Blondell v. Littlepage

991A.2d 80 BLONDELL, Jr., J. et al. William

v. LITTLEPAGE, Diane M. et al. Sept.Term, No. 73 2009. Appeals Maryland.

Court of March (Fick Jonathan May, P.C., E.C. Nathaniel C. Fick May, & Towson, MD), brief, on for Petitioners. (Eccleston Wolf,

R. P.C., Hanover, Scott Krause MD), brief, on Respondents. BELL, C.J., HARRELL,

ARGUED BEFORE BATTAGLIA, GREENE, MURPHY, ADKINS and BARBERA, JJ.

BATTAGLIA, Judge. areWe asked to consider whether an attorney, William J. Blondell, Petitioner, may maintain various contract and tort claims involving various alleged breaches of duties of good faith, fair dealing, and disclosure against lawyer, another Diane M. Littlepage,1 Respondent, regarding representation of a husband and wife as plaintiffs a medical malpractice action. questions three presented, renumbered, which we have

are:

I. attorney, joint Whether one in a representation of a co-counsel, client with owes co-counsel contractual duties of good faith and fair dealing with respect to the course of the representation, the breach of which support a cause of action?

II. attorney, joint Whether one in a representation of a co-counsel, client with has an duty actionable tort to disclose to co-counsel material facts and information relating representation, when the failure to do so only injure will not negatively client and impact the representation, but also result in economic and other injury to co-counsel? III. attorney, joint Whether one in a representation of a co-counsel, client with can ever state a claim co- complaint 1. The lists William J. Blondell and William J. Chtd. Littlepage as Plaintiffs and Diane and Associates as respective We litigants solely Defendants. shall refer to the as Blondell Littlepage. attorney’s interference with the first counsel for the tortious the client? relationship economic (2009). 46, v. 972 A.2d 861 We Littlepage, facts, did not Littlepage, well-pleaded hold that on shall in ques- or terms of the contract express implied breach the tion; issue, as a matter of sharing agreement that the fee consultation, law, give did not rise to actionable tort duties communication, and disclosure between and Blon- law, dell; could finally, Littlepage, as a matter of tortiously relationship interfere with a contractual or economic party. to which she was a

Background adopt including procedural history the facts2 of the

We notes, corresponding case and numbered set forth reported opinion, Littlepage, Blondell v. 185 Md.App. 129-33, (2009), 681-83 of the of Special Court Appeals:

In May Doctor Amile A. Korangy performed a mammogram reported on Lois Corbin and no abnormalities in the Subsequently, results. November Ms. Cor- bin detected a in her left lump breast. Ms. Corbin sched- uled the first appointment gynecologist, available with her Hubbard, Doctor Dee January who examined Ms. Corbin on 18, 2000. Dr. Hubbard scheduled Ms. Corbin for another 19, 2000, mammogram on January sonogram and a on 21, 2000, January both of which suspicious returned results A malignancy. subsequent biopsy confirmed that Ms. Corbin had breast cancer.

In approximately May the Corbins retained Blondell claim pursue possible malpractice against for medical Dr. Korangy, believing that he misread Ms. May Corbin’s 21, 2003, 1999 mammogram. January On Blondell filed a regarding Littlepage’s "credibility” 2. Blondell asserts that the bona disputed, fides of her settlement advice to the Corbins remains but that alleged controversy is not relevant to our determination that Blondell does not have a cause of action as a matter of law. malpractice Korangy medical claim Dr. Health Claims Arbitration Office. The elected to parties arbitration, 8, 2003, waive and on the Health April Claims Arbitration transferred the case to the Circuit Office Court for Baltimore County.

In approximately January while the case was early discovery, Blondell referred Corbins’ claim to Littlepage.2 January On the Corbins executed a “Acknowledgment document titled and Consent to Fee- that stated: Sharing Agreement” Conduct, Pursuant to the Rules of Professional applicable Vwe, undersigned, hereby acknowledge do Vwe firm of Littlepage, have been advised the law Diane M. fee in Esquire legal my/our case will be shared Blondell, Littlepage, Esquire between Diane M. and William Esquire anticipated on the basis of the division of services to be rendered in the case. understand that Diane M. Vwe Littlepage, Esquire, primary responsibility will have for the [sic], claim prosecuting my/our including handling court case, and the trial of the such appearances should become that, necessary, and Esquire William will act as co- counsel in the case and will other perform services as Diane M. requested by Littlepage, Esquire. hereby Vwe fee consent to the and understand that the will have NO effect on the overall fee fee-sharing agreement charged my/our to be case. that, Littlepage acknowledge

Blondell and while writ- fee, ing specific did not address the division of the they orally agreed any contingency fifty-fifty. to divide Lit- entered an on behalf of the tlepage appearance Corbins. record, Though Blondell remained counsel of he had no Corbins, further contact with the and aside from a few sporadic Littlepage, discussions with was not asked to and did not in the actively participate point case from that forward.

In Korangy summary March Dr. filed a motion for judgment, asserting that the claim was barred three- by see (2006 limitations, year Maryland Repl. statute of Code 5-109(a) Vol., § of the Courts and Supp.), Judicial Article, Ms. Proceedings inquiry because Corbin was on 18, 2000, January notice no later than and the claim was not January filed until 2003. filed an opposition after matter discussing By with Blondell. order dated 31, 2005, May the circuit court denied Dr. Korangy’s motion. previously malpractice Blondell had referred medical matters to Littlepage.

A pre-trial settlement conference was held in August, conference, a conversation before the suggested to Littlepage accompany that he her to the conference because of his familiarity with the settlement judges. Littlepage object did not suggestion, Blondell’s but Blondell ultimately did not attend the conference.

According to Littlepage, judge the settlement advised her during the conference Korangy’s that “Dr. argu- limitations ment compelling was and that Dr. Korangy would likely prevail making argument such an to the trial judge or on appeal.” Korangy Dr. also indicated that he would appeal an adverse verdict on the limitations issue. Littlepage discussed problem the limitations in a conversation with Blondell following conference, the settlement but the pair had no further discussions regarding the settlement negotia- tions.4

