Petition for Writ of Certiorari — Sondra J. Schneider, Petitioner v. Shapiro Sher Guinot & Sandler, P.A.

APPENDIX TABLE OF CONTENTS

Appendix A: District of Columbia Court

of Appeals, Memorandum Opinion and

Judgment, April 30, 2025 ........................................

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Appendix B: Superior Court of the District

of Columbia, Civil Division, Order Denying

Defendant's Motion for Judicial Review,

August 3, 2023 ..........................................................

18a

Appendix C: Superior Court of the District

of Columbia, Civil Division, Amended Order,

May 15, 2023 ............................................................

41a

Appendix D: Superior Court of the District

of Columbia, Civil Division, Order, August 1,

2022.............................................................................. 44a

Appendix E: District of Columbia Court

of Appeals, Order, May 19, 2025........................... 46a

APPENDIX A

DISTRICT OF COLUMBIA

COURT OF APPEALS

No. 23-CV-0670

[DATE STAMP]

FILED

APR 30 2025

DISTRICT OF COLUMBIA

COURT OF APPEALS

SONDRA J. SCHNEIDER,

APPELLANT,

V.

SHAPIRO SHER GUINOT & SANDLER, P.A.,

APPELLEE.

Appeal from the Superior Court

Of the District of Columbia

(2019-CA-006084-C)

(Hon. Alfred S. Irving, Jr., Trial Judge)

(Submitted October 17, 2024 Decided April 30, 2025)

Before BECKWITH and MCLEESE, Associate

Judges, and RUIZ, Senior Judge.

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MEMORANDUM OPINION AND JUDGMENT

PER CURIAM: Sondra Schneider was sued for

breach of contract and overdue attorney's fees by

Shapiro Sher Guinot & Sandler, P.A., the law firm

that represented her in a variety of legal matters.

After a bench trial, a magistrate judge found Ms.

Schneider liable for the overdue balance of roughly

$48,000 plus costs and pre- and post-judgment

interest, and an associate judge affirmed the

magistrate's ruling. Ms. Schneider appeals and argues,

among other things, that the Superior Court lacked

jurisdiction, that she was not personally liable for

breach of contract, that the contract was conditioned

on having work performed by only one particular

attorney, and that the fees were unreasonable.

Because the trial court had jurisdiction over this

matter and did not err on the merits, we affirm.

I. Background

Ms. Schneider is the President of Security

University LLC, a for-profit cybersecurity school. She

initially enlisted the services of Peter Brown, an

attorney at Shapiro Sher, for assistance in an

insurance coverage dispute. To commemorate their

agreement, Mr. Brown sent Ms. Schneider a retainer

letter, which she signed. Ms. Schneider then sought

representation in two more matters, one related to an

accreditation dispute with a Virginia agency and

another concerning Security University’s grants from

the U.S. Department of Labor. To reflect the addition

of new legal matters, Mr. Brown sent Ms. Schneider a

second retainer letter, which she again signed. Both

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letters specified that Mr. Brown was the principal

attorney for the case, that he might be assisted by

other lawyers, and that he would bill monthly for his

work. The letters also disclosed Mr. Brown’s hourly

rate and the range of hourly rates for other paralegals

or associates who might assist. Ms. Schneider paid

some but not all of the legal fees that Shapiro Sher

charged her.

Shapiro Sher filed this lawsuit against both Ms.

Schneider and Security University to collect the

unpaid fees. At the bench trial before a magistrate

judge, Mr. Brown testified for Shapiro Sher, and Ms.

Schneider testified for the defendants. The court found

Mr. Brown’s testimony credible and characterized Ms.

Schneider’s testimony as “sometimes erratic,

sometimes inconsistent, at times a bit cagey,

sometimes hesitant, [and] often strategic,” ultimately

finding her to be “unconvincingly naive” given her

education, “business savvy,” and past litigation

experiences.

The magistrate judge rendered a verdict in favor

of Shapiro Sher and held Ms. Schneider and Security

University jointly and severally liable for the fees.

First, the court ruled that Ms. Schneider was

personally liable because although the contract was

ambiguous on its face, extrinsic evidence showed that

the parties intended for Ms. Schneider to be personally

bound by the contract. Second, as for Ms. Schneider’s

argument that the contract was conditioned on Mr.

Brown’s exclusive performance, the court concluded

that the contract was unambiguous in permitting

other attorneys to assist Mr. Brown. Finally, finding

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that Ms. Schneider agreed to the hourly rates and

agreed to be billed monthly, the court determined the

fees were reasonable and there was no indication of

fraud, professional negligence, or a breach of a

fiduciary duty by Mr. Brown.

Ms. Schneider filed a motion for judicial review,

and the associate judge affirmed the magistrate

judge’s ruling. The associate judge differed from the

magistrate judge only in finding that the contract was

not ambiguous as to Ms. Schneider’s liability on the

contract. This appeal followed.

II. Analysis

In an appeal from a bench trial, we generally

review the trial court’s legal determinations de novo

and factual findings for clear error. Indep. Mgmt. Co.

v. Anderson & Summers, LLC, 874 A.2d 862, 867 (D.C.

2005). Ms. Schneider argues that the trial court’s

ruling was in error because (1) she received

insufficient service of process, (2) the trial court lacked

personal jurisdiction, (3) the trial court lacked subject

matter jurisdiction, (4) the contract with Shapiro Sher

was unenforceable because of its indefinite terms, (5)

she was not party to and was not personally liable for

breach of the contract, (6) the contract was conditioned

upon performance by only Mr. Brown and no other

attorneys, and (7) the fees that Shapiro Sher charged

were unreasonable.

A. Preliminary Arguments

Ms.

Schneider’s

first

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two

jurisdictional

arguments have not been adequately preserved for

appeal. See Plus Props. Tr. v. Molinuevo Then, 324

A.3d 896, 902-03 (D.C. 2024) (explaining that

forfeiture is the “inadvertent” failure to preserve a

defense, waiver is the “intentional relinquishment” of

a defense, and in civil cases both typically result in

non-reviewability on appeal (quoting Massey v.

Massey, 210 A.3d 148, 151 n.4 (D.C. 2019))).1

Insufficient service of process and lack of personal

jurisdiction are defenses that a party must raise at the

earliest opportunity, either in a motion to dismiss or

the responsive pleading. Super. Ct. Civ. R. 12(h)(1).

Ms. Schneider did not raise the service of process

defense in the time required by Rule 12(h) and indeed

explicitly waived the defense by stipulating to the

validity of service of process in a hearing on default

judgment. Cf. Nat’l Equip. Rental, Ltdi v. Szukhent,

375 U.S. 311, 315-16 (1964) (“[I]t is settled . . . that

parties to a contract may agree in advance to submit to

the jurisdiction of a given court ... or even to waive

1 Shapiro Sher argued that Ms. Schneider’s stipulation to

service of process meant that “[s]he [could] not now contest

service” but did not argue that Ms. Schneider had waived or

forfeited her objection to personal jurisdiction. Although we have

sometimes found in criminal cases that the government “waived

the waiver” by failing to argue a preservation issue, see, e.g., Sims

v. United States, 213 A.3d 1260, 1267 n.ll (D.C. 2019), “in civil

cases, we will ‘bypass’ an unpreserved claim or defense ‘entirely’

other than in exceptional situations and when necessary to

prevent a clear miscarriage of justice,” and we see no potential

miscarriage of justice or other circumstances rendering this case

exceptional. Plus Props. Tr., 324 A.3d at 903 (internal brackets

omitted) (quoting Thompson v. United States, 322 A.3d 509, 515

(D.C. 2024)).

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notice altogether.”). Similarly, a voluntary appearance

at a hearing, without objection to jurisdiction,

constitutes submission to the court’s personal

jurisdiction. Am. Fed’n of Gov’t Emps. Nat’l Off. v. D.C.

