HomeMy WebLinkAbout98-07046
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suit in Adams County against Wilson on Wanyo's behalf, and the defendants
obtained a $75,000 settlement offer on August 15, 1996. The Defendants
attempted to communicate the offer to Wanyo, who was unresponsive. In
January of 1997, Wanyo retained Saidis, and terminated her client-attorney
relationship with defendants.
On December 12, 1997, Saidis settled Wanyo's action against Wilson for
$90,000. On January 27, 1998, Saidis sent Wanyo a check for $59,086.96, or
65.65 percent of the $90,000 settlement agreement. Said is has not received its
full fee for settling Wanyo's case. Defendants Semasek and Urban contend that
one-third of the $75,000 settlement offer negotiated by them is due to them from
the plaintiffs escrow account. Said is offered to pay Defendants on a quantum
meruit basis for time expended and costs, but Defendants refused to submit a
statement of such. Wanyo instructed Saidis not to make any payments to the
defendants. Part of the disputed monies is being held in plaintiff Saidis's escrow
account in Cumberland County. The plaintiffs filed for declaratory relief from this
court to determine how the settlement proceeds should be divided.
Discussion
For Declaratory Judgment, ..... the practice and procedure shall follow, as
nearly as may be, the rules governing the Action in Equity." Pa. R. Civ. P.
1601 (a). For an action in equit~'. "[eJxcept as otherwise provided by an Act of
Assembly, Rule of the Supreme Court or by Subdivision (b), (c) or (d), an action
may be brought only in a county in which (1) the defendant or a principal
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defendant may be served, or (2) the property or a part of the property which is
tl1e subject matter of the action is located." Pa. R. Civ. P. 1503(a).
The plaintiffs contend that the subject matter of the dispute is an escrow
account. Plaintiffs claim the escrow account is located in Cumberland County
because a bank branch is located here. The plaintiffs cite the equity rule for
venue, claiming that the location of the escrow legitimates venue in Cumberland
County.' We agree that the subject matter of the dispute is the escrow account.
However, an escrow account is an intangible legal concept - not a fixed and
immovable property.
Plaintiff's argument notably lacks supporting case citations. The reason
the plaintiffs have not cited any cases is that the equity cases determining venue
do not favor them. Cases discussing where venue should lie according to Pa. R.
Civ. P. 1503, based on the location of the subject matter, typically involve fixed
and immovable property. Graham v. Graham, 452 Pa. 404, 305 A.2d 48 (1973)
(finding that venue for a property settlement appropriately lies in the county in
which the realty is located); Rosenwald v. Rosenwald, 42 Del.Co. 284, 4
D.&C.2d 163 (1955) (finding that venue lies in the county where the land is
located or where the defendant is properly served under this rule). If venue could
properly reside at the "location" of a bank account, plaintiffs could transfer funds
, In the defendant's Preliminary Objections, defendants incorrectly base their
argument for lack of venue on the rules of a civil action in law. Since the relief
sought here is declaratory relief, venue will be determined by the rules of
procedure for equity. Pa. R. Civ. P. 1601(a).
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ANll10NY URBAN LAW OnlCES, P.C.
BY: AN11IONY JAMES URlIAN, ESQUlnE
PA Supreme Coun 1.0. No. 73249
474 Nonh Cemer Street
lllird Floor, P.O. Box 890
POllsville, Pennsylvania 1790 J '{)890
Ph. (570) 622-1247 Fax (570) 622-4255
Anomey (or Ihe Defendants
SAID IS, SHUFF AND MASLAND
and MARY E. W ANYO,
IN THE COURT OF COMMON PLEAS
CUMBERLAND COUNTY, PENNSYLVANIA
Plaintiffs
v.
CIVIL ACTION
DECLARATORY ,JUDGMENT
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ANTHONY J. URBAN, ESQUIRE and
JOSEPH SEMASEK, ESQUIRE,
No. 98-7046
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Defendants
,JURY TRIAL DEMANDED
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CERTIFICATE OF NON-PRIOR PRESENTATION
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I HEREBY CERTIFY that the within Motion is being presented for the lirsltime.