As the September 2005 trial approached, date Little- page discussed with the Corbins various influencing factors settlement, a potential including health, Ms. failing Corbin’s a scheduling conflict between the trial and Ms. Corbin’s daughter’s the wedding, cost the Corbins would incur verdict, event of a defense and the limitations issue. addition, Littlepage stated her opinion that Blondell unnec- claim, essarily delayed filing their creating arguable thus an limitations defense that diminished the value of their claim. Littlepage recommended that the Corbins consult with days attempted Littlepage a few that he to reach Blondell testified conference, day of the without

prior conference and on the to the success. possibility judge Littlepage claimed that the settlement raised conference, during malpractice against but it is a action of this fact in record whether she informed Blondell unclear from the that Blondell was nonetheless claimed their conversation. against possible malpractice action him. Blondell did not aware aof claim, malpractice contended that deny being potential a but aware of judge, by the nor did informed of the comment settlement he was never judge such a comment. would have made he believe malpractice against action regarding possible counsel attorneys them with the names of provided eventually claims. The Corbins handled such regularly $225,000, Dr. Korangy settle the claim decided to initially than million less significantly which was $1 $350,000 recommended by Littlepage, and demanded remitted one-half of judge.5 Littlepage the settlement contingency fee to Blondell. 18, 2006, complaint against Blondell filed a December

On fraud/deceit, alleging counts which contained Littlepage, contract, fiduciary duty, negli- breach of breach Lit- on the assertion that Blondell’s claims rested gence.6 him to consult and communicate tlepage obligated was so, matter, and her and that her failure to do on the Corbin concerning possible to the Corbins representations false action, him caused legal malpractice limitations defense damages. non-economic to suffer economic and 15, summary judg- moved for Littlepage 2007 On October duty that no actionable asserting, among things, ment other 29, 2007, before to Blondell. On October was owed motion, filed Blondell summary judgment court ruled on the inter- a count for intentional complaint adding an amended ference $350,000 figures provided by were Blondell. $1 million and denied these amounts.

Littlepage neither confirmed nor $1,000,000 count, compensatory appellant requested In the fraud $2,000,000 damages. of contract damages punitive In the breach $117,898.67 count, damages, compensatory appellant requested difference between amount of his as received and the amount it been, should have under his of the In evaluation Corbins’ claim. each counts, $500,000 remaining appellant requested compensatory of the damages. with contractual relations.7 On November Little- page filed a renewed and supplemental summary- motion for judgment. On argued, December the motion was 31, 2007, and on December the circuit court an order issued granting summary judgment favor of on Littlepage all counts. fraud/deeeit,

As to the duty, breach fiduciary counts, negligence the circuit court noted no reported that Maryland decision had whether legally cogniza- addressed a facts, duty ble existed between co-counsel on these but the court jurisdictions cited a number of from other decisions support duty its conclusion that no Regarding such existed. claim, the breach contract nothing the court found that the fee agreement required to consult Littlepage Blondell, and that neither her failure to do so nor any other act constituted breach that agreement. Finally, the court observed that a tortious interference with contrac- tual claim that requires relations the interference come party, from a third Littlepage party because was the representation agreement Corbins, with the she could not have interfered with that agreement. 8, 2008, January

On Blondell moved to alter amend or judgment, arguing that the court had character- erroneously ized complaint as one fee larger for a than which he received. According to the fee he would have received a larger from settlement was merely a measure of damages, “but the nature action and the claims advanced involved larger February On questions.” 2008, the court denied motion. Blondell’s $500,000 Appellant requested compensatory damages. action, In fashioning his causes of asserted duties, him otherwise, owed various contractual and pursuant fee sharing agreement. of his support claim, owed alleged Littlepage of Blondell

breach contract consultation, “signifi- to Blondell of as well as inform duty of developments”: cant firm a contrac- and the Blondell had

54. Plaintiffs Blondell Little- Littlepage and tual Defendants arrangement with Acknowledg- the Associates, sharing through and page by binding the and on Agreement signed ment Corbins and Blondell, concerning and the Corbin matter. Littlepage both Littlepage the Sharing Agreement, 55. the Fee Under the the to conduct responsibility had contractual Defendants Corbins, and were counsel on behalf the litigation as significant developments. firm informed of keep the Blondell Sharing Agreement, Littlepage the Fee the 56. Under to consult responsibility had the contractual Defendants under consideration Blondell firm and take with the firm. by offered the Blondell advice or recommendations firm con- did consult with the Blondell Littlepage 57. not matter, firm accept did Blondell the Corbin not cerning Blondell firm into the settlement advice, bring did conference, or the and settled negotiations settlement than an considerably appropriate lower figure matter for settlement sum. opposition summary judg- in his posited

Blondell further representa- was created “joint ment that a endeavor” Corbins, honesty fiduciary duties of tion of the with attendant in this Appeals In and Special and disclosure. the Court Court, imposed the fee contract asserted that Blondell Littlepage. and on “good dealing” faith fair implied duties count, Littlepage Blondell asserted negligence regard- communication duty” owed a consultation and “legal matter: ing Corbin ar- firm had an Plaintiffs Blondell Littlepage

rangement Littlepage with Defendants Associates, fee-sharing arrange- referral and through matter, in which the concerning ment the Corbin matter, in the responsibility plac- primary Defendants had concerning the in a ing superior position Defendants Plaintiffs, matter with respect to but the Blondell Plaintiffs remained the matter as counsel.

72. The Littlepage defendants therefore legal duty had a to Mr. Blondell and the Blondell firm to exercise care and diligence the execution of the business of the Corbin them, matter entrusted to as well as duty loyalty of and [sic] good faith communications, communications all without any self-interest or self-dealing, and due consideration for the economic interests of the Blondell firm.

73. Under that arrangement, Defendants were to conduct the litigation as counsel on behalf of the Corbins and to keep the Blondell firm informed of significant developments. 74. The Littlepage Defendants legal had a duty to consult with the Blondell firm and to take under any consideration advice or recommendations offered by Mr. Blondell and the firm concerning the matter. 75. The Littlepage Defendants did not consult with Mr. Blondell and the Blondell firm concerning the Corbin mat- ter, did not accept advice, Blondell firm did not bring the Blondell firm into the settlement negotiations or the settle- conference, ment engaged in mischief and manipulation of the Corbins while not Plaintiffs, communicating with and settled the figure matter for a considerably lower than an appropriate settlement sum.

