WINROS PARTNERSHIP V GLOBAL ENERGY HORIZONS CORPORATION [2025] EWHC 3362 (Ch)
Where a conditional fee agreement contains express provisions entitling a solicitor to fees upon termination for client default, the solicitor cannot bypass those provisions by accepting repudiation and then claiming a restitutionary quantum meruit for work done.
Where a conditional fee agreement contains an express clause providing for termination and payment of fees in the event of the client’s default, that clause constitutes the parties’ agreed allocation of risk for that scenario. A solicitor who elects to terminate for repudiatory breach instead of invoking the contractual mechanism cannot circumvent this allocation by claiming in unjust enrichment for a failure of basis. [53-55]
A claim for a restitutionary quantum meruit based on a total failure of basis will not be available where the contract under which the benefit was conferred has expressly provided for the financial consequences of the event that caused the contract to end. To allow such a claim would impermissibly redistribute the contractual risks the parties have agreed. [41, 45, 48-49]
The detailed assessment process under the Solicitors Act 1974 is a regulatory review of a bill’s reasonableness, not a vehicle for enforcing debts or determining generalised claims such as unjust enrichment. While the court has jurisdiction, such freestanding claims are not a proper matter for determination within the assessment and should be pursued in separate proceedings. [58, 60, 62-63]
Where a solicitor terminates an entire contract for good cause, the established common law rule entitling them to payment for work done is a default position. This default is displaced by any express contractual terms governing termination and payment, which the parties are free to agree. [27, 32-33]
In considering a claim for unjust enrichment based on failure of basis following a contract’s discharge, the court must examine not only the express terms but also the silences in the agreement. A contractual silence as to payment in certain circumstances often implies a positive decision that no obligation to pay arises, excluding both implied terms and restitutionary claims. [45-46]
https://tmclegal.co.uk/wp-content/uploads/2023/08/newlogo_bg-removed_tm-300x142.png00Toby Moretonhttps://tmclegal.co.uk/wp-content/uploads/2023/08/newlogo_bg-removed_tm-300x142.pngToby Moreton2026-01-19 16:11:342026-01-19 16:11:34WINROS PARTNERSHIP V GLOBAL ENERGY HORIZONS CORPORATION [2025] EWHC 3362 (Ch)