Pub. Emp. Reis. Bd., 237 A.3d 81, 89 (D.C. 2020)

(“[P]ersonal jurisdiction is waived only if a party

submits itself to the court’s authority before asserting

that the court lacks personal jurisdiction.”); Ins. Corp,

of Ireland v. Compagnie des Bauxites de Guinee, 456

U.S. 694, 704-05 (1982) (“The actions of the defendant

may amount to a legal submission to the jurisdiction of

the court, whether voluntary or not.”). Ms. Schneider

thus forfeited her objections to personal jurisdiction

when she appeared in court at the default judgment

hearing without objecting to personal jurisdiction.2

Unlike personal jurisdiction, subject matter

jurisdiction “can never be waived or forfeited,”

Gonzalez v. Thaler, 565 U.S. 134, 141 (2012), but

contrary to Ms. Schneider’s assertion,3 it does not

2 Even if Ms. Schneider did not submit to the court’s

jurisdiction when she appeared for the hearing on default

judgment, she certainly did when she proceeded to trial without

having previously raised the personal jurisdiction defense. Ms.

Schneider’s answer denied that any legal services were rendered

in the District and contained a request to “dismiss the complaint

as time barred” but did not explicitly discuss the personal

jurisdiction issue, so we consider the issue “at best raised too

perfunctorily to merit review.” D.C. Metro. Police Dep’t v.

Fraternal Ord. of Police /Metro. Police Dep’t Lab. Comm.., 997 A.2d

65, 74 (D.C. 2010).

3 On this point, Ms. Schneider reiterates her arguments

related to personal jurisdiction, but subject matter jurisdiction is

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present a bar to this case. The D.C. Superior Court

“has general jurisdiction over common law claims for

relief,” including alleged breaches of contract. Kids

Holdings, 311 A.3d at 913 (internal ellipsis omitted)

(quoting King v. Kidd, 640 A.2d 656, 661 (D.C. 1993)).

Here, Shapiro Sher asserted a breach of contract claim

based on Ms. Schneider’s nonpayment of legal bills,

which is within the Superior Court’s subject matter

jurisdiction.

Ms. Schneider next argues that the contract is

unenforceable because the parties did not agree to all

the material terms—namely, (1) the scope of legal

services, (2) the fee provision, (3) Ms. Schneider’s

personal liability for the fees, and (4) whether Mr.

Brown would exclusively perform the legal work. The

existence of an enforceable contract is a question of

law that we review de novo. Eastbanc, Inc. v.

Georgetown Park Assocs. II, L.P., 940 A.2d 996, 1002

(D.C. 2008). To be enforceable, a contract must be

“sufficiently definite as to its material terms,”

including “subject matter, price, payment terms,

quantity, quality, and duration.” Id. (quoting

Rosenthal u. Nat’lProduce Co., 573 A.2d 365, 370 (D.C.

1990)). The terms need not be exact, however, because

“[t]he enforceability of the agreement comes from the

definitive character of the obligation to perform, not a

precise description of the ways in which the obligation

a distinct issue, “concern[ing] the court’s authority to adjudicate

the type of controversy presented,” rather than its authority to

adjudicate the rights and liabilities of the parties involved. Kids

Holdings, Inc. v. Hinojosa, 311 A.3d 910, 913 (D.C. 2024) (quoting

Davis & Assocs. v. Williams, 892 A.2d 1144, 1148 (D.C. 2006)).

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might be fulfilled.” Id. at 1003.

Ms. Schneider cites several cases to support her

argument that the contract is too indefinite to be

enforced, but none is persuasive. In both Stansel v.

American Security Bank, 547 A.2d 990, 993 (D.C.

1988), and Edmund J. Flynn Co. v. LaVay, 431 A.2d

543, 547 (D.C. 1981), the court held that no contract

existed because the parties were involved only in

preliminary discussions or negotiations and never

presented evidence of a final agreement on certain

material terms, including terms of payment or manner

of performance. Yet the parties here had a finalized,

written, signed agreement, not a preliminary draft.

Ms. Schneider also points to Rosenthal for its

proposition that a contract with “little more” to it than

“we will deliver produce [and] you will pay us” is

unenforceable because the parties never expressly

agreed on “price, quantity, quality, or duration” terms.

Rosenthal, 573 A.2d at 370. The contract in this case,

though, is a far cry from the arrangement in

Rosenthal. Here, Shapiro Sher promised to provide

legal counsel and representation in three legal

matters, and Ms. Schneider promised to pay for

Shapiro Sher’s services. The second retainer explains

that the scope of the services would include the

insurance matter from the first letter, “assistance in

an administrative appeal matter, and other business

issues as they arise from time to time.” The amount

and method of billing is clearly described, with a list of

seven factors for fee calculations, a description of how

the factors were weighted, and other sections including

“How Fees Will Be Set,” “Out-of-Pocket Expenses,”

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“Retainers and Engagement Fees,” and “Billing

Arrangements and Terms of Payment.” The letters are

also clear, as discussed infra II.C., that Mr. Brown

would not personally perform all the work in the case.

And although Ms. Schneider’s liability is not explicitly

addressed, this vagueness does not render the contract

as a whole unenforceable. See Rosenthal, 573 A.2d at

370 (“The requirement of definiteness cannot be

pushed to extreme limits. All agreements have some

degree of indefiniteness and some degree of

uncertainty.” (citation omitted)). The retainers “were

clear enough that each [party] could be reasonably

certain how it was to perform” and therefore created

an enforceable contract. Eastbanc, Inc., 940 A.2d at

1002-03.

B. Ms. Schneider’s Personal Liability

Having determined that this matter is properly

before us and an enforceable contract exists, we turn

to Ms. Schneider’s arguments on the merits, which

requires us to consider the parol evidence rule. Under

that rule, “[i]f a document is facially unambiguous, its

language should be relied upon as providing the best

objective manifestation of the parties’ intent,” and

extrinsic evidence that would “contradict, vary, add to,

or subtract from” the contract’s terms is inadmissible.

Affordable Elegance Travel, Inc. v. Worldspan, L.P.,

774 A.2d 320, 327 (D.C. 2001) (first quoting 1010

Potomac Assocs. v. Grocery Mfrs, ofAm., Inc., 485 A.2d

199, 205 (D.C. 1984); and then quoting Fistere, Inc. v.

Helz, 226 A.2d 578, 580 (D.C. 1967)). If a contractual

term is ambiguous, however, we may consider evidence

beyond the face of the contract “to explain the

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surrounding circumstances and the positions and

actions of the parties at the time of contracting.”

Aziken v. District of Columbia, 70 A.3d 213, 219 (D.C.

2013) (quotingRivers & Bryan, Inc. v. HBE Corp., 628

A.2d 631, 635 (D.C.1993)). “An ambiguity exists when,

to a reasonably prudent person, the language used in

the contract is susceptible of more than one meaning.”

Id. (quoting Natl Hous. P’ship v. Mun. Cap.

Appreciation Partners I, L.P., 935 A.2d 300, 310 (D.C.

2007)). We decide issues of contractual interpretation,

including whether a contract is ambiguous, de novo.

Id.

Ms. Schneider argues both that she was never

party to the contract and that she is not personally

liable for a breach of the contract.4 Ordinarily, the

parol evidence rule applies and may limit extrinsic

evidence as to the terms of liability in a contract but

does not apply to “the preliminary determination of

who the contracting parties were.” Affordable

Elegance, 774 A.2d at 327. In this case, though,

because we determine that extrinsic evidence is

4 We note that this is the first time Ms. Schneider has

raised the argument that she was never party to the contract; in

the previous proceedings, Ms. Schneider argued only that she was

not personally liable, and the associate judge found that it was

“undisputed” that both defendants—Ms. Schneider and Security

University-—entered into a contract with Shapiro Sher. We do not

generally consider arguments made for the first time on appeal,

Johnson v. Fairfax Vill. Condo. TV Unit Owners Ass’n, 641 A.2d

495, 502 n.10 (D.C. 1994), but because Ms. Schneider is a pro se

appellant and because our conclusion as to Ms. Schneider’s

personal liability is the same as the one we would reach on

whether she is a party, we consider the argument anyway.