In support of his claim alleging concealment,3 fraudulent Blondell asserted owed a duty of disclosure regarding the valuation of the Corbin claim:

41. Littlepage acted intentionally and caused harm to Plaintiffs undertaking actions, communications and correspondence, making and using wholly improper and disparaging comments about Mr. Blondell and the Blondell firm and advising Corbins they accept could an 3. The that, Circuit Court Special Appeals and Court of determined although deceit,” Blondell labeled his count complaint “fraud or pleaded constituting instead facts a claim of “fraudulent concealment.” See Littlepage, Md.App. Blondell v. 135 n. (2009). 685 n. 10 Blondell for an amount and thereafter sue

inadequate represent the true value properly that would amount their medical claims. negligence intentionally 42. and caused harm Littlepage acted in deliberately ignoring August Plaintiffs from forward as to the status of requests Blondell’s for information claims, time, at unbeknownst while the same Corbin using wholly improper disparag- making firm. Mr. Blondell and the Blondell ing comments about time, Littlepage this and Blon- Throughout period responsible for exercise jointly professionally dell were in the of the execution the business diligence care to matter entrusted them. Corbin 44. Blondell the status representations regarding Such to October, September, and throughout of the Corbin claims November, while at the same time and into the middle of engaging enterprise in an knowledge without Blondell’s Corbins, misrepresentation to the manipulative mischief and of material facts. representations constituted false his intentional interference with contractual developing claim, Littlepage alleged improperly relations Blondell negotiations, him from in the settlement “ousted” involvement in the blocking participation representation: his in the engaged 81. co-counsel with Blondell Corbin’s As be- case, knew of the existence of contract Littlepage Corbins, whereby provide he would tween and his as counsel for a fee. legal services intentionally improperly 82. and when she Littlepage acted any in the Blondell from involvement settlement ousted case, blocking in the Corbins’ negotiations proceedings and his and advice. participation from ousted Blondell settle- Littlepage purposefully 83. intentionally negotiations proceedings, ment and advice as counsel the Cor- participation blocked his bins, not advise the Corbins so that Blondell could inadequate for an amount. Little- the ultimate settlement aid, page wanted the Corbins to settle their ease without advice, of Blondell. guidance or and ouster made it Littlepage’s impossible conduct Blondell to his contracted-for duties as counsel to perform negotiations proceed- the Corbins the settlement during Corbins, ings. Blondell was unable to advise the advise his co-counsel, as a or otherwise advocate on the Corbins’ behalf Furthermore, result of Blondell was Littlepage’s conduct. resolve, resolve, attempt unable to or the Corbins’ case legally satisfactory legally satisfactory manner or for a sum. Littlepage’s

Blondell asserted that as a result of breaches duties, palpable injury, contractual and tort he has suffered separate merely having from received a lesser amount of his summary of the fee. He in his explained opposition share judgment the Circuit Court his claim was “motivated the fact that settled the Corbin matter for a sum,” low but rather because “she advised and allowed settle- ment for that sum on the basis that the Corbins could sue remaining malpractice Blondell for the value of their medical Court, claim.” Before this counsel for Blondell reiterated that this case “is not a fee dispute,” injury and that his is “more fee, expansive” than a reduced anticipated describing injuries more inability, during as related to his Mrs. Corbin’s lifetime, “to call her to tell her really what occurred and how sorry was.” [he]

Standard of Review 2-501,

The entry summary judgment of is Rule governed by provides pertinent which in part:

(f) Entry The court shall enter in judgment judgment. of favor of against moving or if the motion and party response show that there genuine dispute any is no as to material fact and in party judgment that the whose favor is judgment entered is entitled to as matter law. Crews, 722,

As we in recently stated Gourdine v. 405 Md. 735- 36, 769, (2008), 955 A.2d 777-78 the standard of of a review grant of such a motion is as follows:

110 summary grant of a motion for considering a trial court’s in most light reviews the record

judgment, this Court Anderson v. Council non-moving party. to the favorable Condominium, 404 on Tuckerman Unit Owners Gables 11, (2008); 560, 570-71, Rodriguez v. 948 A.2d 18 Md. (2007); Clarke, 39, v. Som- 400 926 A.2d 736 Rhoads Md. (2007) (“We mer, 131, 508, 148, A.2d 518 review 401 Md. 931 non-moving favorable to the light the record most be any may construe reasonable inferences that party and moving party.”); drawn from the facts Harford (2007) (In 73, 82, 1, Saks, 6 v. 399 Md. 923 A.2d County summary on a motion for a trial court’s decision reviewing any whether material facts seek to determine judgment, “we and, are, them in favor of they if we resolve dispute are Anderson, v. 366 Md. party.”); Lovelace non-moving (2001) (In 690, 695, 726, reviewing grant 785 A.2d 728 summary “we must judgment, the defendants’ motions for therefrom, facts, light inferences review the and all If are no material facts plaintiffs.”). most favorable to the determine whether the Circuit this Court must dispute, a matter of summary judgment entered as correctly Court Anderson, 571, 18; Rodriguez, 948 A.2d at law. 404 Md. at 754; Saks, 82, 70, 399 Md. at 923 at 926 A.2d at 400 Md. 6; Guaranty Corp. Ins. v. Casualty A.2d at Property 1, (2007); Yanni, 474, 480-81, 5 Standard 397 Md. Berrett, 1072, 439, 451, A.2d 910 Fire Ins. Co. v. (2006). summary entering from an order appeal 1079 On the trial grounds upon which judgment, “only we review summary judgment.” Rodriguez, in granting court relied Fire, 395 quoting A.2d at Standard 400 Md. at Duke, 2, 10, 1079; Md. Eid v. Md. at 910 A.2d at Lovelace, (2003), 366 Md. at quoting A.2d 785 A.2d at 729.

Introduction implica- case the present to consider in the

We are asked agree- and whether such an agreement, a fee tions of HI contract and tort duties give rise to actionable may ment co-counsel, the fee itself. other than those related to between attorneys appears or division of fees between sharing The roots, custom: stemming English from deep have historical in America referral or finder’s fee The of such a genesis countryside solici- practice well be traceable to may who, litigation, with would tors in when faced England An in agents. agent as would associate London solicitors to take full turn retain a hamster from the Inns of Court being of the with the custom charge litigation, resulting solicitor would share one-third of referring fee. Fee Levy, Intra-Attorney Sharing C.

Thomas J. Hall & Joel omitted). (1976) (footnote 1, Arrangements, Val. U.L.Rev. sharing attorneys between Although during period, appears referral of clients to have been involving merely the expressly American Bar Association accepted, by 1937 the find attorney’s payment an of a “referral or recognized that there was a problematic, fee” another was unless er’s 34, responsibility, as witnessed Canon which division stated: except is legal proper,

No division of fees for services responsi- or lawyer, upon another based a division of service bility. ABA Ethics No. as quoting

Id. at Canons of Professional adopted by Delegates the American Bar Association House 1.5(e) Maryland in 1937. The iteration of Rule of the Rules of (MRPC), in effect at the time the fee Professional Conduct agreement with which we are concerned was execut- sharing ed,4 attorneys that fee between splitting reflects notion by each proportion performed must have been work 1.5(e) April adopted by 1986 and took 4. Rule was this Court on provision subsequently January was amended effect on 1987. 8, 2005, July February We recite Rules Order dated effective 1.5(e) prior in effect in 2004 when the fee iteration of Rule agreement question was executed. client, each could by lawyer or if consented to attorney, joint responsibility: assume

(e) in lawyers A of fee who are not division between may only same firm be made if: (1) by in proportion performed the division is to the services or, client, with the each lawyer by agreement each written for the joint responsibility representation; assumes lawyer (2) object of and does not to the the client is advised involved; lawyers of all the participation (3) the total fee is reasonable. 250, 264, 366 Md. 783 Attorney Chasnoff,

See also Grievance v. (2001) of on (noting purpose A.2d 232 that the restrictions clients”), in brokering citing is “to avoid C. splitting (1986). 9.2.4, Wolfram, § Ethics at 510 Rule Legal Modem 1.5(e) 2-107, DR substantially predecessor, is similar to its agree the addition that the client must to the except for in under certain circumstances. 'writing division of the fee Kandel, See, 183, 189-90, v. 308 Md. 517 A.2d e.g., Vogelhut (1986) 2-107). 1092, 1095 DR (interpreting background It is with this that we review the fee agreement question.