Respectfully Submitted,
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ANTHONY UlmAN LAW OFFICES, P.C.
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BY: ~ ~ " r---_______
ANTHONY ',lAMES URBAN, ESQUIRE
474 North Center Street
Third Floor, P.O. Box 890
Pottsville, PA 17901-0890
Attorney for the Defendants
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ANTHONY URBAN LAW OFFICES, (',C.
BY, AN'mONY .JAMES URBAN. ESQUIRE
PA Supreme COllrt LD. Nn. n241J
474 North Center Slree!
TIlird Floor, P.O. Box 890
POliS vi lie. Pennsylvania 17901-0890
Ph. (570) 622-1247 Fax (570) 622-4255
AlInrney "If Ihe Defendants
SAIDIS, SHUFF AND MASLANI>
and MARY E. W ANYO,
IN THE COURT OF COMMON I'LEAS
CLJMllF.RLANI> COUNTY, I'F.NNSYLV ANIA
Plaintiff.~
v.
CIVIL ACTION
DECLARATORY ,JUDGMENT
ANTHONY .J. URBAN, ESQUIRE and
.JOSEPH SEMASEK, ESQUIRE,
No. 98-7046
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Defendants
.IURY TRIAL DEMANDED
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CERTIFICATE OF SEIWICE
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I. ANTHONY .JAMES URBAN, ESQUIRE. hereby certify that I have served a true and
correct copy of the within Petition to Transfer and Brief via U.S. First Class Mail and/or Via
Hand Delivery to the following person(s) listed below on this 19th day of January, 1999.
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Mark W, Allshouse. Esquire
Robert C. Saidis. Esquire
SAID IS. SHUFF & MASLAND
26 \Vest High Street
Carlisle. P A 17013
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RespectfiJIIy Submilted,
ANTHONY {JRBAN LAW OFFICES, I',c.
BY: /v- I .. -
AN1-;-1I~\;-~JAMES IJl{II;\N, ESQIJlRE
Altome)' jilf the Ddcndants
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ANTHONY URIlAN LAW OFFICES, P.C.
IlY: ANTHONY .IAMES UIUlAN, ESQUIRE
PA Supreme COUrI J.D. No. 73249
474 NOrlh Centre Street
P.O. Oox 890, Third Floor
POlIsville, PA 1790).0890
Ph. (570) 622.)247 Fax (570) 622-4255
Auorney for the Dclcudanls
SAHHS, SHUFF AND MAS LAND
and MARY I~. W ANYO,
IN THE COlJln OF COMMON PLEAS
CUMBERLAND COlINTY,PENNSYLV ANIA
Plaintiffs
v.
CIVIL ACTION
DECLARATORY.JUDGMENT
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ANTHONY.J. URBAN, ESQUIRE and
.IOS.:I'II SEMASEK, ESQUIRE,
No. 98-7046
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D<'femlants
.JURY TRIAL DEMANDED
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CERTIFICATE OF SERVICI~
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I. ANTIIONY JAMES URBAN. ESQUIRE. hereby certify tbat on this 19th day of January.
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/. I <)9'). I haw served a true and correct copy of the within Praecipe to Enter Appearance in regard to
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~ the above-captioned term and number via U.S. Regular l\lail. postage prepaid, as follows:
Mark W. Allshouse. Esquire
26 Westlli[.!.h Street
Carlisle,l'A 17013
IkspectllJl!y Submiued.
ANTIIONY URBAN LAW OFFICES, P.c.
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ANTHONY .JAMES URBAN, ESQllIRE
I'A Supreme ('ourt I.)). No. 73249
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The lacts of the present case, like those in the Fox and MeRe\'nolds cases, weigh heavily
in I:wor of transfer. The site where the legal services wcrc I'crl<mned is Schuylkill County.
Most, ifnot all, party and non-party witnesses, including stalfmembers of Delendants, reside in
Scbuylkill County. Practically all sources of proof arc located within Schuylkill County. No
sources of proof arc located within Cumberland. The convenience of the parties and the
witnesses, .!S well as the interest of justice and public policy, will best be served by the transfer
of this case to the Court ofComl11on Pleas of Schuylkill County.
