Judge: Michael Shultz, Case: 23STCV30128, Date: 2025-05-02 Tentative Ruling
Case Number: 23STCV30128 Hearing Date: May 2, 2025 Dept: 40
23STCV30128 Maria Cristina Dumbrique, et al v. Rain Garden, LLC
[TENTATIVE]
ORDER GRANTING PLAINTIFFS’ MOTION TO ENFORCE SETTLEMENT AND REQUEST FOR
ATTORNEY’S FEES AND COSTS
I.
BACKGROUND
This action arises from alleged
uninhabitable conditions in an apartment leased by Plaintiffs from Defendant.
The parties settled the action on February 11, 2025.
Plaintiffs argue that the parties
signed a short-form agreement (“SFA”), which required Defendant to pay $40,000
to Plaintiff within seven days of signing a long-form agreement (“LFA”). Defendant
made changes to the draft LFA prepared by Plaintiffs that changed the terms of
settlement as set forth in the SFA. Defendant refused to sign the LFA without
additional terms.
Plaintiff moves to enforce the SFA,
and requests attorney’s fees and costs incurred to prepare the ex parte
application to enforce settlement and incurred for this motion.
In opposition, Defendant contends a
dispute has arisen regarding the inclusion of a non-disparagement clause that
was not included in the SFA, which was signed by counsel, but not the parties. The
SFA contemplated the signing of an LFA. Plaintiffs’ counsel is taking an
unreasonable position. There was no meeting of the minds regarding the SFA. The
court previously found an “absurdity” in the SFA because parties could not
stipulate to move ex parte.
Defense counsel had authorization to
settle for $40,000, but did not have authority to settle without a
non-disparagement clause which the parties did not discuss, since it is ordinarily
“boilerplate.” The court should include the non-disparagement clause.
In reply, Plaintiffs contend that
Defendant did not provide any support for its contentions. Defense counsel
provided 10 pages of insults and opinion. The SFA is enforceable as it includes
the material terms of the settlement. While the SFA contemplated the LFA,
Defendant tried to change the settlement terms.
II. LEGAL
STANDARDS
A party can move for entry of judgment
pursuant to the terms of the settlement. (Code Civ. Proc., §
664.6.) The court’s
power is limited to determining the existence of the agreement and to enforce
its settlement. (Corkland v. Boscoe (1984)
156 Cal.App.3d 989, 994.)
The court may receive oral testimony or may determine the motion upon
declarations alone. (Id.) The court does not make modifications or force
terms not agreed to in the written agreement. (Id.) at 207.
The court applies general contract
principles when interpreting a settlement agreement.
(Leeman v. Adams
Extract & Spice, LLC (2015) 236 Cal.App.4th 1367, 1374.)The mutual intent of the parties and
interpretation of the contract are based on the language of the agreement
alone. (Id.)
Mutual consent is an essential element
of an enforceable contract, which is determined by objective criteria, “the test being what the outward manifestations of consent
would lead a reasonable person to believe.” (Bowers v. Raymond J. Lucia
Companies, Inc. (2012) 206 Cal.App.4th 724, 732-733.)
III. DISCUSSION
As a preliminary matter, the court did not express an opinion
regarding the enforceability of the SFA at the time the court denied
Plaintiffs’ ex parte application to enforce the settlement. (M.O. 3/12/25.) The
court did not reach the merits. (Id.)
The SFA was signed by counsel for each party. (Mot., Ex. A.) Signatures
by the clients themselves are not required. (Code Civ. Proc., § 664.6 [“For purposes of this
section, a writing is signed by a party if it is signed by any of the following
… (2) an attorney who represents the party.”].) The parties expressly agreed
that the SFA was separately enforceable under Code Civ. Proc. § 664.6. (Mot.
Ex. A, ¶ 8.)
Defense counsel states she had authority to settle for
$40,000, but did not have authority to settle without a non-disparagement
clause. (Opp. 7:14-16.) Notwithstanding, defense counsel signed the SFA. An
attorney who signs a writing on behalf of a party without the party's express
authorization “shall, absent good cause, be subject to professional
discipline." (Code Civ. Proc., § 664.6 subd. (d).)
The agreement reflects that the parties agreed that a
long-form settlement agreement would be drafted with material terms consistent
with the SFA. (Id. ¶ 2.) The agreement states that “[e]xecution of the
long-form Settlement Agreement, which is a condition of payment of the
Settlement Payment (defined below) shall be completed within seven days of the
execution of the Short Form Agreement.” (Id.)
The parties agreed that the court could enter judgment
pursuant to the terms of the SFA irrespective of whether the LFA was drafted
and signed:
“Although the parties
contemplate preparing a more detailed long form settlement agreement, this
Short Form Agreement may be enforced in the event a long form settlement
agreement is never consummated. This
Short Form Agreement is intended to be binding, enforceable and admissible into
evidence to enforce its terms. In any
action to enforce this agreement, the prevailing party shall be entitled to
reasonable attorney’s fees and costs.” (Id, ¶ 8.)
The agreement reflects
the parties’ mutual agreement to enforce the SFA if a LFA was never signed
since the SFA was intended to be binding and enforceable standing alone, which
is permissible. (Blix Street Records, Inc. v.
Cassidy
(2010) 191 Cal.App.4th 39, 48 [“When parties intend that an agreement be binding, the fact that
a more formal agreement must be prepared and executed does not alter the
validity of the agreement."].)
Defendant’s request that the court include additional language
not contemplated in the SFA is denied as “nothing in section 664.6 authorizes a judge to create the material
terms of a settlement, as opposed to deciding what terms the parties themselves
have previously agreed upon." (J.B.B. Investment Partners,
Ltd. v. Fair (2014) 232 Cal.App.4th 974, 984.)
The SFA contemplated that on a motion to enforce the SFA, the
prevailing party “shall” be entitled to reasonable attorney’s fees and costs.
(Mot. Ex. A, ¶ 8.) Since Plaintiffs did not prevail on their ex parte
application, the court awards fees and costs incurred to prepare this motion
only in the amount of $2,210 ($500 per hour x 4.3 hours + $60.)
IV. CONCLUSION
Based on the foregoing, Plaintiffs’ motion is GRANTED. The
court enters judgment pursuant to the terms of the Short Form Settlement
Agreement. (Code Civ. Proc. § 664.6 subd. (a).) Defendant is ordered to pay
$2,210 to Plaintiffs within 10 days.