Discussion whether, gravamen pursuant of the issue is to the fee owed various duties under con-

sharing agreement, Littlepage than to principles propor- tractual and tort other tionally the fee. split

A. Breach Contract for breach of Littlepage

Blondell seeks to recover from First, contract, that positing two theories. Blondell asserts duty good faith and sharing agreement imposed the fee Second, implied argues fair all contracts. dealing, venture, joint giving that created a rise to agreement that Blondell as fiduciary accompanying relationship. duties by engaging breached these duties serts regarding information” “self-dealing,” “withholding material settlement, convincing” the Corbins “surreptitiously him. pursue malpractice claim

113 interpretation by contract because we are bound Clearly, King, v. 405 Md. agreement, Clancy of the the “four corners” (2008), v. 541, 556-57, quoting Cochran 954 A.2d (2007), 16-17, Norkunas, A.2d 709-10 Md. Inc., Maryland, v. Mariner Health citing Walton (2006), in the first 643, 660, our focus instance, and Consent to Fee-Shar- “Acknowledgment is the ing Agreement”: Conduct, Rules Professional applicable

Pursuant I/we, hereby acknowledge do undersigned, I/we Littlepage, law firm of Diane M. advised have been in will be shared legal my/our that the fee case Esquire Esquire M. and William Littlepage, between Diane division of services anticipated on the basis of the Esquire that Diane M. rendered in the case. understand to be I/we primary responsibility will have for the Littlepage, Esquire claim, court prosecuting my/our including handling [sic] case, should become and the trial of the such appearances that, Blondell, Esquire will act as co- necessary, William perform in the case and will other services as counsel hereby requested by Littlepage, Esquire. Diane M. I/we fee and consent to the of the understand have effect on the fee fee-sharing agreement will NO overall my/our to be in case. charged unambiguous sharing agree-

The clear and terms of the fee in Littlepage any ment that Blondell and will share provide anticipated “the division of services to be upon based would “primary respon- rendered” and that assume claim, sibility” prosecuting the Corbin and that Blondell “co-counsel,” would act as services “as performing requested” by Littlepage. contract in Maryland gives

While it is true that a implied duty good dealing, Clancy, rise to an of faith and fair 565-66, 1106-07, duty 405 at 954 A.2d at concerns the 2 and enforcement” of contract itself. Cor “performance (Rev. Contracts, 1995); § Ed. 23 bin on 5.27 at 139 Williston (4th 2002). Contracts, § at 498 ed. The rationale for on 63.21 114

relating implied good dealing covenant of faith and fair purpose succinctly of the contract was articulated in dicta Markets, Associates, Ltd., in Eastern Inc. v. Shore J.D. 213 (4th Cir.2000), F.3d which the Fourth Circuit quoted Bank, from Parker v. 91 Md.App. Columbia 604 A.2d (1992), from our appellate intermediate court: faith fair good dealing covenant “does not [T]he a to take obligate [party] [party] affirmative actions that the is to take clearly required under Par- [the contract].” Bank, ker v. Columbia Md.App.

(1992) (addressing duty good faith and fair dealing borrower). Rather, lender and duty contracts between “simply prohibits party one to a contract from acting such prevent party performing manner as to the other from short, obligations under the contract.” Id. ... while the faith implied duty good dealing and fair recognized Maryland party that one to a requires contract not frustrate party’s performance, the other it is not understood to silent, interpose obligations new about which the contract is if obligation even inclusion of the is to be thought logical and An implied duty simply recognition wise. is of conditions in expressed promises. inherent (alterations in original). duty Id. at 182-84 faith good case, therefore, and fair fulfilled in the dealing present was because, dispute is no that Littlepage “[t]here delivered to settlement, Blondell his share of fulfill- proportionate thus ing her to Blondell under the obligation agreement.”5 Blon- 123, 148, 678, Littlepage, Md.App. dell v. 185 968 A.2d 692 (2009).

An of analysis Blondell’s breach of contract claim joint under venture or partnership6 principles also fails. Littlepage delayed remitting 5. Blondell asserts that his share of the fee, acknowledges delay but that this is not the of basis his breach of contract claim. 9A-202(a) Article, Corporations Mary- 6. Section of the and Associations (1975, Repl.Vol.), partnership joint land Code 2007 a describes interchangeably: venture

115 Littlepage that he and much of the fact Blondell makes fee,” thereby allegedly of the to an division “agreed equal fiducia- or with attendant joint partnership, a venture forging 9A-202(d) and Associa- Corporations of ry duties. Section (1975, Article, RepLVol.), expressly 2007 Maryland Code tions however, sharing “does not profits provides, Lit, Berger, also M. Inc. v. a See partnership.” itself establish (1961) (“The mere 241, 247, 170 A.2d 306 a partner- in itself sufficient to create profits is ”). .... ship addition, established the sharing agreement

In the fee Blondell, namely respective obligations Littlepage responsible handling was Corbin Littlepage primarily matter, delegated by and Blondell would tasks Little- perform in any and share fee she recovered. fulfilled page her under the when she Blondell his obligation agreement paid fee; again, of the as our intermediate proportionate share noted, appellate “[njothing agreement required court in the Littlepage to consult and communicate with Blondell.” 185 at 968 Md.App. A.2d at

Blondell, nevertheless, asserts that we should determine joint dealings that a was implicated venture “[ojther owed, Littlepage, supporting fiduciary duty a because courts concluded attorneys agree split have that where two created,” Nevoral, joint a fee a venture citing is Karchmar v. (1999). In Ill.App.3d Ill.Dec. 707 N.E.2d 223 Karchmar, a Mr. Marshall retained an Karch- attorney named (a) (c) general.—Except provided as otherwise in subsection this section, unincorporated persons association of two or more carry profit partnership, on as co-owners a business for forms a persons partnership whether or not the intend to form a and whether venture”, “joint any “partnership”, or is called or not the association other name. Center, Montgomery County,