WHEREFORE, Defendants respectfilliy move this Ilonorable Callrt to transfer the
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above-captioned action to the Court OfClllllllllln Pleas of Schuylkill County and order that
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Plaintiffs bear the costs oftransler.
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Respectfully Submitted,
ANTIIONY URBAN LA \V OFFICES, 1'.<:'
BY:_ ~ l \.< ~
AN'fi!ONYJAMES lJ/WAN, ESQUIRE
474 North Center Street
Third Floor, P.O. Box 890
POllsville,PA 17901-0890
Attorney for the Defendants
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ANTHONY UIUlAN LAW OFFICES, 1'.<:'
II\': ANTHONY .JAMES URUAN, ESQUIRE
PA Supreme Coun LD. No. 73249
474 North Cenler Slreet
Third Floor, P.O. Box 890
ponsville. Pennsylvania 1790 1-0890
Ph. (570) 622-1247 Fax (570) 622-4255
Anorney for the Defendanls
SAIDIS, SHUFF AND MASLAND
and MARY E. WAN YO,
IN THE COlJRT OF COMMON PLEAS
CUMBERLAND COUNTY, PENNSYLVANIA
Plaintiffs
v.
CIVIL ACTION
DECLARATORY.JUDGMENT
ANTHONY .1. URBAN, ESQUIRE and
,JOSEPH SEMASEK, ESQUIRE,
No. 98-7046
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.JURY TRIAL DEMANDED
Defendants
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CERTIFICATE OF SERVICE
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I, ANTHONY .JAMES URBAN, ESQUIRE. hereby cenil)' that I have served a true and
correct copy of the within Petition to Transfer and Brief via U.S. First Class Mail and/or Via
Hand Delivery to the following pc:rson(s) listed below on this 19 th day of January, 1999.
Mark \\'. Allshouse, Esquire
Roben C. Saidis, Esquire
SAIDIS, SIIlJFF & MASLAND
26 West High Street
Carlislc.l'^ 17013
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Respectfully Submitted.
ANTHONY URBAN LAW OFFICES, P.c.
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ANTHM7",,, .IAMES URBAN. ESQlJJRE -
Atton1ey I,)r tbe Defendants
Mary Wanyo, in Schuylkill County, the dispute over fees only
arose after the attorney-client relationship was terminated with
Defendants and Nary Wanyo had acquired legal representation of
Plaintiff's Saidis, Shuff & Masland who hold an equitable
interest in dispersement of the settlement proceeds in their
escrow accounts in Cumberland County.
10. Admitted. By way of further answer Plaintiff Saidis,
Shuff & Masland holds the disputed funds in escrow on behalf of
Mary Wanyo.
11. Admitted in part and denied in part. Whi Ie Plaintiff
Saidis, Shuff & Masland may have no quantum meruit relationship
between its firm and the Defendants, it is Plaintiff, Saidis,
Shuff & Masland who is possession of and control of the res, (or
money in dispute) in this matter.
Moreover Plaintiff Saidis,
Shuff & I~asland is entitled and has received only part of the fee
pursuant to the written agreement attached hereto as Exhibit "A".
Therefore, an equitable interest exists for all parties in
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of the disputed monies and their dispersement.
12.
Admi t ted in part and denied.
It is admitted that
documents evidence a contract between Defendants and Mary Wanyo.