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admissible to resolve the contract’s ambiguity on the

issue of personal liability, both questions turn on the

same evidence, so we consider them together.5

Here, the retainer letters—the relevant

contracts—contain conflicting signs about Ms.

Schneider’s role in the transaction. The first letter was

made out to Ms. Schneider, and the second letter

explicitly defines the represented parties as including

“both Security University and [Ms. Schneider]

individually.” On the other hand, both letters were

addressed to a Security University facility, and the

second letter was made out to Security University with

attention to “Ms. Sondra J. Schneider, President.” The

signature blocks stated that the “[t]erms of

engagement letter” was “accepted” “by Security

University” and contained three blanks with the labels

“by,” “name,” and “title,” suggesting that Ms.

5 Particularly when an agent is potentially acting on

behalf of a principal, such as a company, the analysis of whether

one is party to a contract and whether one is personally Hable

necessarily intertwine. If an agent is not bound as a party, then

they could not be personally Hable for a breach of the contract

either, yet if they are personally Hable on the contract, then they

are inherently a party to it. In other words, “unless the agent

expressly is made a party to the contract” or otherwise acts with

the intent to be bound by the contract, then “the agent is not Hable

personally.” Romero v. Mervyn’s, 784 P.2d 992, 997 (N.M. 1989);

see Henderson v. Phillips, 195 A.2d 400, 402 (D.C. 1963) (“[W]hen

[an agent’s] principal is disclosed and words are absent from the

contract expressly binding [the agent], the agent ordinarily does

not incur personal liabihty.”); Grubb & Ellis Co. v. First Tex. Sav.

Ass’n, 726 F. Supp. 1226, 1228 (D. Colo. 1989) (finding that the

contract’s language was “not sufficient to make [the defendant] a

party to the contract or to impose hability on [the defendant]”).

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Schneider was acting in a representative capacity. See

Jaffe v. Nocera, 493 A.2d 1003, 1008 (D.C. 1985). And

as Ms. Schneider notes, neither letter contains explicit

guaranty language. See, e.g., Cusimano v. First Md.

Sav. & Loan, Inc., 639 A.2d 553, 557 (D.C. 1994)

(analyzing the signer’s liability based on their

promissory note stating that they “do hereby

personally guaranteed [sic] the due payment of the

within indebtedness”).

Given this apparent conflict, the agreements are

ambiguous as to Ms. Schneider’s liability, and we—like

the magistrate judge—may consider extrinsic evidence

on the issue.6 See Jaffe, 493 A.2d at 1007 n.2 (noting

that contradicting language in different parts of the

contract renders it ambiguous); Chidakel v. Blonder,

431 A.2d 594, 596 (D.C. 1981) (permitting

consideration of extrinsic evidence because the

contract, which included “by” on its signature line,

thus contained “some evidence” that it was signed in a

representative capacity). During the trial, both parties

testified that they had clearly stated their position on

personal liability for the fees to the other. Ms.

Schneider testified that she “rejected” the first

retainer, told Mr. Brown, “I really don’t want it in my

name. I want it in Security University’s name,” and

signed it only in her capacity as the President of

6 As noted, the ambiguity of the contract is a legal

determination that we decide de novo, Aziken, 70 A.3d at 219, and

our analysis here differs from the associate judge, who concluded

that the contract was unambiguous on this point. Our conclusion

is ultimately the same as the court’s, though, so we affirm on this

issue.

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Security University. Mr. Brown testified, that he told

Ms. Schneider that she would be personally liable for

the fees, and when he emailed Ms. Schneider the

second retainer, he wrote that it was “a second

retainer letter that is just with you and my firm.” He

also testified that he was hired by both Ms. Schneider

and Security University because the insurance

policy—which was the subject of the first legal

matter—covered them both, whereas Ms. Schneider

testified that the insurance policy covered only

Security University.

Although contract interpretation is generally a

question of law that we review de novo, we defer to the

finder of fact when the interpretation “depends on the

credibility of extrinsic evidence or on a choice among

reasonable inferences to be drawn from extrinsic

evidence.” 1010 Potomac Assocs., 485 A.2d at 205.

When reviewing a trial court’s ruling after a bench

trial, we defer to the trial court’s credibility

determination unless it is clearly erroneous.7 In re

Estate of Kittrie, 318 A.3d 1200, 1203 (D.C. 2024); see

D.C. Code § 17-305(a). Here, since the extrinsic

7 The clearly erroneous standard is appropriate for

reviewing the magistrate judge’s credibility determinations

because it was the magistrate judge that “had the opportunity to

observe [the witness’s] demeanor and form a conclusion.” In re

Z.W., 214 A.3d 1023, 1037 (D.C. 2019) (quoting In re N.D., 909

A.2d 165, 171 (D.C. 2006)). Here, the magistrate heard the live

testimony of both witnesses, reviewed the extensive documentary

evidence, and reached a conclusion thus informed. See Cox v.

United States, 325 A.3d 360, 376-77 (D.C. 2024) (discussing the

deference accorded to factual findings made based on live

testimony and documents).

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evidence as to liability appears roughly in equipoise

and could lend itself to multiple reasonable inferences,

the court’s credibility assessments are crucial, and the

magistrate judge found Mr. Brown credible and Ms.

Schneider incredible.8 Ms. Schneider points to no

evidence in the record—and we see none either—to

suggest that this conclusion was clearly erroneous. As

a result, the parol evidence and contractual language

support the trial court’s conclusion that the contract

was meant to bind Ms. Schneider personally, and we

affirm the trial court on this point.9

C. Exclusive Performance of the Contract

by Mr. Brown

Ms. Schneider next argues that her contract

with Shapiro Sher was conditioned on Mr. Brown

8 The magistrate judge found, based on Mr. Brown’s

undisputed trial testimony, that Ms. Schneider had previously

spent “hundreds of thousands of dollars” in htigation fees over

several years and therefore had awareness of attorney fee

structures and how exorbitant such fees can become. Ms.

Schneider also emailed Mr. Brown about her previous experiences

with other law firms and how she had been “badly burned” by

them. Ms. Schneider’s previous experience with civil litigation,

among other things, thus led the court to find her “unconvincingly

naive.”

9 Because Ms. Schneider is personally liable for her own

acts of nonpayment under the contract, we need not pierce the

corporate veil of Security University to hold her Hable, as she

argues. See Vuitch v. Furr, 482 A.2d 811, 815 (D.C. 1984)

(explaining that “piercing the corporate veil” is required when

holding a shareholder personally liable for the acts of a corporate

entity).

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exclusively performing the legal services and that

condition was not met. She relies on extrinsic

evidence10 to assert that the contract’s terms had been

modified to require Mr. Brown’s exclusive

performance. Because the contract is facially

unambiguous on this issue, we decline to consider

parol evidence and conclude that the contract allowed

for others to assist Mr. Brown. There are at least three

statements in both retainers on the subject: (1) “[o]ther

partners, associates[,] or paralegals . .. may assist me

as appropriate”; (2) “every effort will be taken to utilize

the services of associates or paralegals, where

appropriate, in order to keep the costs under control”;

and (3) “your work or parts of it may be performed by

other lawyers and legal assistants in the firm.” These

statements are uncontradicted by other language in

the contract, and Ms. Schneider testified that she read

them and did not specifically amend them. Ms.