See Wildwood Medical L.L.C. v. also 489, 498-99, (2008) (describing partnership as Md. persons' 'carry "an association of 'two or more who on as co-owners’ in mutually relationship ... ‘whether or not is [it] beneficial business venture, ”), quoting partnership, joint any called or other name.’ Md. (1975, 9A-101(i) 9A-202(a) RepLVol.), Code 2007 Sections of the Corporations and Associations Article. personal injury

mar to file a claim after the tractor trailer he overturned, driving rendering was him a quadriplegic. Karch- Nevoral, mar referred the matter to another lawyer, orally on a agreeing fifty-fifty share fees basis. Karchmar later modification, in agreed to a writing reducing his fee to one- After a jury third. Id. at 225. verdict the amount of $8.2 million, appellate the Illinois intermediate court reversed the Marshall, and remanded for judgment a new trial. Mr. there- after, Nevoral, signed agreement a new all renouncing prior agreements providing pay Marshall would any recovered, Nevoral forty percent any amount and that arising expenses by claims for fees and incurred Karchmar by were “to be resolved Nevoral.” Id. million, Mr. claim

When Marshall’s was settled for $8.5 fee, Nevoral received the entire and Karchmar filed suit for breach of fiduciary duty, recover his share of the fees obtained the settlement. Id. at 225. In reversing grant Nevoral, summary judgment favor of the Illinois interme that, appellate agreement diate court reasoned “[a]n between attorneys joint two to share fees creates a venture and there fore a fiduciary duty honesty good faith to disclose to affecting joint each other all matters their representation.” Grossman, 719, 186 citing Id. at Holstein v. 246 Ill.App.3d (1993).7 Ill.Dec. 616 N.E.2d 1224 discussing Without predicates upon factual relied for the a joint creation of venture, the court concluded that a factual question remained regarding whether Karchmar was indeed fired Mr. Mar settlement, claimed, prior shall as Nevoral and therefore entry summary judgment. reversed the Id. at 227. Grossman, Ill.App.3d In Holstein v. 186 Ill.Dec. (1993), Holstein, attorney, allegedly N.E.2d an entered into Grossman, agreement” lawyer, an "oral fee-referral with another personal injury which Holstein was to refer cases to Grossman’s law exchange any attorney firm in one-half share of fees. The Illinois appellate intermediate court determined that whether the fee attorneys arrangement, agreed in which the to share fees and assume rendered, venture, equal responsibility joint for the services created a question. remained fact Id. at 1237-38.

H7 case, howev present in the analysis our important More the Karchmar months after only three er, the fact that is recognized that filed, expressly court the same decision was support does not by attorneys sharing of fees the mere participation that emphasized joint venture existence of is attorneys both by representation over the authority Tobin, Ill. Hale, Ltd. v. In Canel and determinative. (1999), an attor 710 N.E.2d 238 Ill.Dec. App.3d to the Canel Tobin, case malpractice a medical ney, referred signed firm, “fee disclosure form” to a pursuant and Hale law to a prior clients, discharged the firm was although by the The firm filed suit Id. at 866. law by the clients. settlement Tobin, share of the fee and to recover its seeking created “joint that a venture” was asserted remarkably similar language which contained agreement, that at issue here: prepara- responsible “primarily was be

[P]laintiff claim, would plaintiff of the [clients’] tion and resolution from [defendant]----” to time assistance require from time and defendant provided plaintiff The form further claim is responsible [the clients’] “are both to see Tobin Furthermore, form indi- the disclosure properly handled.” portion Tobin was to receive a cated that defendant fee. plaintiffs (third court reasoned original). alteration in The

Id. at 870-71 venture joint failed to create a sharing agreement that the fee duties, disproportion- because of the fiduciary with attendant representation for the responsibility ate in and participation firm: by the law amount of work. do a disproportionate

Plaintiff was to acting as co-counsel and defendant Tobin were Plaintiff [clients]; amount disproportionate had a plaintiff for the engaged handling parties of the case. control over work for the benefit decision-making or shared no shared costs—only not even share the They did [clients]. and, Therefore, here joint there no venture was profit. thus, fiduciary duty no owed. case,

Id. present Blondell asserts that the fifty-fifty division of the fee with Littlepage evinces that “the parties envisioned more active participation” by suggesting Tobin, the existence joint however, of a venture. As in the fee sharing agreement here gave Littlepage “primary responsibili- ty” for prosecuting the claim Corbins’ and enabled her to involvement, determine the level of Blondell’s joint so that a venture, even under the Illinois intermediate appellate court’s interpretation, would not exist. Mull, v.

Krebs 727 So.2d 564 (La.Ct.App.1998), also relied upon by is persuasive for the that proposition only with active participation and responsibility joint would a ven- case, ture so In Krebs, exist. that an attorney, was retained clients, by two who suffered from hemophilia and had con- tracted AIDS from blood transfusions. Id. at 565. Krebs Mull, enlisted the aid of Lorraine and Thomas and their law Mull, firm trial, Mull & in preparation for and all three attorneys agreed jointly to handle hemophilia— additional AIDS cases. When Thomas Mull allegedly “invited” the Krebs, clients to discharge Krebs filed a alleging claim “trade libel,” contract, tortious interference with “invasion of business interest,” unjust and enrichment the Mulls. Id. at 565-66. the reversing trial court’s dismissal of Krebs’ claims, the Louisiana intermediate appellate court determined Krebs, Mull, that venture, and had forged joint Mull a because the attorneys had agreed equally to share in proceeds the cases, the hemophilia—AIDS actively as well as in participate the preparation and trial of the cases and the contribute to costs of litigation. the Id. at 568-69. Even holding this has been disapproved to the extent that the Louisiana Supreme Court later renounced the existence of a fiduciary obligation attorneys arising between two from sharing agreement. a fee Reese, LLP, v. Adams and 950 So.2d 653 n. 10 Scheffler (La.2007). result, As a assuming joint that a venture could be estab- lished between and attorneys further that a assuming fiducia- arise, ry duty could we determine that Blondell and Littlepage did not equally representation share responsibilities as well as sharing agree- the case, pursuant the authority over of contract action fails. ment, and Blondell’s breach Concealment B. and Fraudulent Negligence asserts, regarding negligence Blondell similarly counts, owed duties that fraudulent concealment her advice concerning to him communication and disclosure filing delayed fatally may have the clients that Blondell claim, issue that diminished thereby creating their an the clients case, that suggesting value of the settlement against Blondell. pursue malpractice action potential matter, elements one of the essential As a threshold concealment is action and fraudulent negligence causes of recently parties. As we duty of a between existence (2007): GM, Lloyd v. A.2d reiterated following A must alleging negligence contain complaint (1) duty that was under elements: the defendant (2) the defendant protect plaintiff from, injury, that (3) actual duty, plaintiff suffered breached (4) loss, or injury proximately or that the loss injury duty. from the resulted defendant’s breach added) 131-32, (quotation Id. A.2d (emphasis at 916 at 270-71 omitted), 544, v. On 353 Md. quoting Target, marks Valentine 549, 947, Lane, 34, 43, (1999); E v. Md. 727 A.2d 949 BG & 338 Exxon, 307, (1995), 656 311 Rosenblatt v. 335 Md. citing A.2d (1994). 58, 76, 180, Similarly, 642 A.2d 188 the essential a claim of include: elements of fraudulent concealment (1) to disclose a duty plaintiff owed a the defendant (2) fact; failed disclose that fact; material the defendant (3) plain- defraud or deceive the the defendant intended to (4) tiff; justifiable reliance on the plaintiff took action concealment; (5) damages as a plaintiff suffered result of the defendant’s concealment. added)