However, as Plaintiffs Saidis, Shuff & Masland have acquired
settlement in this matter and are in complete control and
SAIDIS, possession of the ~ and is entitled to and has received part of
SHUFF &
MASLAND the fee pursuant to the written agreement as attached hereto as
Arrott.M::VS1o\T.U.W
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C",II.I'.PA Exhibit "A". Therefore, an equitable intel'est in relationship to
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THIS AGREmENT, entered Into th I s d,y of / - 'f ,19.fl, by and
~ . be t\<."cen RICHArtO P. MISLITSKY, E.jQUIRE.' (here 1 n.1fter "At torncyll) I
and' (herefnafter
uCllentllJ. WI TUESSETtf: ThH Atlorney, lor the conslderJtlon hereinafter stfpu.
lated, has undertaken and does hereby undertake and a9ree with Client to act as
legdl counsel tn negollHlng d settlement, and If the ),lmc Is n t e"ffected, l~
bringing, cnnductlng ,nd prosecuting an action ag,inst --1J.lL F:'ifO Pi..E PM716J
to recover damJges or Jj -J
whlC1i'Q"Ccurred on or about If"" 2. "l- , Lt,-
ATTORNEY FEES:
In consideration for se"vlces so rendered by Attorney, It Is hereby agreed
by and between the parties hereto th,t Attorney shall be compensated as follows:
(a) Thirty-Three and One-Thfrd (33-1/3%) percent of gross recovery If the
case Is settled before commencement of trf a 1 (I.e. before Jury selection): or
(b) Forty (40%) percent of gross recovery If the case proceeds to ver.
d tct.
"Gross recovery" sha 11 mean the fu 11 amoun t 0 f set t I emen t proceed s of the
full amount of verdict, fncludlng any pre-Judgment fnterest, w1thout reduction for
expenses or costs advanced or' Incurred.
Attorney shall have a lien on any sum or sums recovered, whether by
settlement or Judgment, for services rendered, costs advanced and expenses fncurred
under this Agreement.
EXPENSES OF LITIGATION:
Any necessary and reasonable costs advanced by Attorney In the preparation
and presentation of Client's clafm, and all expenses attend,nt thereto, Shall 'be
reimbursed upon periOdic billings or from the proceeds of any recovery.
SETTLEMENT PROVISIONS:
All offers to settle, adjust or compromise the above claim shall be
reviewed between Clfent and Attorney before any such offer fs efther accepted or
rejected. Client further agrees to consider seriously 'ny recommendation for
settlement made by Attorney and not to unreasonably withhold consent to such settle-
ment recommendation. ,
D I SCHARGf. OR WITHDRAWAL:
In the event that Attorney subsequently determines that the clafm or suit
lacks merft, or Clfent unreasonably wfthholds consent to any bona fide settlement
reccl'M1endatlon made by Attorney, or CUent refuses or ("ils to cccper~tc \.dth
Attorn!!'y, or Ciient conceals or misrepresents facts regJrdlng above claim, or Client
corrrn1ts a breach of this Agreement, Attorney shall have the right to terminate his
services upon giving reasonoble notice to Client.
MI SCELLANEOUS:
C11ent understands, acknowledges and agrees that Attorney does not guaran-
tee the outcome or eventual result of the above cl~tm.
IN WITNESS WHEREOF, tho parties horeto intend to be legally bound and have
hereunto set thefr hands and sca.ls to this Agreement, fn execution thereof, the day
and year first above written.
WITI/ESSES:
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ANTHONY UlmAN LAW OFFICES, ".C.
IIY: ANTHONY .IAMES UlmAN, ESQl1IRE
r^ Supreme Courtl.D. No. 73249
474 North Center Street
Third Floor. P,O, Box 89ll
POIIsville. Pennsylvania 1790t-ll89ll
Ph. (570) 622-1247 Fax (570) 622-4255
^lIorney lilr the Defendants
SAID IS, SHUFF ANI) MASLANI>
and MARY E. WANYO,
IN THE COURT OF COMMON PLEAS
CUMBERLANI> COUNTY,PENNSYLVANIA
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Plaintiffs
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CIVIL ACTION
I>ECLARATOI~Y .HJI)GMENT
ANTHONY.J. URBAN, ESQUIRE :11111
.JOSEPH SEMASEK, ESQUIRE,
No. 98-7046
I>cfcndants
.JURY TRIAL I>EMANIlIW
NOTICE TO I'LEAn
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You arc hereby notiiied to respond to the pleadings contained in the enclosed Preliminary
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Objections within twenty (20) days aner service thereof or judgment may be elllered against you.