Schneider’s annotation on the first retainer did not

relate to who was permitted to perform the work in the

first place and, in any case, did not appear to actually

modify the terms of the contract, since the second

retainer did not contain this alteration in it. The

10 Ms. Schneider wrote at the bottom of the first page of

the first retainer that Security University “does not approve

double or additional billing for review of Mr. Brown’s work.” She

testified that she also had a “long conversation” with Mr. Brown

about why she did not want to be billed for anyone else’s time

reviewing the case. Mr. Brown testified that he “would have never

agreed to do all of the work [him] self’ and that he merely assured

Ms. Schneider that he would not give the case entirely to an

associate. Before sending the second retainer, Mr. Brown emailed

Ms. Schneider, “As we agreed, I will not delegate this matter to

my associate.”

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language of the contract thus “speaks for itself and

binds the parties without the necessity of extrinsic

evidence.” Lumpkins v. CSL Locksmith, LLC, 911 A.2d

418, 423 (D.C. 2006) (quoting Washington Props., Inc.

v. Chin, Inc., 760 A.2d 546, 548 (D.C. 2000)).

D. Reasonableness of the Fees

Finally,

Ms.

Schneider attacks

the

reasonableness of the roughly $48,000 in fees that

Shapiro Sher charged, asserting that Mr. Brown’s

billing unfairly exceeds the $5,000 retainer fees that

she had already paid, covers work performed without

permission by people other than Mr. Brown, and

involved “legal research for something [Mr. Brown]

clearly must have already known” given his

professional experience. A trial court’s award of

damages for a breach of contract “will be upheld as

long as it is a ‘just and reasonable estimate based on

relevant data.’” Affordable Elegance, 114: A.2d at 329

(quoting LaVay, 431 A.2d at 550). Here, there is no

support in the record for the contention that Mr.

Brown billed for unnecessary work, the magistrate

judge explicitly found no indication of fraud or

negligence, and Ms. Schneider repeatedly praised Mr.

Brown’s performance. The contract is clear that

associates would assist in the representation, as

discussed supra II.C., and that Shapiro Sher’s

“practice is to bill monthly, based on services

performed in the previous month,” beyond the initial

retainer fee. Ms. Schneider provides no other reasons

that the fees charged were unreasonable, so “[a]bsent

any claims to us that a specific charge was

unreasonable, we defer” to the trial court’s findings

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that the invoices in the record supported the fees

charged and the hourly rates were reasonable. Gant v.

Sixteenth St. Heights Dev., LLC, 316 A.3d 478, 482 &

n.5 (D.C. 2024). As a result, we conclude that the trial

court did not abuse its discretion in finding the fees

reasonable.

III. Conclusion

For the foregoing reasons, we conclude that

Shapiro Sher and Ms. Schneider entered into an

enforceable contract for the provision of legal services,

which Ms. Schneider breached by refusing to pay for

the services. The judgment of the Superior Court is

affirmed.

ENTERED BY DIRECTION OF THE COURT:

/s/

JULIO A. CASTILLO

Clerk of the Court

Copies emailed to:

Honorable Alfred S. Irving, Jr.

Director, Civil Division

QMU

Copies e-served to:

Sondra J. Schneider

Joel D. Seledee, Esquire

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APPENDIX B

IN THE SUPERIOR COURT OF

THE DISTRICT OF COLUMBIA

CIVIL DIVISION

SHAPIRO SHER GUINOT & SANDLER, P.A.,

Plaintiff,

v.

SECURITY UNIVERSITY, LLC, et al.,

Defendants.

2019 CA 006084 C

Judge Alfred S. Irving, Jr.

ORDER DENYING

DEFENDANT'S MOTION FOR

JUDICIAL REVIEW

Before the Court is Defendant Sondra J.

Schneider's Motion for Judicial Review ("Mot. for

Judicial Review"), filed on June 12, 2023.

BACKGROUND

On September 19, 2019, Plaintiff Shapiro Sher

Guinot & Sandler, P.A. ("Shapiro") filed a Complaint

against Defendants Security University, LLC

("Security University") and Sondra J. Schneider

alleging that: (1) Defendants entered into a contract

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with Plaintiff, a law firm, for representation

concerning three legal matters; (2) by the terms of a

written agreement, Defendants would pay Plaintiff for

all fees and costs incurred in connection with legal

services rendered in the three matters; and (3)

Defendants breached the agreement by failing to make

payment due and owing pursuant to the terms of the

agreement. See generally Compl. Plaintiff sought

damages in the amount of $48,074.52, pre judgment

interest at the contractual rate of 1.0 percent per

month, plus court costs. Defendants asserted in their

Answer that (1) Defendant Schneider was not

personally liable for any attorney's fees; (2) the fees

charged were excessive and unreasonable, in part,

because they included fees for work done by associates

and paralegals, even though the Parties agreed that

only Mr. Brown would work on the matters; and (3)

Plaintiff failed to send monthly bills to Defendants.

The Parties first appeared in court on October

19, 2021 for a hearing on Plaintiffs Motion for Default

against both Defendants. At the hearing, the Parties

represented that they had reached an agreement

whereby Plaintiff would withdraw its Motion for

Default and in return Defendants would stipulate that

service was properly effected. Both Parties

acknowledged the agreement in open court and the

Hon. Joseph Beshouri noticed withdrawal of the

Motion for Default. During the hearing, the Parties

consented to the case proceeding before a magistrate

judge.

Following unsuccessful mediation efforts, on

April 28, 2022, the Parties appeared before Magistrate

19a

Judge Beshouri for a bench trial. Magistrate Judge

Beshouri orally granted a consent motion to continue

the trial. On June 24, 2022, the Parties appeared again

before Magistrate Judge Beshouri for a bench trial. All

Parties were represented by counsel for the duration

of trial.

In opening arguments, Plaintiff framed the

dispute as a simple breach of contract collections

claim, asserting that, in early 2018, Ms. Schneider

approached Plaintiff seeking representation on several

matters for both herself and her business, Security

University. According to Plaintiff, Defendant

Schneider never contested the amount owed and

represented multiple times that she would pay the

balance due as soon as possible.

Defendants countered that Defendant Schneider

is not personally responsible for any amount due and

owing because Security University was the sole client.

In addition, Defendants argued that the fees Plaintiff

charged are excessive and unreasonable, and that

Defendants accordingly owe nothing beyond the

roughly $26,000 Defendants had already paid under

the retainer.

Plaintiff called one witness and proffered fifteen

exhibits during its presentation of the case. Plaintiff

proffered without opposition, and Magistrate Judge

Beshouri accepted, Alex Brown-a partner at the

Shapiro firm and chair of its insurance department-as

both a fact witness and an expert on insurance law

litigation and litigation management generally. Mr.

Brown testified that, in early 2018, Defendant

20a

Schneider hired his firm, and him specifically, for a

legal matter involving an insurance coverage dispute

with Hartford Insurance Company. He testified that

both Ms. Schneider and her company, Security

University, were insurers pursuant to the insurance

policy with Hartford Insurance Company, and that,

accordingly, he and Ms. Schneider agreed that his firm

would represent both her and her company. Mr. Brown

further testified that he and Ms. Schneider discussed

that she would be personally responsible for any

attorney's fees. He testified that this understanding

was important to him because he knew she had

already spent $500,000 in the underlying litigation for

which she was seeking insurance coverage, and that

Security University was a small business and likely

did not have sufficient funds to cover additional

attorney's fees. Mr. Brown also testified that he and

Ms. Schneider discussed that, throughout the course of

his firm's representation, he would take the lead role

in all matters, but that he would delegate certain

tasks, such as legal research, to paralegals and

associates who could do certain work more efficiently

and at a lower hourly rate. Mr. Brown testified that

because Ms. Schneider was so pleased with his and his

firm's work on the Hartford Insurance Company

matter, Ms. Schneider fired counsel representing her

on two other matters and requested that Mr. Brown

instead represent her on those matters. Those matters

included: (1) a dispute with the U.S. Department of

Labor over a terminated federal grant to Security

University; and (2) a dispute over an audit of Security

University by the Virginia State Council on Higher

Education.