Lloyd, 138, Md. at A.2d at 274 (emphasis 397 916 Block, omitted), H & R 355 (quotation quoting marks Green v. (1999). 488, 525, 1039, Md. 735 A.2d 1059 120

With respect determining exists, duty whether a we often have recourse to the definition in Page Keeton, al., W. et (5th Prosser and Keeton on 1984), § The Law Torts 53 ed. which “duty” characterizes as “an obligation, to which the law will give recognition effect, to conform particular to a standard of conduct Crews, toward another.” Gourdine v. 405 722, 745, 769, (2008), Md. 955 A.2d 783 quoting Patton v. USA 627, 636-37, (2004). Rugby, 566, 381 Md. 851 A.2d 571 See State, also 447, 461, Pendleton v. 398 196, Md. 921 A.2d 204-05 (2007); Inc., Doe v. & Pharmacia Upjohn Company, 388 Md. 407, 415, 1088, (2005); 879 A.2d 1092 Hemmings v. Pelham Wood Ltd. P’ship, 522, 536, Liab. Ltd. 443, Md. 826 A.2d (2003); 149, Todd 155, v. 373 Md. 930, 816 A.2d MTA (2003); 933-34 Ashburn v. Anne Arundel County, 306 Md. 617, 627, (1986). 510 A.2d essence, In the determi nation of whether an duty actionable represents exists a policy question of whether specific plaintiff is protec entitled to tion from the Pendleton, acts of the defendant. 398 Md. at Rosenblatt, at quoting 335 Md. at A.2d at 189 (reasoning that “ultimately, the determination of duty whether a should be imposed is made weighing the various policy considerations and reaching a conclusion that are, the plaintiffs not, interests or are entitled to legal protec defendant.”). tion the conduct of the Bank, v. Jacques First Nat’l 515 A.2d 756 (1986), we had occasion to consider the nature of a duty and considerations of the relationship parties and foresee- ability: duty with which we are here concerned is a duty

imposed by law as a matter of sound policy, the violation of which a person bemay held to respond damages in tort. duty This is if conveniently, not lyrically, referred to duty.” as “tort A tort duty does not always coexist awith duty. moral Neither must a duty imposed by statute necessarily create a tort duty. Nor does a duty assumed or implied by contract that fact alone become a duty. tort

The mere negligent contract, breach aof a duty absent or obligation imposed by law independent of that out arising of an sound- itself, not to sustain action enough is the contract ing in tort. impose duty does also

Still, contractual every while relationship exists between a contractual duty, tort [w]here by is or duty imposed time a the and at the same persons surrounding attending or the of the circumstances arises out injured the transaction, duty of is a tort and such the breach case, on or he an action the remedy by party many have breach of contract. the tort and sue for may waive recognized should be duty whether a tort determining In context, are: major the two considerations a particular a failure to exercise likely to result from nature of the harm the care, relationship that exists between due the to due care creates the failure exercise parties. Where generally required an only, loss courts have risk of economic to a condition parties as intimate nexus between nexus is satisfied of This intimate imposition liability. tort contrast, By where equivalent. or its by privity contractual injury, one no such direct personal created is of risk shown, and the determinant relationship principle be need foreseeability. becomes (citations 533-35, footnote A.2d 759-60

Id. at at (alteration omitted) original). 745-46, Gourdine, at

In at (citations Patton, 637, 851 A.2d at 571 381 Md. at quoting omitted), interrelationship duty fore we discussed personal in instances of seeability, primary importance injury: to care creates risks of

Where the exercise due failure duty becomes principal “the determinant personal injury, foreseeability foreseeability.” simply The test “is intended to respect standards with an to reflect current societal acts and the ensu- negligent nexus between acceptable exists, duty ing determining whether a “it is harm.” supporting a cause important policy reasons consider discourage or is negligence. purpose action one of behavior encourage specific types party 122

benefit of another party.” “While is often foreseeability factors, considered most among important the of these its alone not duty existence does suffice to establish a under Maryland law.” “[d]uty

We continued that close requires a or direct effect of the tortfeasor’s conduct on the injured party,” as acknowl- by edged Prosser and Keeton:

