Behrend v. Yellow Cab Co.

Opinion by

Mr. Justice Pomeroy,

By a power of attorney dated October 17, 1968, one Walton C. Warman retained Mark B. Aronson, Esquire, and Kenneth W. Béhrend, Esquire, the appellant, both lawyers, to prosecute a claim in trespass for *108damages against the Yellow Cab Company, the appellee, in consideration of Warman’s agreement to pay to Aronson and Behrend forty per cent of any sum realized by settlement, suit or otherwise. Thereafter, War-man allegedly released Yellow Cab from all liability in return for $1,000 and Yellow Cab’s promise to pay on Warman’s behalf all medical and related expenses and “reasonable attorney’s fees.” Following Warman’s settlement with Yellow Cab, Behrend, as plaintiff, brought this suit in trespass, alleging that Yellow Cab had tortiously induced Warman to breach his contract with Behrend; Behrend was represented in this action by his partner, Aronson. The appellee filed preliminary objections to Behrend’s initial complaint, the complaint was amended, and appellee filed preliminary objections in the nature of a demurrer, contending that the complaint failed to state a claim upon which relief could be granted.

After argument before the court en bane, the amended complaint was dismissed without leave to amend by order dated December 2, 1969, one judge dissenting. The court en banc determined that there was no basis to appellant’s action, because the appellant had specifically averred in his complaint that the defendant had promised to pay Warman’s reasonable counsel fees as part of its settlement. Thus, in the court’s view, the appellee had recognized the validity of the appellant’s contract with Warman to furnish legal services. Bather than inducing a breach of contract or representing to Warman that the power of attorney was invalid or that he had no obligation to Behrend, appellee, by appellant’s allegations, had recognized and assumed the obligation created by Warman’s contract.

Following the action of the court en banc, appellant petitioned another judge of the Common Pleas Court of Allegheny County for leave to file a second proposed *109amended complaint, copy of which, was attached to the petition as an exhibit. The judge, by order entered December 19, 1969, denied plaintiff’s petition, reasoning that the matter had already been determined by the court en banc in its final order of December 2, 1969.

The appeal before us purports to be not only from the order of the court below dated December 2 but also from its order dated December 19, 1969. The only appeal properly before us, however, is that from the order of December 2 which sustained defendant’s demurrer and dismissed plaintiff’s complaint, as amended.1 Appellant does not contend that the court acted incorrectly in sustaining defendant’s demurrer, and in our view such a contention could not succeed. The power of attorney running from Warman as client to Messrs. Behrend and Aronson as attorneys did not deprive Warman of the power to settle any claims he had against Yellow Cab. See Wahl v. Strous, 344 Pa. 402, 25 A. 2d 820 (1942); Restatement 2d, Agency, §449 (1958).2 It provided only that Messrs. Behrend and Aronson should be entitled to “forty per cent (40%) of any sum realized by settlement, suit or otherwise.” Appellant’s first amended complaint alleged that Yellow Cab promised to pay, on Warman’s behalf, reasonable counsel fees. This is not an allegation of a tortious inducement of breach of contract, but rather *110of an. acceptance of Warman’s contractual burden by Yellow Cab.. As such,, it might provide a basis for a claim by appellant for attorney’s fees owed him pursuant to the power of attorney, but it does not support a claim in tort for damages, punitive or otherwise.

The undertaking as to counsel fees is the sole contractual duty imposed upon Warman by the terms of the power, and Warman’s payment of that fee would complete his performance of the contract. By the same token, appellee’s assumption and payment on War-man’s behalf of appellant’s lawful fee would complete Warman’s performance of the contract. The payment of-the fee, therefore, cannot be equated, as the dissenting opinion attempts to do, to payment of damages for some unidentified breach of contract; there is. no breach of contract indicated by the pleading, and no questidn of damages.

” Appellant’s position, as stated in his brief, is that he “has filed this, appeal asking ■. . . for leave to file and proceed upon the proposed Amended Complaint.” Amendment of a complaint should be freely allowed,3 and a claim ought not be jeopardized by minor defects in pleading, or technical errors of counsel. But liberality of pleading does not encompass a duty in the courts to allow successive amendments when the initial pleading indicates that the claim asserted cannot be established. The view of the court en banc that the instant case presented such a claim was fully warranted in view of the pleadings then of record; it is further confirmed by the'plaintiff’s proposed second amended complaint which was prepared .subsequent to and with the benefit of the majority and dissenting opinions of the *111court en banc 4 That proposed complaint contains the allegation that the defendant Yellow Cab “promised Walton C. Warman that his obligation under written agreement with plaintiff would be discharged by them.” If anything, this is a more explicit undertaking to take care of Warman’s counsel fee liability than that set forth in the pleading before the court en banc. An action for tortious inducement of breach of contract could not be maintained in the face of such an allegation.

The dissenting opinion relies upon Richette v. Pennsylvania R.R., 410 Pa. 6, 187 A. 2d 910 (1963), in support of the proposition that the acts alleged in the pro; posed second amended complaint constituted a tortious inducement of breach of contract. In Bichette, the plaintiff alleged, and proved to the satisfaction of the jury that the defendant had by acts of coercion induced the donor of a power of attorney to revoke that power and to breach his obligation under it to pay his attorney one-third of any sum realized by settlement or suit. In that case there was no suggestion that the defendant assumed the donor’s contractual burden as to counsel fees, and Bichette is therefore manifestly distinguishable from the case at hand.

We conclude that the lower court did not err in sustaining defendant’s preliminary objection in the nature of a demurrer and in dismissing appellant’s complaint without leave to amend.

*112The order of December 2, 1969 is affirmed. To the extent that this appeal is from the order of December 19, 1969, the appeal is quashed.

To the extent that the appeal Is from the order of December 19 denying appellant’s petition for leave to file an amended complaint, it is interlocutory and will be quashed. Stadler v. Mt. Oliver Borough, 373 Pa. 316, 95 A. 2d 776 (1953).

In Wahl v. Strous, supra, at p. 406, the Court stated: “Settlements are favored by the law, which, therefore, frowns upon arrangements whereby a client would need his attorney’s permission to settle a suit, and it is immaterial that the attorney may be interested in the sense of his compensation being contingent upon the result of the litigation or settlement.”

Rule 1033 of the Pennsylvania Rules of Civil Procedure pro-, vides-that “[a] party, either by filed consent of the adverse party or by leave of court, may at any time . . . amend his pleading.”

In adverting to the terms of the proposed second amended complaint, we do not sanction directly or by implication the .procedure followed by appellant The appellant made no attempt to amend his complaint at the hearing on appellee’s demurrer or prior to the decision of the court en Vane; the filing of a petition for leave to amend after the entry of a final appealable order by the court en Vane is not authorized by any rule of procedure and' was unwarranted under the circumstances.