Judge: Joseph Lipner, Case: 21STCV22508, Date: 2024-12-31 Tentative Ruling

Case Number: 21STCV22508    Hearing Date: December 31, 2024    Dept: 72

SUPERIOR COURT OF CALIFORNIA

COUNTY OF LOS ANGELES

DEPARTMENT 72

TENTATIVE RULING

Defendants Xenofon Ted Stavropoulos (“Stavropoulos”) moves for an award of attorney’s fees against Plaintiffs Jay Hooper (“Hooper”), UW International Corp. (“UW”), and Crown Estate Holding LLC (“CEH”) (collectively, “Plaintiffs”) in the amount of $394,264.17.

The Court GRANTS the motion in the amount of $354,587.00.

Background

            This case relates to a business venture whereby Stavropoulos, John Alexander Rigas (“Rigas”), and Hooper (collectively, the “Principals”) formed Mission n95 Holdings, LLC (“Mission”) in the spring of 2020 to procure and provide personal protective equipment during the Covid-19 pandemic.  Plaintiffs subsequently filed this lawsuit against Defendants Rigas and Mission (collectively, the “Rigas Defendants”), and Stavropoulos (collectively with Rigas and Mission, “Defendants”). 

The Court has recited background facts relating to this dispute in both the prior attorney’s fee order (10/31/2024 Minute Order) and the order granting summary judgment. (8/21/2024 Minute Order; 6/21/2024 Minute Order.)  As described more fully in those orders, on June 11, 2020, the Principals executed an agreement (the “General Agreement”).  Near the end of December 2020, the Principals executed several agreements (collectively, the “December Agreements”): 

1. The Mutual General Release Agreement (“Mutual General Release”), dated December 29, 2020, signed by Hooper, his wife Rebecca Hooper (consenting to her husband’s execution of the agreement), Stavropoulos, and Rigas individually and on Mission’s behalf; 

2. The Rescission Agreement, dated December 29, 2020, signed by the same four people in their same capacities as the Mutual General Release; 

3. The First Amendment to General Agreement (“Amended General Agreement”), dated December 29, 2020, signed by Hooper on behalf of UW and Rigas on behalf of Mission; and  

4. The Employment Agreement, which was dated as of May 6, 2020, signed by Rigas on behalf of Mission and Hooper as an Employee of Mission. 

The Rigas Defendants moved for summary judgment on February 15, 2024 (the “Prior Motion”). On June 21, 2024, the Court issued an order granting the Rigas Defendants’ motion for summary judgment on the grounds that the General Release in the December Agreements barred Plaintiffs’ claims. 

On July 5, 2024, judgment was entered for the Rigas Defendants and against Plaintiffs. 

On August 21, 2024, the Court granted Stavropoulos’ motion for summary judgment on similar grounds. Judgment was entered for Stavropoulos and against Plaintiffs on September 3, 2024. 

On November 1, 2024, Stavropoulos filed this motion for attorney’s fees. On December 17, 2024, Plaintiffs filed an opposition. On December 23, 2024, Stavropoulos filed a reply.

Legal Standard

“In any action on a contract, where the contract specifically provides that attorney's fees and costs, which are incurred to enforce that contract, shall be awarded either to one of the parties or to the prevailing party, then the party who is determined to be the party prevailing on the contract, whether he or she is the party specified in the contract or not, shall be entitled to reasonable attorney's fees in addition to other costs. 

Where a contract provides for attorney's fees, as set forth above, that provision shall be construed as applying to the entire contract, unless each party was represented by counsel in the negotiation and execution of the contract, and the fact of that representation is specified in the contract. 

Reasonable attorney's fees shall be fixed by the court, and shall be an element of the costs of suit.” 

(Civ. Code, § 1717, subd. (a).) 

Discussion

Entitlement to Fees

            The Mutual General Release, the Rescission Agreement, and the Employment Agreement each provide for the award of attorney’s fees to the prevailing party in an action to enforce the agreement. (Brown Decl., ¶ 3, Ex. A, ¶ 5 [Mutual General Release]; ¶ 4, Ex. B, ¶ 17 [Recission Agreement]; ¶ 5, Ex. C, ¶ 20 [Hooper Employment Agreement].)

The General Agreement does not. Instead, the General Agreement provided that the parties would pay they own costs and expenses, including legal fees, associated with the General Agreement.

Plaintiffs filed suit under the Operating Agreement and the General Agreement, among other things. However, it was the December Agreements—including the Mutual General Release, Recission Agreement, and Employment Agreement—that were dispositive. Defendants successfully obtained summary judgment in this case by enforcing the claim waivers created by the December Agreements. Thus, this case was an action to enforce the December Agreements. As a result, parties bound by the December Agreements are subject to their attorney’s fees provisions.

Hooper does not contest that he is bound by the December Agreements but rather contests the reasonableness of the fees that Stavropoulos is now seeking.

UW and CEH

            In their opposition, Plaintiffs reincorporate their arguments stated in their opposition to Rigas Defendants’ motion for attorney fees. Thus, Plaintiffs again contest that the instant motion should not be enforced as to UW and CEH.