“The rule that are to you your neighbor love becomes law, injure must you your lawyer’s neighbor; the question, my neighbor? Who is receives a reply. restricted You must take reasonable care to avoid acts or omissions you reasonably can which would be to likely injure foresee Who, then, your neighbor. my law is neighbor? The answer seems persons to be who are so closely directly by affected I my ought reasonably act that them in to have contemplation being so as affected when I am directing my mind to the acts or omissions are which called in question.” 746-47, Id. Keeton, al., at at quoting A.2d et Prosser and Keeton on Law at The Torts Section quoting of Stevenson, (1893); v. Donoghue Q.B. 491 see Dan B. also (2000) Dobbs, § The Law (“Relationship Torts of the of parties pervasively is so important in determining existence unmentioned.”). and measure of that it duty goes often here, then, concern We ourselves with whether there was that level of nexus” “intimate between Blondell Littlepage support to of a duty existence to warrant remunera- any loss, tion for economic outside any to allegedly related fee, which is not in issue. With respect any personal injury- recovery, we ask under whether presented, circumstances it was reasonably by foreseeable Blondell Littlepage that injuries alleged would suffer the he is to have incurred. test, Under the nexus” “intimate as well as in consider- the foreseeability question, ation of actionable consul- duties of tation and communication cannot be derived in the instant case, duty because owed any by Littlepage to Blondell is circumscribed sharing the fee agreement. agreement parties directly among contradicts the existence those was determine duties, unilaterally because services; had conceded request Blondell’s whether its consultation and attendant any necessity inception at Littlepage.8 him and between communication Littlepage—Blondell decline to elevate We also warranting relationship to a closer association communication consultation and duties of imposition Conduct, not of Professional Rule 1.5 of the Rules upon based imposition of civil support Rules not the the do only because the itself not support Rule 1.5 does liability,9 but also because Katz, v. 361 Md. Walpert, & Blumenthal Blondell cites Smullian 8. Bank, (2000), Chicago Co. v. and Title Insurance 762 A.2d 582 Allfirst (2006), support proposition that as for the A.2d 366 905 war- sharing agreement a “sufficient intimate nexus” fee created the and disclosure. ranting imposition of duties of consultation the firm, accounting duty by an Walpert, recognized of care owed we a In B, Katz, upon party, relied financial Mr. and Mrs. who WS & to a third extending prepared by &WS B accountants in and audits statements 649-51, ultimately 361 Md. at a business failed. loans to that sizeable duty was holding, emphasized we that the at In so 584-85. supplying WS & specific conduct of B accountants derived from the audits, regarding of reports, the financial health and other information meetings during the and in face to face with Katzses the business 693-94, making 608- anticipation Id. A.2d at them the loans. at of composition duty Walpert clearly supports of a notion that the 09. the relationship. specific purpose of the derived from the is Title, by recognized duty depository Chicago a of care owed a In we check, Bank, bank, to a drawer of a First non-customer Farmers improperly deposited representing payment Equity, regarding an check Title, Chicago outstanding 394 Md. at line of credit. for an care, duty we recognizing existence of a of at 368. In A.2d duty Bank limited expressly emphasized that owed Farmer’s was entity, specific Id. at specific Equity, First for this transaction.” to "a 299-300, Chicago recognized Again, 383. that A.2d at Title relationship parties. by the of finding any duty of is circumscribed may regarding not serve as a basis A violation the Rule expressed preamble the Rules of Profes- liability, as in the to for civil sional Conduct: give rise a cause of action a Rule does not itself to Violation of legal duty any presumption a has lawyer it that a nor does create addition, necessarily does not violation a Rule been breached. remedy, disqualification any non-disciplinary such as warrant other designed provide lawyer to pending litigation. The Rules are regulating guidance lawyers provide a conduct and to structure of such a recognition duty. beneficiary intended of Rule client, mandated, 1.5 is the for whom disclosure is rather than co-counsel.

Further, on impose duty that she should have foreseen that her failure consult and communicate would his ability speak affect to ever to his client, in and of may necessarily which itself not constitute a basis for damages, be, recoverable is not It may warranted. as Blondell has he alleged, injuries has suffered apart fee; because, however, from a lessened Littlepage was to involvement, determine level of Blondell’s as a solely agreed Blondell had matter of her own as prerogative, Corbins, reasonably disclosed to she could not expected be to have foreseen that the lack communication disclosure injure way specified. would Blondell result, As a we hold that the duties of consultation and alleges communication negligence are fraudulent concealment counts extant.

C. Intentional with Economic Relationship Interference

Finally, Blondell asserts that he maintain a may cause of action intentional for interference with an economic rela tionship, Littlepage “poisoned” because his relationship with Blondell,” “defaming “inducing Corbins the settle ment,” and “encouraging the Corbins” to a pursue malpractice action against Blondell. counters Blondell’s an intentional interference with economic relationship claim fail, must party because she was a to the agreement with the Corbins. Inc.,

In Kaser v. Financial Protection Marketing, 621, (2003), 376 Md. 831 A.2d Judge 49 John C. Eldridge, through disciplinary agencies. They designed are not to be a basis liability. for civil 142, 168-70, 806, Bregman, See also Post v. A.2d 707 819 (1998).

125 of intentional inter- Court, tort for this described the writing relationships as follows: or business contractual ference with for interference of tort actions general types two “[T]he an inducing the breach of relationships are with business wrong- and, maliciously or broadly, more existing contract relationships the absence economic fully interfering with underlying both principle The of a breach of contract. circumstances, certain under of the tort is same: forms another damages if he interferes with is party liable occupation.” business or 53, Inc. v. 628, Design, Natural quoting 831 A.2d at Id. at (1984). A claim Co., 674 302 Rouse Md. or rela- with contractual business intentional interference elements: following requires tions acts; (2) (1) dam- calculated to cause intentional and wilful business; (3) with in their done plaintiffs to the lawful age loss, with- damage and unlawful to cause such purpose of the defendants justifiable part or cause on the right out (4) malice); (which and loss damage actual constitutes resulting. omitted). 628-29, (quotation A.2d at marks

Id. at 53 necessity that the defen- Eldridge further discussed the Judge relationship: the economic party dant not be be a to the the defendant not requirement party The relations traceable to the first case contract or is business con- tort of intentional interference with recognizing the tract, the seminal English case of Lumley v. Gye ^[1853] Eng. Rep. L.J.Q.B. El. & Bl. to breach persuaded opera singer an

Lumley, defendant plaintiffs perform contract theater order to her plaintiff clearly a breach at his theater instead. had no opera singer; he had contract action however party claim the induced recognized against who previously Nevertheless, court recognized the breach. divided third-party a cause of action the plaintiff the had interference with contract. theater for intentional owner Id. at (alteration see also K 630-31, 831 A.2d in original); at 54 Lee, & K v. 137, 156, Management (1989) (“This permitted Court recovery has never for the tort when intentional interference with contract both the contract.”) defendant and the were the plaintiff parties to (internal omitted); Keeton, al., et Prosser quotation marks (“The and Keeton Torts at on Law Section 129 defen- dant’s of his with plaintiff breach own contract is of course tort.”). not a basis for case, Corbins, present Blondell and Littlepage to parties agreement.

were the fee sharing Littlepage agreed to “primary undertake responsibility” representation for the Blondell; Blondell, turn, and to fee share with agreed to perform by “as requested” Littlepage. Littlepage, services then, principles, under well-established could not intentionally interfere awith contractual or economic relationship which she was a party. Koski, refers to Cavicchi v.

Blondell, nevertheless, 67 Mass. (2006), 654, 855 App.Ct. N.E.2d 1137 for the proposition that an intentional interference claim could be maintained against case, Cavicchi, In that Littlepage. attorney, an John succeed was, ed in having thereafter, client’s conviction vacated and retained him in by anticipated the client to an represent civil Id. wrongful suit for incarceration. at 1140. Cavicchi and Koski, attorney, agreed jointly another represent William matter, the client in both the civil entered into a written contingent agreement governing with client the civil discharged claim. later The client Cavicchi and refused to pay Id. at him for the prior services rendered in criminal case. against Koski, 1140-41. alleging Cavicchi filed suit interfer ence asserting with a contractual or business relationship, Koski Cavicchi in induced client to fire the civil matter Id. at payment withhold his fee criminal case.