Respectfully Submitted.
ANTHONY UIUlAN LAW OFFICES, I'.c.
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IlY: / t ..':_'_______
ANTHONY .JAJ\1ES URBAN, ESQUIRE
Attorney Illr the DcI~ndants
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~, Allachcd to Plaintilfs' Lkdaratory .ludgmcntl'ctition as bhibit "A" and
incorporated herein by reference is an additional document relative to the contruct between Mary
E. Wanyo and DelCndants.
CO{INT I,
I'RI~L1MINAI~Y OB.IECTION FOR WANT OF .HJfUSDICTlON
4. The averments of Paragraphs I through ~ above are incorporated herein by
relerence as if textually set I(mh at length.
5. The Supreme Court of Pennsylvania has squarely dealt with the issue of disputes
over Ices in the Rules of Professional Conduct.
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Disputes ovcr legal fees should be resolved by mediation or arbitration procedures
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of the Pennsylvania Bar Association or the IOl'al bar association or the Fec Dispute Committee of
the Disciplinary Board.
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7.
Defendants respectfully deny that this Ilonorable Court has suhjectmatter
jurisdiction. hased on the issues raised in the I'laintills' Petition Sceking Declaralory Judgment,
to deelare the rights ofthc respective parties undcr the Declaratory .ludgmcnts Act..n Pa.C.S.A.
~ 75~ I <'1 self.
WIIEREFOI~E. DelendanlS rcspcctllJlly rl'quCs! that the Ilonorable Court dismiss the
abow.captioncd mallcr !()f lack ofjurisdi(.tinn.
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14. There is nn basis of an action bel ween Said is. Shuff & I'vlasland and Ihe
I klendanls.
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15. Because no cause of action can be sustained against Dclendanls by Saidis. Shufr
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& rvlasland. its petition as a party-Plaintiff must be dismissed.
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WHF:REFORE. Defendants request Your Honorable Court to dismiss Saidis. Shuff&
Masl:md as a parly-Plain(jlr in the abol'C-rebenccd action.
COllNT III
MOTION TO TRANSFEI~ VENllE
16.
The averments of Paragraphs I through 15 above arc incorporated IH:rein by
relerence as iftcxtually set !tJrlh at length.
17.
Plaintin: Said is. Shuff& Masland. has alleged that it has a prolessional
corporation with a place of business in Cumbcrland County.
J S. Plaintiffs have not alleged that Plail1lin: Mary E. \Vanyo. is a resident of
('umbcrland Counly.
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PlaintiffWanyo is a resident of North Carolina.
20.
Plaintifrs hal'e not alleged that Defendants an.. residents of Cumberland County.
21.
IkfCndants arc residents of Schuylkill County.
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Dclendants cannot he served in Cumhcrland ('ounly.
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1 k!('ndants Gill only he send in Schuylkill ('ounty.
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("Urban"). to \ViI: on or about May 4. 191)4. Plaintiff: Mary E, Wanyo, retained both thc law
of'fices of Scmasck and Urban. by signing a Contingcnt Fcc Agrccmcnt prcparcd by Scmasck.
Plaintiff Wayno signcd thc Contingcnt Fcc Agrccmcnt in Schuylkill County. When Waynlllllct
with thc Dcfendants. shc mclthcm in Schuylkill County,
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Thc Dcfendants zcalously prosccutcd Wanyo's claims lilr personal injurics and on or
about Novcmbcr 10, 1995. a Complaint was lilcd by Dclendant Urban as counscl for Plaintiff
WanY(l. against Bcnjamin Earl Wilson in Adams County, thc situs of the accidcnt. Thcrcafter,
thc mallcr was litigatcd carncstly on bchalf of Wan yo. On or about August 15, 1996. in an
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attempt to rcsolve thc disputc with Wilson. a scttlcmcnt oner of $75.000.00 was rcecived by
Urban and same was communieatcd to Wanyo, On August 15. 1996. and again on Dcccmbcr
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19. 1996, thc oner was rclaycd to Wan yo to which no rcsponsc was !i)r1hcoming.