            For similar reasons that were addressed in the Court’s October 31, 2024 order, the Court concludes that Stavropoulos is entitled to an award of attorney fees against Plaintiffs, including UW and CEH. (Oct. 31, 2024 Order.) The Court has concluded that UW and CEH were bound by the December Agreements as alter egos of Hooper, and because the Mutual General Release states in pertinent part that it “shall be binding upon and shall inure to the benefit of the Parties hereto, their … agents, … alter egos and assigns,” the instant motion can be enforced against UW and CEH. (Brown Decl., Ex. 1 at ¶ 18.)

Amount of Fees

The attorney bears the burden of proof as to “reasonableness” of any fee claim. (Code Civ. Proc., § 1033.5(c)(5).) This burden requires competent evidence as to the nature and value of the services rendered. (Martino v. Denevi (1986) 182 Cal.App.3d 553, 559.) A plaintiff’s verified billing invoices are prima facie evidence that the costs, expenses, and services listed were necessarily incurred. (See Hadley v. Krepel (1985) 167 Cal.App.3d 677, 682.) “In challenging attorney fees as excessive because too many hours of work are claimed, it is the burden of the challenging party to point to the specific items challenged, with a sufficient argument and citations to the evidence. General arguments that fees claimed are excessive, duplicative, or unrelated do not suffice.” (Lunada Biomedical v. Nunez (2014) 230 Cal.App.4th 459, 488, quoting Premier Med. Mgmt. Sys., Inc. v. California Ins. Guarantee Assn. (2008) 163 Cal.App.4th 550, 564.)¿¿ 

In determining whether the requested attorney’s fees are “reasonable,” the Court’s “first step involves the lodestar figure—a calculation based on the number of hours reasonably expended multiplied by the lawyer’s hourly rate. The lodestar figure may then be adjusted, based on consideration of facts specific to the case, in order to fix the fee at the fair market value for the legal services provided.” (Gorman v. Tassajara Development Corp. (2008) 162 Cal.App.4th 770, 774 [internal citations omitted].)

Here, Stavropoulos is requesting attorney fees in the amount of $394,264.17.

The Court concludes that the documented time that counsel for Stavropoulos spent in defending this action is reasonable. This action has lasted for about three years.  Stavropoulos was required to produce and review discovery, take and attend depositions, and pursue his successful motion for summary judgment.  Stavropoulos’s requested fees are significantly less than the fees approved by the Court for the Rigas Defendants.

Plaintiffs do not challenge any specific item of attorney’s fees as unreasonable. However, they do point out a math error in Stavropoulos’s motion. Though Stavropoulos requested a fee amount of $394,264.17, he listed attorney hours that come out to less than that amount.  In paragraph 20 of the 11/1/2024 declaration of Nancy C. Brown supporting the fee motion, Attorney Brown lists the following hours, albeit without the calculation of the dollar amount.

(Brown Decl., ¶¶ 20-22.) This is significantly less than Stavropoulos’s requested amount.

            In Reply, however, Stavropoulos points out that the amounts above are an error.  Stavropoulos argues that the itemized bills attached to the declaration show 357.52 (not 123.2) hours for Ms. Nancy Brown and 11.75 hours (not 8.85 hours) for Mr. Scott Tucker. (Brown Decl., Exhibit D; Brown Supp. Decl., ¶ 6.)

After reviewing the itemized bills, however, the Court determined that the reply  calculations by Stavropoulos are also incorrect.  Stavropoulos has attached the billing statements to Ms. Brown’s declaration with the opening papers. The Court found that adding each number of hours in the timekeeper summary for Ms. Nancy Brown, the total number of hours is 299.22 hours—not 357.52 hours.  Thus, multiplying this number by Ms. Nancy Brown’s hourly rate of $625.00 equals $187,012.50.

Stavropoulos’s calculations for Scott Tucker advocated for in the reply brief also are not exactly correct. The Court also found that adding each number of hours in the timekeeper summary for Mr. Scott Tucker, the total number of hours is 11.05 hours, not 11.75 hours. Thus, multiplying this number by Mr. Scott Tucker’s hourly rate of $230.00 equals $2,541.50.

The Court will only award Stavropoulos an amount of attorney fees that is directly supported by the evidence that counsel has provided, which includes the itemized bills attached as exhibits within counsel’s declaration. (Brown Decl., Exhibit D.) Using the amounts for Ms. Nancy Brown and Mr. Scott Tucker that were substantiated by the evidence, the total becomes $354,587.00.

The parties may point out any problem with the Court’s calculation if it is incorrect in any way.

The Court notes that correcting parties’ math errors is not a good use of the Court’s resources.  The Court considered simply awarding $244,067.50 originally calculated by the hours set forth in Stavropoulos’s opening papers, given that Stavropoulos’s calculations were incorrect in both the opening and reply papers.  If Plaintiffs have authority that this is the more appropriate result, they may bring that authority to the Court’s attention at the hearing.