21a

Mr. Brown finally testified that, in accordance

with the retainer agreement, he mailed Ms. Schneider

monthly bills at Security University's mailing address

in Virginia; Ms. Schneider never once complained

about the bills; and, throughout the course of his

representation, she was complimentary of his work.

Magistrate Judge Beshouri admitted into

evidence all fifteen of Plaintiffs exhibits, as detailed

below.

Exhibit 1: The exhibit is a retainer letter, sent

by Mr. Brown and to Ms. Schneider on February 27,

2018. The letter is addressed to Ms. Schneider at

Security University's mailing address in Virginia, and

provides, in relevant part, that Mr. Brown's hourly

rate is $450.00, but that other partners, associates,

and paralegals may work on the matter with hourly

rates varying from $225.00 to $465.00, and that she

would be billed each month.

Exhibit 2: The exhibit is a second retainer letter,

sent to Ms. Schneider on March 16, 2018, updated to

include the two other matters on which Defendants

engaged the firm. The letter provides, in relevant part,

that "[t]he scope of our engagement will include both

Security University and you individually." It contains

the same billing terms as the first letter, and likewise

provides that associates and paralegals will work on

the matters at varying rates.

Exhibit 3: The exhibit is a statement of account

for the three matters Plaintiff was retained to handle,

detailing the outstanding balance for each, and the

22a

total amount due and owing of $48,074.52.

Exhibit 4: The exhibit is an accounts receivable

ledger for the Hartford Insurance Company matter. It

includes an itemized list of all monthly charges and all

payments made.

Exhibit 5(a)-(c): The exhibit includes all of the

itemized monthly bills mailed to Defendants' address

in Virginia for Plaintiffs work done in connection with

the Hartford Insurance Company matter.

Exhibit 6: The exhibit is an accounts receivable

ledger for the U.S. Department of Labor matter. It

includes an itemized list of all monthly charges and all

payments made.

Exhibit 7(a)-(i): The exhibit includes all of the

itemized monthly bills mailed to Defendants' address

in Virginia for Plaintiffs work done in connection with

the U.S. Department of Labor matter.

Exhibit 8: The exhibit is an accounts receivable

ledger for the Virginia State Council for Higher

Education matter. It includes an itemized list of all

monthly charges and all payments made.

Exhibit 9(a)-(d): The exhibit includes all of the

itemized monthly bills mailed to Defendants' address

in Virginia for Plaintiffs work done in connection with

the Virginia State Council for Higher Education

matter.

Exhibit 10: The exhibit is an accounts receivable

23a

ledger for a fourth matter, involving Travelers

Insurance Company. Plaintiff ultimately determined

it could not represent Defendants with respect to that

matter because of a conflict of interest. Plaintiff

withdrew the $135.00 charge after determining that it

could not represent Defendants in the matter.

Exhibit 11: The exhibit is a letter sent by

Plaintiff to Defendants on February 7, 2019, outlining

balances due and owing in all three matters.

Exhibit 12: The exhibit is an email dated

December 8, 2021, from Defendant Schneider to Mr.

Brown, requesting Mr. Brown's billing statement for

the Travelers Insurance matter to be used as support

for a complaint that she intended to file against

Travelers Insurance, explaining that the action was

part of her "efforts to recover and pay you."

Exhibit 13: The exhibit is a text message sent

from Defendant Schneider to Mr. Brown, wherein Ms.

Schneider represents that she hopes to get money from

another lawsuit to enable her to pay Plaintiff.

Exhibit 14: The exhibit is a pre-judgment

interest worksheet, outlining the pre-judgment

interest due pursuant to the contractual rate of 1.0

percent monthly.

Exhibit 15: The exhibit, which is also

Defendants' Exhibit A, is a letter sent by Plaintiff to

the Virginia Insurance Commissioner on March 14,

2018, requesting relief regarding the Hartford

Insurance Company matter.

24a

During a lengthy cross-examination of Mr.

Brown, Defendants attempted to attack the fees as

unreasonable, by questioning the time spent on each

line-item of billing.

Defendants called one witness and proffered five

exhibits during their presentation. Defendant

Schneider testified that she is the president of Security

University, which has a teaching facility in Virginia.

She testified that she rejected the first retainer letter

because she did not want it to be addressed to her

individually, even though she executed the letter. She

testified that she and Mr. Brown never reached an

understanding that Plaintiff would represent both

herself and Security University. According to her

testimony, they had discussed that the retainer

agreements were limited to the sole representation of

Security University. Defendant Schneider further

testified that Mr. Brown represented to her that he

would be the only person to work on her matters, and

that he would not delegate any work to associates or

paralegals. She testified that she did not receive a

single monthly billing statement at Security

University's Virginia address because she does hot

check the mail at that location, and that she was

shocked to receive the balance summary letter on

February 7, 2019. Throughout her testimony,

Defendant Schneider praised the work done by

Plaintiff and Mr. Brown, specifically.

Magistrate Judge Beshouri admitted into

evidence all five of Defendants' exhibits, as detailed

below.

25a

Exhibit A: The exhibit is a letter drafted by

Plaintiff to Virginia's Insurance Commissioner, in

connection with the Hartford Insurance Company

matter.

Exhibit B: The exhibit is a letter drafted by

Plaintiff to a Virginia Assistant Attorney General, in

connection with the Virginia State Council of Higher

Education matter.

Exhibit C: The exhibit is a letter drafted by

Plaintiff to a Senior Assistant Attorney General, in

connection with the Virginia State Council of Higher

Education matter.

Exhibit D: The exhibit is a motion for pro hac

vice admission of Mr. Brown to practice in the District

of Columbia, in connection with the U.S. Department

of Labor matter.1

Exhibit E: The exhibit is a March 5, 2018 e-mail

from Mr. Brown to Defendant Schneider in which Mr.

Brown states, in relation to the retainer letter, that he

will not "delegate this matter to an associate."

During cross-examination of Defendant

Schneider, Plaintiff questioned how she received the

February 7, 2019, but not the monthly bills, as they

were all mailed to the same address. Defendant

Schneider answered that she received the February 7,

1 Exhibits A-D were introduced to demonstrate the

excessive nature of Plaintiffs fees.

26a

2019 letter by e-mail, but when pressed, admitted that

she could not produce any evidence of such an e-mail.

In Plaintiffs rebuttal, Mr. Brown testified that

if the monthly bills to Security University were not

being properly delivered, he would have received

undeliverable notices from the U.S. Postal Service.

Thereafter, Magistrate Judge Beshouri

adjourned the trial for the day and set July 13, 2022,

as the date on which trial would resume. On that date,

Magistrate Judge Beshouri announced that he was not

yet ready to give a verdict. He stated that, in his mind,

the case presented a simple breach of contract claim,

with a question as to whether Defendants are jointly

and severally liable for any damages. He asked several

follow-up questions of counsel and continued the

matter to July 25, 2022.

On July 25, 2022, Magistrate Judge Beshouri

orally rendered the verdict. Magistrate Judge Beshouri

found that the Parties entered into an agreement, and

then another agreement, for work to be done by

Plaintiff, and that such agreements were executed by

the Parties. He found that the agreements provided

the hourly rates for Plaintiffs work. He found further

that Plaintiff performed its obligations under the

agreement and Defendant only partially performed her

payment obligations. Magistrate Judge Beshouri found

Mr. Brown credible and reasonable in his testimony.

He found further that the retainer letters were

detailed and written in lay terms. He found that the

agreements explicitly indicated that other members of

Plaintiffs law firm would make contributions.

27a

Magistrate Judge Beshouri credited Mr. Brown's

testimony that Defendants never once disputed his

fees before he filed this lawsuit.