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On or about January 17. 1997, a Motion to Compel and Rule to Show Causc was filcd by
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Wilson's counsel sincc Wanyo had failcd to kccp numcrous schcdulcd appointmcnts for an
indcpcndcntmcdical cxamination and vocational cvalualion schcduled by Wilson's counscl.
Thcrcaftcr. on or about January of 1997. Wayno withllutnotilYing Dcfendants. rctaincd thc firm
of Saidis. (juido. Shuff & 1\1asland. now Saidis. Shull' & Masland (hcrcinaHcr collcctively
rclem~d to as "Said is"), Ncarly onc (I) ycar Ialcr. Saidis. on bchalf of Wayno. ncgotiatcd a
sClllcmcnt of just $90.000,00. which was only $15.000.00 morc than what Dclendant's had
ncgotiated on bchalf of Wanyo a', Ihc timc CllUIlSel was substilUlcd,
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Evenlhough Cumberland County had no bearing on the above described fllctual scenario.
on or about December 14. 1l)l)8. Plaintiffs filed a civil action in thc Court of Common Pleas of
Cumberland County (the "Action"), which was liled to the above coun term and number (See
Exhihit "A"). The gravamen of the Action enmplains that Dcicndants arc only entitled to a
quantum meruit recovery in full satisfllction of any obligation owed by \Vanyo fllr legal services
provided 10 her in prosecuting hcr case against Wilson.
Defcndants have filed Prcliminary Objections to Plaintills' Petition Seeking Declaratory
Judgment based upon lack of jurisdiction, legal insufficiency of Saidis remaining as a party-
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Plaintiff: and improper venue. This brief is liled in support of Dc!cndants' Preliminary
Objections.
lL STATEI\IENT OF TIlE LEGAL ISSIIES
A.
Whether the I Ionorable Court of Common PIcas of Cumberland County has
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subjeetmalter jurisdiction to declare the rights oftbe respective parties under the Declaratory
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Judgments ,\et. 42 Pa.C.S.A. ~ 753 I els"I!. and Pa.R.Civ.P. 1028(a)(I). based upon the issues
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raised in the Plaintiff:,' Petition Seeking Declaratory Judgment?
(SU(,UESTEDj ANSWER: IN TIlE NEliATIVE.
Il. Whcther sullieient f[lcls ha\'e bccn alleged to jLlslil~' rl'laining Saidis. Shuff and
:\lasland as a pany Plaimiffpursuant to the Declaratory Judgments Act. 42 Pa.C.S.A. ~ 7531 ('I
.1"1f. and Pa.ICCil'.P. I02X(a)(4)'!
(Sl '( jliISI}!)) ANSWER: IN TIlE NHiATIVE.
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A. TilE COURT OF COMMON PLEAS LACKS TilE .JURISDICTION TO
DETERMINE TIlE SUB.mCT I\1ATTEI~ OF PLAINTIFFS' PETITION
SINCE TilE SUPREME COURT lIAS CREATE!) AN OBLIGATION ON
TilE PARTIES TO SUBMIT THE MATTER TO FEE RESOLUTION
BOARDS.
Preliminary Objeelions may be liled by any party to any pleading ontbe grounds of lack
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oi'.jurisdietion OWl' the subject matter of the action. Pa.ltCiv.P. I 02X(a)( 1).42 Pa.C.S.A.
Delcndants lile the instant preliminary objection and contend with due respect that the I/onorable
Court of Common Pleas docs not have subject matter jurisdiction to declare the rights of the
respective parties. based upon the issues raised in the Plaintiffs' Petition Seeking Declaratory
Judgmcnt under the Declaratory Judgments Act. 42 Pa.eS.A. ~ 7531 1'1.11'''.