The Massachusetts appellate recognized intermediate court a cause of based Koski’s upon alleged action interference improper right a fee paid means Cavicchi’s to be stem- at This determi case. Id. criminal ming prior from because jurisprudence, with our entirely is consistent nation matter, in the criminal Koski, a fee not owed to whom was the client or means” induced “improper motive apparently by case. Id. fee the criminal to to Cavicchi’s pay refuse recog court addition, the Massachusetts to the extent that interference connec action for intentional nized a cause of client’s causing the Koski’s interference alleged tion with case, did apparently the court of Cavicchi in the civil discharge both Koski were Cavicchi and even consider whether case could To the extent that the parties agreement. to the intentional a cause of action for permitting be as construed relations, dis business we with contractual or interference such expressly this has disavowed agree, because Court to the action, party offender is a alleged when the cause See, Kaser, at e.g., 376 Md. relationship, as here. economic 59-60; at Management, K & K 316 Md. 831 A.2d at Clark, 974; Trust Co. v. Wilmington 557 A.2d at (1981). Thus, entry of we affirm the intentional Littlepage favor of on the summary judgment claim. relationship or economic interference with contractual Therefore, of consulta- recognize we decline to those duties tion, communication, to and as alleged disclosure sharing agreement Littlepage. be to the with attendant the fee Littlepage We determine did not breach also that dealing, good faith and fair sharing agreement respect or nor contractual tortiously did she interfere with Blondell’s therefore, We, af- relationship Corbins. economic with the firm. OF THE OF APPEALS

JUDGMENT COURT SPECIAL AND THE COURT AFFIRMED. COSTS IN THIS COURT OF BE PAID BY PETITIONER. APPEALS TO SPECIAL

BELL, C.J., opinion. dissents and files BELL, Dissenting Opinion by Judge. Chief holds, case, majority responding questions In this Blondell, Jr., that the presented by petitioner, J. William Diane M. respondent, Littlepage, express

“did not breach the or terms of the implied contract joint in question representation and fee-sharing, [for party which she with the petitioner], was a the fee issue, law, agreement as a matter did not give duty rise to an actionable tort consultation disclosure finally, between Littlepage tortiously could interfere not with a contractual or economic relationship to she was a party.” which 96, 101, (2010). Blondell v. A.2d Littlepage, 991 83 I am not that any majority’s at all sure one of the answers to correct,1 the questions is I am although particularly troubled by address, its final which I response, briefly. will albeit

The gravamen of Blondell’s intentional interference with contract or economic claim is that relationship Littlepage “poisoned” relationship with the In support client. of that characterization, offered that Littlepage he evidence “stated the opinion that unnecessarily delayed [to her Blondell clients] claim, filing their thus an creating arguable limitations defense claim,” that value of diminished the their Blondell v. Little 123, 131, page, (2009), 682 Md.App. A.2d advised right proceed against the clients of the Blondell in and, recommended, malpractice action fact with names of so, possible lawyers purpose, they the do for that and the clients, recommendation, on settled the Littlepage’s action for parties 1. There that the relationship. can be no doubt had a contractual and, turn, and, by sought Blondell was the client retained as Acknowledgment Fee-Sharing Agree evidenced To the And Consent ment, co-counsel, having Littlepage contracted for the assistance of as "primary responsibility” prosecuting the claim. That the me parties’ fee-sharing arrangement morialization co-counsel and relationship also involved and included client and terms of the enumerated, anywhere expressly between counsel were never mind so, clearly change parties does not the fact that entered into a me, that, equally relationship, contract. To clear it is as to there was, so, necessarily implied obligation part an on the of each to fairly, honestly good deal and in the other. faith with If it were otherwise, illustrates, could, impuni as this case either with co-counsel undermine, worse, ty consequence, disparage, and without fear of his or her That does not test of co-counsel. meet the common sense or any jurisprudential approach. reasoned Emphasizing sued for. than the amount less significantly to which relationship client attorney to the party she was maintained rejoined and Littlepage party, also was not lie. does simply cause of action that the Blondell, 413 Md. at Littlepage. majority sided reasoned: A.2d at 98. It Corbins, case, Littlepage Blondell and present “In the sharing agreement. the fee parties were repre- for the responsibility’ ‘primary to undertake agreed turn, Blondell; to fee share with sentation and Littlepage. requested’ by ‘as services agreed perform could not then, principles, established under well Littlepage, rela- a contractual or economic interfere with intentionally under well-established party to which she was tionship principles.” only factual scenario To reach this result—indeed

Id. majority had to treat the apply—the this would analysis which notwith- attorney-client relationship, of the “attorney” part non-related or standing professionally that it consisted two unit, in which the attorneys, single, as a indivisible unaffiliated or professionally one the two non-related relationship of fact, and, in the clients defined attorneys unaffiliated with of the other with the relationship the limits of the prescribed nor common reality That neither with comports clients.2 not, view, in my negate A does relationship sense. co-counsel each relationship foreclose a consistent between separate, or clients. the situation attorneys one of the and the Were not, course, representation view co-counsel 2. Courts do as a matter example, when been determined single, indivisible unit. For it has as a attorneys representing single must client that one of the unaffiliated interest, automatically do not find disqualified courts be for a conflict single, they attorneys disqualified, that are a indivisi- all of the are client, therefore, unit, and, i.e. relinquish representation of the ble must however, holding, majority's impute Under the to them the conflict. fact, reality logically and in it is precisely what must occur. that is represen- to continue the quite for the non-interested counsel common tation, being responsibility. attorney relieved of the the interested with so, believe, relationship attorney separate has a This is I because each with the clients. reversed, I can not imagine the clients would be restrict- ed to an action against both as a unit attorneys or that the viability of the clients’ cause of action their attorneys would be made to depend on the relationship they had with one of the co-counsel and co-counsel, the actions of that any without regard any relationship they may have had with the other or any may actions he or she engaged have in. Moreover, me, important, more if the majority is correct, attorney, an consequences without fear of and with impunity, may undermine his or her co-counsel’s relationship n denigrate, retribution, the clients and without fear of simply his or her legal competence but any other attribute or quality upon which a client reasonably relies and without likely which the client is not willing to be to trust. This would outcome, be a troubling especially in a profession where an attorney’s largely livelihood rests upon reputation.

Case Details

Case Name: Blondell v. Littlepage

Court Name: Court of Appeals of Maryland

Date Published: Mar 17, 2010

Citation: 991 A.2d 80

Docket Number: 73 September Term, 2009

Court Abbreviation: Md.