court: Felgers are jointly and severally liable; prior admissions and insurer dealings preclude repudiation |
| Whether GrayRobinson's separate proposals for settlement were enforceable under Fla. R. Civ. P. 1.442 | GrayRobinson: Offers were distinct, complied with rule/statute, and enforceable | Felgers: Offers were unclear and made in bad faith, thus unenforceable | Court: Offers were clear, separate, complied with rule/statute, and not shown to be in bad faith; enforceable |
Key Cases Cited
- Baker v. Airguide Manufacturing, LLC, 151 So. 3d 38 (Fla. 3d DCA 2014) (admissions to insurer can preclude later repudiation of liability)
- Trage v. 311 Meridian & 3rd St., LLC, 924 So. 2d 925 (Fla. 3d DCA 2006) (evidence admissions affect liability determinations)
- Elison v. Goodman, 395 So. 2d 1201 (Fla. 3d DCA 1981) (prior statements to third parties bear on party's later assertions)
- Attorneys’ Title Ins. Fund, Inc. v. Gorka, 36 So. 3d 646 (Fla. 2010) (separate proposals may be evaluated individually under Rule 1.442)
- Saewitz v. Saewitz, 79 So. 3d 831 (Fla. 3d DCA 2012) (distinguishing joint and separate settlement proposals)
- State Farm Mut. Auto Ins. Co. v. Nichols, 932 So. 2d 1067 (Fla. 2006) (clarity and good faith standards for proposals for settlement)