Crumley Roberts, LLP v. Henninger Garrison Davis LLC (In re Syngenta AG MIR 162 Corn Litig.)
| Decision Date | 06 April 2023 |
| Docket Number | MDL 2591,14-md-2591-JWL |
| Parties | IN RE SYNGENTA AG MIR 162 CORN LITIGATION v. Henninger Garrison Davis LLC, et al., No. 21-2261-JWL This Document Relates To: Crumley Roberts, LLP and Burke Harvey, LLC |
| Court | U.S. District Court — District of Kansas |
This single case within this multi-district litigation (MDL) presently comes before the Court on defendant's motion for summary judgment (Doc. # 89) and plaintiffs' crossmotion for partial summary judgment (Doc. #96). For the reasons set forth below, the Court denies both motions.
In this suit, plaintiff law firms (“Crumley Roberts” and Burke Harvey”) seek to recover from defendant law firm (“HGD”) two thirds of an attorney fee award pursuant to an alleged oral agreement among the parties. Specifically, plaintiffs allege that the parties agreed that they would work together to pursue litigation against Syngenta (the common defendant in the MDL) and that they would split “fees” equally among the three firms one-third to each, after paying any referral fees. The parties litigated individual actions against Syngenta on behalf of their clients, particularly in Illinois, but a global settlement of claims against Syngenta was reached and was subsequently approved by this Court, and a settlement class was certified.
The Court then awarded total attorney fees from the settlement fund in the amount of $503,333,333.33 (one-third of the total settlement). The Court allocated those fees among four pools: Kansas (49%), Minnesota (23.5%), and Illinois (15.5%) common benefit pools, to be awarded for work that benefitted the entire settlement class; and an “IRPA” pool (12%), to be allocated among individually retained private attorneys pro rata based on the ultimate recoveries by their claimant clients. The parties to this action were assigned to the Illinois common benefit pool, and they (along with a few other firms) submitted a joint application (as “Team HGD”) for an award of common benefit fees to the United States District Court for the Southern District of Illinois, to which the Court had assigned the initial task of allocating fees from the Illinois pool. Ultimately, a total of $29,140,257.14 was awarded to “Team HGD” and distributed to HGD, but HGD has not paid any portion of that award to plaintiffs.[1] Plaintiffs claim that HGD has breached the parties' oral agreement by failing to divide that common benefit award equally among the three firms. HGD contends that the parties' agreement does not apply to the award of common benefit fees.
In this action, plaintiffs assert claims for breach of contract; a claim of promissory estoppel; and a claim for dissolution, accounting, and distribution under the Illinois Uniform Partnership Act.[2] By its present motion, defendant HGD seeks summary judgment on all of those claims against it. By their cross-motion, plaintiffs seek summary judgment with respect to liability on their contract claim.
Summary judgment is appropriate if the moving party demonstrates that there is “no genuine dispute as to any material fact” and that it is “entitled to a judgment as a matter of law.” Fed.R.Civ.P. 56(a). In applying this standard, the court views the evidence and all reasonable inferences therefrom in the light most favorable to the nonmoving party. See Burke v. Utah Transit Auth. & Local 382, 462 F.3d 1253, 1258 (10th Cir. 2006). An issue of fact is “genuine” if “the evidence allows a reasonable jury to resolve the issue either way.” See Haynes v. Level 3 Communications, LLC, 456 F.3d 1215, 1219 (10th Cir. 2006). A fact is “material” when “it is essential to the proper disposition of the claim.” See id.
The moving party bears the initial burden of demonstrating an absence of a genuine issue of material fact and entitlement to judgment as a matter of law. See Thom v. Bristol-Myers Squibb Co., 353 F.3d 848, 851 (10th Cir. 2003) (citing Celotex Corp. v. Catrett, 477 U.S. 317, 322-23 (1986)). In attempting to meet that standard, a movant that does not bear the ultimate burden of persuasion at trial need not negate the other party's claim; rather, the movant need simply point out to the court a lack of evidence for the other party on an essential element of that party's claim. See id. (citing Celotex, 477 U.S. at 325).
If the movant carries this initial burden, the nonmovant may not simply rest upon the pleadings but must “bring forward specific facts showing a genuine issue for trial as to those dispositive matters for which he or she carries the burden of proof.” See Garrison v. Gambro, Inc., 428 F.3d 933, 935 (10th Cir. 2005). To accomplish this, sufficient evidence pertinent to the material issue “must be identified by reference to an affidavit, a deposition transcript, or a specific exhibit incorporated therein.” See Diaz v. Paul J. Kennedy Law Firm, 289 F.3d 671, 675 (10th Cir. 2002).
Finally, the Court notes that summary judgment is not a “disfavored procedural shortcut;” rather, it is an important procedure “designed to secure the just, speedy and inexpensive determination of every action.” See Celotex, 477 U.S. at 327 (quoting Fed.R.Civ.P. 1).
The Court first addresses HGD's argument that plaintiffs may not enforce - and have waived the enforcement of - the alleged oral agreement to split fees because the agreement was not submitted to the special master appointed by the Illinois court to recommend an allocation of the Illinois common benefit pool. HGD relies on a section of the special master's Report and Recommendation (R&R), in which he stated as follows:
HGD notes in particular the statements that the special master had requested fee sharing agreements and that he had received only certain agreements (meaning that plaintiff's alleged oral agreement had not been submitted to him). HGD has not provided this Court with the special master's actual request, however, and thus the exact scope of that request (for instance, whether he requested all agreements or only written ones) remains unknown. In addition, plaintiffs have submitted evidence that they never received any such request from the special master, and HGD has not provided evidence that it forwarded any such request to plaintiffs or otherwise controverted plaintiffs' evidence in any way. Instead, HGD argues that plaintiffs undisputedly reviewed the R&R but failed to take action (such as objecting or submitting the alleged oral agreement) in response to the excerpt quoted above. HGD further notes that although the Illinois court refused to accept many of the recommendations by the special master relating to the allocation of fees from that pool, the court did not disturb the master's finding that certain other fee sharing agreements were reasonable.
The Court cannot conclude, however, that plaintiffs were required to submit the alleged oral agreement to the special master or the Illinois court or that they otherwise knowingly waived the right to enforce the agreement. First, although the Illinois court may have empowered the special master to request certain information and to resolve feesharing disputes, there is no indication that the court did - or had the power to - authorize the master to require all agreements to be submitted and approved or else be deemed waived. Just as this Court previously lacked any basis to approve common benefit agreements among counsel, see In re Syngenta AG MIR 162 Corn Litig., 2015 WL 2165341, at *8 (D. Kan. May 8, 2015) (Lungstrum, J.), there would be no basis for the Illinois court or special master to approve any agreement among counsel concerning an application for common benefit fees, at least until a dispute had arisen and been submitted for resolution. Moreover, even if the special master had possessed that power, he did not state in the R&R that all fee sharing agreements had to be submitted or else they could not be enforced (and, again, the actual request from the special master has not been submitted). Indeed, the fact that Team HGD had submitted a joint application on behalf of multiple firms would have suggested that those joint applicants had agreed on a basis for dividing any resulting award, and the special master did not reject the application to the contrary, the special master acknowledged that future disputes could yet arise among joint applicants. Nor did the Illinois court, in ruling on objections to the R&R, indicate that unsubmitted or unapproved fee sharing agreements could no longer be enforced. Accordingly, the Court will not reject plaintiffs' claims based on the alleged...
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