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The gravamen of the Pctition Seeking Declaratory Judgmenl seeks to resolve a fce
dispute between Way no and the Defcndants. Rule 1.5 of The Rules of Profcssional Conduct. as
promulgated by the Supreme Court of Pennsylvania. deals squarely with the issue of disputes
OI'CJ' fces. Rule 1.5 provides in pertinent part:
IniLE I.S
FEES
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COMMENT
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Disputes Onr Fees
If a procedure has been established lilr resolution offce disputes. such as
an arbitration or mediation procedure established by the bar. Ihe lawyer sl1ol/ld
l'llnseientiously l'llnsider submilting to it. . . . It is Disciplinary Board policy that
alIegali(\ns of cxcessiw tl:es arc initially referred to the Fee DispulL' Committees
I,"' l'c'solution.
(I-'Illphasis added).
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P~llllsylvallia or Ihe ll1~dialion/arbilralion pands of' cilh~r Ih~ P~nnsylvania Ilar Association or
thc local bar association, Plaintiffs' P~lilion should b~ dismiss~d accordingly.
B. TIlE LA \V FIRM OF SAIDIS, SIIlJFF,~ MASLANI> SIIOlJLD NOT BE
RETAINEI> AS A I'ARTY-PLAINTIFF BECAlISE NO VALID CAUSE OF
ACTION IS ALLEGEI> em CAN EXIST AGAINST TIlE I>EFENI>ANTS.
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Prdiminary Objections may be filed hy any party 10 any pleading on the ground orthe
!c.gal insufficicncy or a ph:ading: such a preliminary objection is commonly referred to as a
demurrer. Pa.R.Civ.P. 1028(a)(4). 42 Pa.C.S.A. A preliminary objection in the I'mll ofa
demurrer challenges the pleadings as lailing to set rorth a cause or action upon which relier can
be granted under any theory or law. Ilalsbaui;h v. Rowland, 447 Pa. 42:1.290 A.2d 85 (1972);
Sutlon v. Miller. 405 Pa.Super. 21 :;. 51)2 A.2d 8:; (199 I).
A preliminary objection on the ground or legal insufficiency or the pleading. in the nature
or a demurrer. admits all well-pleaded materialtllcts as well as all rcasonable inlerences
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deducible therefrom, but not conclusions of law or unjustilied inferences. with all douhts
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resolved against the moving party. Firini; v. Kepllill1. 466 Pa. 560. :;5:; A.2d 833 (1976); L\rulli
Flee1rru,laling Co. v. Jenkins. :;:;5 i'a.Supcr 28:;. 484 A.2d 1 :;.1 (I ')84). A preliminary objeeti'lI1
inlhe nature ofa demurrer. however. docs not admit aVl'nnellls in a complaint which conflict
wilh supporling exhibits or documentation !'1lll1d in the pleadings. Framlau Corp. \', ('o\lnt)'.ill'
Delaware. 22:; !'a.Super. 272. 291) A2d :;:;5 (I 972). t\lor~ll\'er. such an objection docs not admit
'l\'CI'ments in a complaint which cont1ict lIilh the I'laintin-s conlral'1. goh,"t Constr, Inc, \'.
Iloll,in~ 1\lIlhorit\' oj' 1I'II.-Ilon. (,7 I l, .I:: (',2d 1:;0 ( 1'17(1),
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In this casc. il is acknowlcdgcd thatPlainlif'f \Vayno had a ,'ontraclual relationship with
:: l>Cfcndants, Ilo\\'c\'cr. nolilclS wcrc a\'crrcd inPlaintins' Pctitionlhat give rise to some olher
analogous relationship between Saidis and Ihe Dcfi.'ndants. In filcl. the only documentation
supporting any relationship bet\\'l'en any of' the parlics is the Contingcnl Fcc Agreement. which
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was appended to Plaintins' Pctition Seeking lkelaratory Judgmcnt. Significantly. this
documentation is e\'idence of' some relationship. contractu:lI or olherwise. bet\\'een only PlaintilT
\Vanyo and the Defendants. but docs il docs not give rise to any relationship betwecn Said is and
Dekndants.