Magistrate Judge Beshouri found Ms. Schneider

lacked credibility. Specifically, he did not credit her

representation that she had disputed the fees. He did

not credit her testimony that she understood that only

Mr. Brown would work on the case, which

representation was contrary to the explicit terms of

the retainer agreement. And, he did not credit her

testimony that she never once received a monthly

invoice statement-the agreement provided for such.

Magistrate Judge Beshouri credited Mr.

Brown's testimony that the Parties had discussed his

serving as lead counsel and that such discussions did

not include any promises that he would be the only

person to work on the matters. Magistrate Judge

Beshouri further credited Mr. Brown's testimony that

the work Plaintiff performed for Defendants was

necessary and reasonably addressed the complexities

of the cases. Magistrate Judge Beshouri found that

Defendants failed to present any evidence to

demonstrate that the work completed by Plaintiff was

inflated, excessive, or unreasonable. On the contrary,

he found that the issues presented were complicated

and that Mr. Brown deftly handled them as an expert

in the insurance law field.

Magistrate Judge Beshouri also found that both

Defendants are liable for their breach of the contract.

He noted that both retainer letters are addressed to

Defendant Schneider, and that an unambiguous

28a

reading of the letters confirms that she is individually

liable. Accordingly, Magistrate Judge Beshouri

therefore entered judgment for Plaintiff for breach of

contract against both Defendants, jointly and

severally, in the amount of $48,074.52, plus pre

judgment interest in the amount of $18,587.06, plus

post judgment interest at the contractual rate of 1

percent monthly, and court costs of $160.00.

After entry of judgment, Defendants moved for

a new trial based on Magistrate Judge Beshouri's

failure to permit them closing arguments. At a motion

hearing on February 24, 2023, Magistrate Judge

Beshouri orally granted Defendants' motion,

explaining that his omission was an oversight, arising

out of the fractured trial proceedings, and that he

would permit both Parties an opportunity to present

closing arguments. As such, Magistrate Judge

Beshouri vacated the judgment and reopened trial for

the purpose of allowing the Parties to present closing

arguments.

On March 27, 2023, the Parties presented

closing arguments before Magistrate Judge Beshouri:

Plaintiff argued that: Defendant Schneider approached

Mr. Brown seeking legal representation; Defendant

Schneider was happy with Plaintiffs services, and

never once complained; Defendant Schneider made

repeated promises of payment after the relationship

ended; the fees charged to Defendants were necessary

and reasonable in light of the complicated nature of

the matters; Defendants failed to present any expert

testimony regarding the reasonableness of the fees;

and, pursuant to the retainer agreement, Mr. Brown

29a

took a leading role in the case but delegated some

matters to associates who worked at a lower hourly

rate, resulting in savings to the Defendants.

Defendants argued in closing that: they do not

owe Plaintiff anything beyond what they have already

paid; the fees charged were unreasonable, especially

those stemming from unauthorized associate work;

Defendant Schneider was an agent of Defendant

Security University and not a guarantor of the

agreement; Plaintiff cannot pierce the corporate veil;

Defendant Schneider would have objected to the bills

if she had ever received them; and Defendants are

dissatisfied with the amount of time it took Plaintiff to

complete the work, but not with the quality of the

work. After the arguments, Magistrate Judge Beshouri

explained that he required additional time to consider

the evidence in light of the arguments and, thus

continued the trial to April 7, 2023. On April 7, 2023,

Magistrate Judge Beshouri informed the Parties that

he needed time to re-listen to the entire trial before

reaching a new verdict, and he thus continued the trial

to April 19, 2023.

On April 19, 2023, Magistrate Judge Beshouri

read into the record his verdict, and issued, in his

words, "exactly the same judgment" as before.

Magistrate Judge Beshouri noted that Defendant

Schneider is highly educated and savvy, and has

experience with litigation, evidenced by the hundreds

of thousands of dollars she had already compensated

other attorneys on other matters. He found that she

approached Mr. Brown because of his expertise in the

field of insurance law, and that she imposed no limits

30a

on his fees, even though she knew how expensive

litigation can be when one has engaged attorneys who

are experts in their practice areas. He found that: both

agreements provided for the work of associates and

paralegals; she signed both agreements; both

agreements provided for monthly billings that would

be mailed to the address she provided; and she never

protested the billings or fees. Magistrate Judge

Beshouri found her testimony to be erratic,

inconsistent, and strategic. He noted that her

testimony regarding the use of paralegals and

associates was illogical, given that she was at all times

pleased with the work of Plaintiff, and work by

paralegals and associates was billed at a lower hourly

rate. Magistrate Judge Beshouri found that the

Parties set reasonable fees in the retainer letters of

$450.00/hour for Mr. Brown, and varying fees for other

attorneys and paralegals at the firm. He noted that the

rate of $450.00 per hour is less than half of what Mr.

Brown could reasonably charge pursuant to the Laffey

Matrix.2 He further noted that the position taken by

2 "The Laffey Matrix is a fee schedule of hourly rates for

attorneys practicing in the District of Columbia, broken down by

years of experience .... Laffey-derived rates have ... been used to

calculate the lodestar for attorney's fees in private litigation in the

courts of the District of Columbia." Tenants of 710 Jefferson St. v.

D.C. Rental Hous. Comm'n, 123 A.3d 170,182 (D.C. 2015); seealso

III. Farmers Ins. Co. v. Hagenberg, 167 A.3d 1218,1236 n.20 (D.C.

2017) ("'The Laffey matrix is a schedule of charges based on years

of experience developed in Laffey v. Northwest Airlines, Inc., 572

F. Supp. 354 (D.D.C. 1983), rev'd on other grounds, 746 F.2d 4,

241 U.S. App. D.C. 11 (D.C. Cir. 1984).' It has been updated since

the 1983 Laffey decision." (original modification and internal

citation omitted)).

31a

Defendants in this matter appears to be that Mr.

Brown was enlisted as an expert attorney in insurance

law; that Defendants were very pleased with his work

and indeed gave him more work to do; that Defendants

never protested his fees and indeed agreed to an

hourly rate of $450.00; set no dollar or time limit on

how much work he would do to represent the

Defendants in the matters the retainer agreements

defined; and, only now that Plaintiff has rendered it

services, do the Defendants claim that too much work

was performed and that the charges were

unreasonable.

Magistrate Judge Beshouri fully credited the

testimony of Mr. Brown while finding Defendant

Schneider's testimony to be wholly lacking in

credibility. Magistrate Judge Beshouri found that no

evidence in the record established fraud, professional

negligence, or breach of fiduciary duty; to the contrary,

he found that the evidence demonstrated Mr. Brown's

zealous representation of Defendants. He found that

Defendants presented no evidence that Plaintiff

inflated fees. He concluded that the retainer

agreements are unambiguous in their permitting the

work of associates and paralegals on Defendants'

matters. He concluded further that the retainer

agreements are ambiguous as to whether Defendant

Schneider is personally liable for the bills. He thus

considered parol evidence in his analysis of the issue,

including the testimony of both Parties, and

Defendants' Exhibit E, and found that the Parties

intended for Defendant Schneider to be personally

liable for the bills. Magistrate Judge Beshouri

accordingly entered judgment for Plaintiff for breach

32a

of contract against both Defendants, jointly and

severally, in the amount of $48,074.52, plus

pre-judgment interest in the amount of $18,587.06,

post-judgment interest at the contractual rate of 1.0%

per month, and court costs of $160.00. He further

stated that the judgment was nunc pro tunc from July

25, 2022, the date of the original judgment, with

interest accumulation to begin that same day.

Defendant Schneider filed a motion for judicial

review on June 12, 2023, seeking review on "at least

four grounds." Mot. for Judicial Review 3. Defendant

Schneider contends that: "this Court has no

jurisdiction over this legal fee dispute, and this case

should have been referred to the District of Columbia

Bar, Attorney-Client Arbitration Board (ACAB')";

"Defendant was not properly served with process"; (3)

"the Court erred in finding that the parties entered

into a valid contract and that associate work was

agreed to by client"; and (4) "the Court erred in finding

that Defendant Schneider is personally liable" because

Plaintiff did not demonstrate "the required elements to

pierce the corporate veil or to hold Sondra Schneider

personally liable." Id. at 3-4.

