Trust Under Deed of Ott, W., Appeal of: PNC Bank, 271 A.3d 409

1954: Settlor Wallace Ott executed an inter vivos trust; Tradesmens Land Title Bank and Trust Company (later Provident, now PNC) signed a letter the same day stating its fee would be “five percent of the income collected.”
PNC and its predecessors administered the trust for decades and were paid the 5% income commission; prior accounts (including a second account) were confirmed without objection.
For the third accounting period (2004–2017) PNC filed a Third Account seeking fees based on its published schedule (income + principal commissions totaling ~ $265–285k) and requested attorney fees; before litigation PNC emailed beneficiaries offering a one-time principal fee of $145,000 as a "gesture of good faith."
Objectors (co‑trustees/beneficiaries) objected, arguing the increased fees were unreasonable and attorney fees for defending the account should not be paid from trust corpus.
The Orphans’ Court: (1) held the 1954 letter established a binding 5% income fee; (2) refused to increase the income fee under 20 Pa.C.S. § 7768(b); (3) awarded a one‑time principal commission of $145,000; and (4) disallowed PNC’s attorney fees for defending the Third Account (but allowed reimbursement of attorneys’ fees for preparing the account). PNC appealed and the Superior Court affirmed.

Issue	PNC (Appellant) Argument	Objectors (Respondents) Argument	Held
1. Was the 1954 letter a binding fee agreement/designee signature?	Letter not a signed fee agreement; §7768 permits use of published fee schedule.	Letter is clear, definite, and treated as the fee agreement for decades.	Letter constituted a binding fee agreement fixing a 5% income commission.
2. May PNC recover higher income fees under §7768(b) / presumption of reasonableness?	PNC’s published rates are presumptively reasonable; burden on objectors to rebut.	PNC failed to show duties were substantially different or that 5% was unreasonable.	Court: PNC failed to prove changed duties or unreasonableness; income fee remains 5%.
3. Is PNC entitled to principal compensation (requested ~$216k)?	Market‑based schedule supports a principal commission; presumption favors PNC.	Requested principal fee is excessive; PNC’s prior $145k offer shows larger request unreasonable.	Court awarded a one‑time principal commission of $145,000 as reasonable.
4. Should PNC’s attorney fees for defending the Third Account be paid from trust?	PNC: defense fees are proper trust expenses under §7768.	Objectors: defense fees improper; should be corporate expense.	Court disallowed reimbursement of defense attorneys’ fees from trust (but allowed fees for preparing the account); Superior Court affirmed (issue largely found waived on appeal).

In re Trust of Duncan, 391 A.2d 1051 (Pa. 1978) (court may adjust agreed compensation if duties substantially changed or agreement is unreasonable)
Estate of Schwenk, 490 A.2d 428 (Pa. 1985) (courts ordinarily enforce settlor‑trustee fee agreements)
In re Estate of Breyer, 379 A.2d 1305 (Pa. 1977) (letter from corporate trustee stating income commission can constitute a fee agreement)
In re Raymond G. Perelman Charitable Remainder Unitrust, 113 A.3d 296 (Pa. Super. 2015) (compensation determination is within orphan’s court discretion)
In re Estate of Sonovick, 541 A.2d 374 (Pa. Super. 1988) (reasonableness of fiduciary compensation is committed to trial court’s discretion)
In re Estate of Hall, 731 A.2d 617 (Pa. Super. 1999) (contract formation requirements summarized)
In re Estate of Smith, 874 A.2d 131 (Pa. Super. 2005) (party seeking deviation from fee agreement bears burden to prove reasonable compensation)
In re Estate of Taylor, 126 A. 809 (Pa. 1924) (factors for interim principal compensation: character of services, responsibility, zeal)