In order to properly maintain a cause of' action premised upon conlract. express or
implied-in-filet. it is necessary 1<11' a I'lainlif'fto allege filcts sunicient to support the existence of'
a contract. The requirements liJr a binding contract in Pennsyl\'ania \\'ere adequately
summarized in the I\'nnsyl\'ania Trial Guide:
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In order to constilule a contract. there must be an oner on one side and an
unconditional acceptance on the other. and so long as any condition is not acceded
to hy both parties to the contract. the Jealin!ls :He mele negotiations and may be
t,'rminated al any lime by eithcr party. A contmct is enliH'ceable \\hen the parlies
ba\'e reached a mUlual agrccmcnt. ha\'e exchangeJ consideration. and ha\'e
outlined the terms of'their bargain wilh sunicient clarity.
In order thaI a conlractmay be enliH'ceable. the promise or agreelllcnt of'the
parties must bc ccrtain and explicit solhatlhe lilll intention of'thL' parties may he
asccrtained to a reasonahle degrce of'cerlainty. . ,10 be cnf()rccahk. a contract
musl rcpresenl a mutualmanikstation of'the intenl to he bound. In abscnce of' a
manikstation of' an intent to bc bound. negotialions concerning Ihe Il'I"ms of a
possible fil\ur,' agrccl11ent U" not result in an enl<ln:cabk conlract... a transaction
is wnlpktc \\ hC!lthc parlks intcnd il 10 be ((lI11ph:tC and dcspil" the' language in
som,'ClS"S ah'Hlt the rCljuircmelll of'llIccting ofthc minds oflhc parti,'s. a lill'ral
mceting of the minds is nol nccessary in nrdcr to fimn a ((l11llact.... a conlracl
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WHEIU<:FORE. Defendants rcqllest YOlll' Ilonorable COllrllllake a finding that venue in
ClImherland ('ounty is illlpropcr and transler wnlle of this case 10 the COIlr! OfCollllllon Pleas or
Sehuylkill ('ounty.
Respeetliilly Sublllilled.
ANTHONY URBAN LAW OFFICES.P.C.
Il Y: ___-,.L:.tA I ... -.
ANTHONY .IAMES l!lUJAN, ESQUIRE
474 North Center Street
Third Floor, 1'.0. Box X<J()
POllsville. PA 17<J()I-()X<J()
^Ilnrney lilr the Defendants
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EXHIBIT A
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,\NTIIONY UIUlAN LAW OFFICES, P.c.
flY: ANTIIONY .JAMES UIUlAN. ESQlIIIU:
pA SlIpreme COllrl I.D. No. 73249
474 Nonh Cenler Slreel
Third Floor. P.O. Box H90
Pousville, Pennsylvania 17901-0Hl)O
Ph. (570) 622.1247 Fax (570) 622-4255
Allol'l1ey lilf (he Defendantx
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SAIDIS, SHUFF AND MASLAND
lInll MARY E. \VANYO,
IN THE COURT OF COMMON PLEAS
CLJI\1BERLANI> COUNTY, i'ENNSYLV ANIA
I'I1Iintiffs
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CIVIL ACTION
DECLARATORY.JlJl)GI\1ENT
ANTHONY .J. IJlmAN, ESQUIRE lInll
.JOSEI'll SEMASEK, ESQUIRE,
No. 98-7001(,
Defenllllnts
./UIW TRIAL DEMAN()ED
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crmTIFICATE OF SERV/CI~
I. ANTHONY ,lAMES URBAN, ESQlJIRE. hereby certil)' that I have served 1IlrUe and
correct copy of the Preliminary Objections and Briefvia U.S. First Class Mail and/or Via Hand
Delivery to the !'lllnwing persnll(S) listed below olllhis 19 th day of Jalluary. 19')C).
Mark W. Allshnuse. ESLJuire
Rnbert C. Said is. Esquire
SAIIlIS, SIIIIFF.I:: MASLAND
26 West) ligh Street
Carlisle. I' ^ 170 I ~
Respectfully Submitted.
ANTIIONY URBAN L\ W OFFICES, I).C.
IlY: /Jv. ~ ..
.. --- "----"-r~----'------" -- .--...--_____.._________
ANTIIONV .lAJ\/ES liIUlAN, ESQIIIRE
Attorney )"1' Ihe Dell-ndauts
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