II. LEGAL STANDARD

Rule 73(b) of the Superior Court Rules of Civil

Procedure governs judicial review of a magistrate

judge's "order or judgment, or part" thereof. Super. Ct.

Civ. R. 73(b)(4)(A)(ii). "The Superior Court Judge

reviewing a magistrate judge's final order or judgment

must apply the same standard of review used by the

District of Columbia Court of Appeals when reviewing

33a

a judgment or order of the Superior Court." Super. Ct.

Civ. R. 73(b)(3). Section 17-305(a) governs the scope of

review of the Court of Appeals. It provides, as follows:

In considering an order or judgment of a

lower court (or any of its divisions or

branches) brought before it for review,

the District of Columbia Court of Appeals

shall review the record on appeal. When

the issues of fact were tried by jury, the

court shall review the case only as to

matters of law. When the case was tried

without a jury, the court may review both

as to the facts and the law, but the

judgment may not be set aside except for

errors of law unless it appears that the

judgment is plainly wrong or without

evidence to support it.

D.C. Code § 17-305(a). "On appeal from a bench trial,

[the Court of Appeals] review[s] the trial court's legal

conclusions de novo, but defer [s] to its factual findings

if they are supported by the record." Hernandez v.

Bryant Banks, 84 A.3d 543, 556 (D.C. 2014) (quoting

Chibs v. Fisher, 960 A.2d 588, 589 (D.C. 2008)).

A party seeking review must file and serve a

motion for judicial review "within 14 days after entry

of the order or judgment," indicate the order or

judgment for which review is sought, and specify "the

grounds for objection" to the order or judgment. Super.

Ct. Civ. R. 73(b)(4). Where the party seeking review

"fail[s] to comply" with Rule 73 "or any other rule or

order," the reviewing court "may take any action as is

34a

deemed appropriate, including dismissal of the motion

for review." Super. Ct. Civ. R. 73(b)(10).

III. ANALYSIS

"To prevail on a claim of breach of contract, a

party must establish existence of (1) a valid contract

between the parties; (2) an obligation or duty arising

out of the contract; (3) a breach of that duty; and (4)

damages caused by the breach." Tsintolas Realty Co. v.

Mendez, 984 A.2d 181, 187 (D.C. 2009). "For there to

be an enforceable contract, there must be mutual

assent of each party to all the essential terms of the

contract." Malone v. Saxony Coop. Apartments, Inc.,

763 A.2d 725, 729 (D.C. 2000). "Parol evidence is

usually not admissible to vary or alter the terms of a

written contract!,]" but parol evidence can be admitted

"to explain an ambiguity in the language of an

agreement." Dixon v. Wilson, 192 A.2d 289, 291 (D.C.

1963) (finding that whether an ambiguity exists is an

issue "of law to be determined by the court"). In every

contract, there is an implied covenant of good faith and

fair dealing. Hais v. Smith, 547 A.2d 986, 987 (D.C.

1988).

While "a plaintiff is not required to prove the

amount of damages precisely ... there must be some

reasonable basis on which to estimate damages."

Bedell v. Inver Hous., Inc., 506 A.2d 202, 205 (D.C.

1986). To assess the reasonableness of attorney's fees

requested, the court should consider the "(1) time,

labor, and skill to perform the legal services; (2) fee

customarily charged in the area for similar services;

(3) attorneys' experience and ability; and (4)

35a

limitations imposed by the client." In re Brown, 211

A.3d 165, 169 (D.C. 2019) (citing Snead v. Watkins (In

re Estate of McDaniel), 953 A.2d 1021,1024-1025 (D.C.

2008)); see Vining v. District of Columbia, 198 A.3d

738, 754 n.20 (D.C. 2018) ("In general, a reasonable

attorney fee includes compensation for the hours billed

by paralegals, legal assistants, or law clerks at their

market rates [.]").

The Court finds that Magistrate Judge

Beshouri's findings are supported by the record and

his legal conclusions are not erroneous. It is

undisputed that the Parties entered into a contract,

whereby Plaintiff law firm would provide legal services

for Defendants on three legal matters. It is undisputed

that Plaintiff performed his obligations under the

contract, and Defendants failed to perform by only

partially paying legal fees. It is likewise undisputed

that the contract, marked as Plaintiffs Exhibit 2,

provides for an hourly rate of $450.00 for Mr. Brown's

work and varying hourly rates for other partners,

associates, and paralegals. What Defendants dispute,

it appears to this Court, as it did to Magistrate Judge

Beshouri, is the amount of time Plaintiff expended on

the three matters, an amount that Defendants would

have the Court deem unreasonable. Impressively,

Defendant Schneider was highly complimentary of

Plaintiffs work product throughout her testimony. She

never complained of his invoices before this collections

suit and now only makes vague claims, unsupported by

expert testimony, that the fees charged and time

expended were excessive and unreasonable.

The

Court

finds

that Magistrate

36a

Judge

Beshouri's finding that the fees charged were

reasonable is supported by the record. The legal

matters were indeed complicated, and Mr. Brown,

supported by other attorneys and paralegals at

Plaintiffs firm, provided comprehensive and zealous

representation as an expert in insurance law.

Furthermore, Defendant Schneider set no limitations

on the amount of fees that Plaintiff could charge in

connection with her three legal matters, and she

understood, by way of the underlying litigation, how

high such fees rise in complicated civil matters.

The Court finds that Magistrate Judge

Beshouri's findings that the Parties agreed that other

members of Plaintiff firm would work on the case, and

that Defendant Schneider would be personally liable

for all fees accrued, are likewise supported by the

record. The Court disagrees with Magistrate Judge

Beshouri's conclusion that the retainer agreements are

ambiguous as to whether Defendant Schneider would

be personally liable for the fees. To be sure, the

updated retainer agreement, Plaintiffs Exhibit 2,

explicitly provides that "[t]he scope of our engagement

will include both Security University and you

individually[;]" is addressed to Defendant Schneider;

and is signed by Defendant Schneider. No matter, even

if the contract were ambiguous, parol evidence

confirms that the Parties intended Defendant

Schneider to be personally liable. Thus, the Court

agrees with Magistrate Judge Beshouri's conclusion

that there was a breach of contract, with damages in

the amount of $48,074.52, plus pre-judgment interest

in the amount of $18,587.06, and that such damages in

the form of attorney's fees were reasonable.

37a

Finally, the arguments raised in Defendant

Schneider's Motion for Judicial Review are

unpersuasive. First, Magistrate Judge Beshouri did,

indeed, have jurisdiction over this matter, and was not

required to refer it to the Attorney-Client Arbitration

Board ("ACAB"). Rule XIII(a) of the Rules Governing

the District of Columbia Bar provides that "[a]n

attorney subject to the disciplinary jurisdiction of this

Court shall be deemed to have agreed to arbitrate

disputes over fees for legal services and disbursements

related thereto when such arbitration is requested by

a present or former client[.]" Here, Defendants never

requested that this matter be arbitrated before ACAB.

Defendant Schneider requests the referral only now,

on appeal, after the matter has been comprehensively

litigated in the Superior Court. Second, Defendants

stipulated to service of process at the October 19, 2021

motion hearing on Plaintiffs motion for default.

Defendant Schneider explicitly acknowledged on the

record that she agreed to stipulate to service of process

in exchange for Plaintiff withdrawing its Motion for

Default. She cannot now contest service. See Dennis v.

Jackson, 258 A.3d 860, 862 (D.C. 2021) (finding that

"where a party successfully assumes a certain position

in a legal proceeding, that party may not subsequently

assume a contrary position in a different proceeding,

simply because that party's interests have changed").

Third, as noted above, the Parties did enter into a

legally enforceable contract, which contract

Defendants breached. Fourth and finally, and also as

noted above, Magistrate Judge Beshouri did not err in

finding that Defendant Schneider is jointly and

severally liable for the breach. Plaintiff did not need to

pierce the corporate veil to collect from Defendant

38a

Schneider; the Parties agreed that she would be

personally liable for all fees.

The Court concludes by reminding Defendant

Schneider that she has an ongoing obligation of candor

to the tribunal. See Super. Ct. Civ. R. 11(b); see also

Macleod v. Georgetown Univ. Med. &tr., 736 A.2d 977,

979 (D.C. 1999) (reiterating that self-represented

litigants "must... be bound by and conform to the rules

of court procedure ... equally binding upon members of

the bar"). In her June 12, 2023 motion for an extension

of time to file a motion for judicial review, Defendant

Schneider represented, in support of her request, that:

(1) her attorney "notified Defendants ... that he

intended to withdraw as counsel immediately after

closing arguments"; and (2) because she is not a

lawyer, she was not familiar with the time deadline for

filing a motion for judicial review. This Court granted

her motion for an extension of time, accepting her

representations as truthful. The Court has now

listened to the entire record in this matter and finds

that such representations were untruthful. Indeed, on

the last day of trial, after Magistrate Judge Beshouri

read into the record the second verdict, he orally

granted Defendants' attorney Mr. Wight's motion for

withdrawal after Mr. Wight represented to the court

that he and Defendant Schenider had agreed several

months prior that his representation would conclude

after the trial and would not continue for any appeal.

In addition, Magistrate Judge Beshouri informed

Defendant Schneider of her appeal rights and

admonished her thrice that she had fourteen days to

file such an appeal. Defendant Schneider is now

formally on notice that she will be subject to sanctions

39a

for any future misrepresentations in this matter. See

Super. Ct. R. Civ. P. 11(c)(3).

In sum, the Court must deny Defendant's

Motion for Judicial Review, as the judgment below is

not "plainly wrong or without evidence to support it,"

and Magistrate Judge Beshouri did not err as a matter

of law.

ACCORDINGLY, it is by the Court this 3rd

day of August 2023, hereby

ORDERED that Defendant's Motion for

Judicial Review, filed on June 12^ 2023, is DENIED,

for the reasons provided in this Order; and it is further

ORDERED

AFFIRMED.

that

the

ruling

below

is

/s/

Judge Alfred S. Irving, Jr.

Copies to:

All Parties

Via Odyssey

40a

APPENDIX C

SUPERIOR COURT

OF THE DISTRICT OF COLUMBIA

CIVIL DIVISION

[DATE STAMP]

Filed

05/15/2023

Superior Court

of the District of Columbia

SHAPIRO SHER GUINOT & SANDLER P.A.,

Plaintiff,

v.

SECURITY UNIVERSITY LLC et al,

Defendants.

Case No. 2019 CA 006084 C

Magistrate Judge Joseph Beshouri

AMENDED ORDER

Following the trial of this matter held on June

24 and July 13, 2022, the matter came before the

Court for a verdict on July 25, 2022. Judgment was

then entered for Plaintiff and a Judgment Order

issued on August 1, 2022.

Defendants filed a Motion to Grant a New Trial

or to Alter or Amend the Judgment ("Motion") on

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August 29, 2022. A hearing on the Motion was

inadvertently delayed for a time, but arguments were

eventually heard on February 24, 2023. On March 17,

2023, the Court issued an Order memorializing its

ruling from that February 24 hearing, vacating the

judgment entered on July 25 and scheduling the

matter for closing arguments.1 Closing arguments

were heard on March 27, 2023. Having then continued

the matter to fully consider the parties' arguments,

both oral and written, the Court again entered

judgment for Plaintiff on April 19, 2023. The judgment

entered was identical to the judgment entered on July

25, 2022?

Accordingly, it is this 15th day of May 15, 2023

hereby,

ORDERED that judgment is entered in favor of

the Plaintiff, Shapiro Sher Guinot & Sandler P.A.; and

it is further

ORDERED that Judgment is entered against

the Defendants, Security University LLC and Sondra

J. Schneider, jointly and severally, in the amount of

$48,074.52; plus pre-judgment interest at the

contractual rate in the amount of $18,587.06; plus

post-judgment interest at the contractual rate of 1%

1 See footnote 2.

2 The relevant procedural history of this matter was

recounted in detail at the outset of a particularly lengthy verdict

announced on April 19, 2023.

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per month nunc pro tunc to July 25, 2022;3 plus costs

in the amount of $160.00.

SO ORDERED.

/s/

Magistrate Judge Joseph Beshouri

(Signed in Chambers)

3 The Court determined on April 19, 2023 that because

Defendants did not object to the Court’s original verdict, Whether

before or after being invited by the Court to express any need for

clarity following the verdict, pOstwjudgment interest should be

calculated from the time of the original verdict, even though the

Court vacated the original judgment to allow for the parties to

present closing arguments. Practically speaking, the

determination of when post-judgment interest would begin to

accrue is meaningless, however. In the event of any unpaid

balance 60 days after an invoice date, the parties’ Agreement

called for interest on the balance due at the rate of 1% per month.

Denying that any balance was due, Defendants did not dispute the

date as to When interest would begin to accrue in the event of a

balance, and per the parties’ Agreement the interest rate

pre-judgmentwas necessarily the same as the post-judgment rate.

Plaintiff s Exh. 14.

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APPENDIX D

SUPERIOR COURT

OF THE DISTRICT OF COLUMBIA

CIVIL DIVISION

[DATE STAMP]

Filed

D.C. Superior Court

08/01/2022 11:31AM

Clerk of the Court

SHAPIRO SHER GUINOT & SANDLER P.A.,

Plaintiff,

v.

SECURITY UNIVERSITY LLC et al,

Defendants.

Case No. 2019 CA 006084 C

Magistrate Judge Joseph Beshouri

ORDER

This matter was before the Court for a Non-Jury

Trial on July 25, 2022. Counsel for both parties

appeared remotely, as did Defendant Schneider.

Upon consideration of Plaintiffs evidence

presented, recounted in open court on the above-noted

date and incorporated here by reference, it is this

August 1, 2022, hereby;

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ORDERED that Judgment is entered in favor

of the Plaintiff, Shapiro Sher Guinot & Sandler P.A.;

and it is further

ORDERED that Judgment is entered against

the Defendants, Security University LLC and Sondra

J. Schneider, jointly and severally, in the amount of

$48,074.52, plus pre-judgment interest in the amount

of $18,587.06, plus post-judgment interest at the rate

of 1 % per month from the July 25, 2022, and court

costs in the amount of $160.00.1

!sl

Magistrate Judge Joseph Beshouri

(Signed in Chambers)

1 The parties' rights to review and, in turn, appeal, were

discussed in open court at the conclusion of the Court's verdict.

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APPENDIX E

DISTRICT OF COLUMBIA

COURT OF APPEALS

[DATE STAMP]

FILED

MAY 19 2025

DISTRICT OF COLUMBIA

COURT OF APPEALS

No. 23-CV-0670

SONDRA J. SCHNEIDER,

Appellant,

v.

2019-CA-006084-C

SHAPIRO SHER GUINOT & SANDLER, P.A.,

Appellee.

BEFORE: Beckwith and McLeese, Associate Judges,

and Ruiz, Senior Judge.

ORDER

On consideration of appellant's petition for

rehearing, it is

ORDERED that

rehearing is denied.

appellant's

PER CURIAM

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petition

for

Copies emailed to:

Honorable Alfred S. Irving, Jr.

Director, Civil Division

Copies e-served to:

Sondra J. Schneider

Joel D. Seledee, Esquire

kw

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