NOT FOR PUBLICATION

UNITED STATES COURT OF APPEALS

FOR THE NINTH CIRCUIT

SENTINEL OFFENDER SERVICES, LLC, 

a Delaware limited liability company, 

Plaintiff-Appellant, 

 v. 

G4S SECURE SOLUTIONS, INC., A 

Florida corporation, 

Defendant-Appellee.

No. 17-55559 

D.C. No. 

8:14-cv-00298-JLS-JPR 

MEMORANDUM*

SENTINEL OFFENDER SERVICES, LLC, 

a Delaware limited liability company, 

Plaintiff-Appellee, 

 v. 

G4S SECURE SOLUTIONS, INC., A 

Florida corporation, 

Defendant-Appellant.

No. 17-55785 

17-55987 

D.C. No. 

8:14-cv-00298-JLS-JPR 

Appeal from the United States District Court

for the Central District of California

Josephine L. Staton, District Judge, Presiding

Argued and Submitted May 17, 2019

 

* This disposition is not appropriate for publication and is not precedent 

except as provided by Ninth Circuit Rule 36-3.

FILED

JUN 12 2019

MOLLY C. DWYER, CLERK

U.S. COURT OF APPEALS
2 17-55559 

Pasadena, California

Before: NGUYEN and OWENS, Circuit Judges, and BAYLSON,** District Judge.

In this appeal and cross-appeal, both parties challenge the district court’s 

ruling and award of damages and attorneys’ fees following a bench trial. Appellant 

and Cross-Appellee Sentinel Offender Services, LLC, (“Sentinel”) appeals the 

district court’s damages award as insufficient. Appellee and Cross-Appellant G4S 

Secure Solutions (USA), Inc., (“G4S”) appeals the district court’s decision on 

liability in favor of Sentinel and its award of attorneys’ fees to Sentinel. 

Sentinel sued G4S for breach of contract, fraud, and negligent 

misrepresentation based on alleged statements and omissions related to Sentinel’s 

acquisition of G4S’s subsidiary, G4S Justice Services, LLC (“Justice”). 

Specifically, Sentinel alleged that G4S misrepresented that Justice had a “good 

probability” of winning a pending bid for a contract, and deliberately withheld that 

Justice’s bid did not comply with mandatory technical specifications. Sentinel sued 

G4S when, following Sentinel’s acquisition of Justice, it did not obtain the 

contract.

After a bench trial, the district court found G4S liable for fraud and 

negligent misrepresentation but not breach of contract. The district court awarded 

 

** The Honorable Michael M. Baylson, United States District Judge for 

the Eastern District of Pennsylvania, sitting by designation.
3 17-55559 

Sentinel $456,328 in compensatory damages and awarded Sentinel attorneys’ fees 

as the prevailing party.

The district court had subject-matter jurisdiction under 18 U.S.C. § 1332. 

This Court has jurisdiction under 28 U.S.C. § 1291.

We have considered the following issues and affirm.

1. G4S argues that the district court erred when it concluded that G4S 

was liable for fraud and negligent misrepresentation. G4S contends that its “good 

probability” statement was not a misrepresentation, or, alternatively, that the 

misrepresentation was not actionable because it was merely an opinion. Sentinel 

responds that the factual record supports the district court’s conclusion. 

We review the district court’s findings of fact for clear error. Freeman v. 

Allstate Life Ins. Co., 253 F.3d 533, 536 (9th Cir. 2001). After careful review of

the record, and in light of the standard of review, we reject G4S’s argument. The 

district court found that G4S’s misrepresentation was actionable based on its 

credibility assessment of the witnesses at trial. We cannot say that the district court 

committed clear error in its credibility findings. These credibility assessments, 

along with the sufficient evidence in the record cited by the district court, support 

our conclusion that the district court did not clearly err in holding G4S liable to 

Sentinel for fraud and negligent misrepresentation.

2. Sentinel argues that the district court’s award of damages was 
4 17-55559 

insufficient and erroneous. It first contends that the district court employed the 

incorrect standard of damages as a matter of law when it applied California Civil 

Code section 3333, requiring modification of the judgement or, alternatively, a 

new trial limited to damages. Sentinel argues that the district court should have

instead applied California Civil Code section 3343, the standard of damages for 

fraud by a non-fiduciary. Additionally, Sentinel contends that the district court 

erred in its calculation of damages. Sentinel argues that the district court’s award 

should have included the mezzanine financing it obtained to cover the purchase 

price. 

G4S responds that the district court applied the standard of damages 

proposed by Sentinel, and thus that Sentinel should be judicially estopped from 

raising an argument on this issue. Moreover, G4S contends that any error in 

calculating damages was harmless because the standard applied by the district 

court, section 3333, is broader than section 3343, the standard Sentinel now argues 

should have been applied. Finally, G4S asserts that the district court’s calculation 

of damages was not clearly erroneous.

Initially, we conclude that any error in the district court’s choice to evaluate 

damages under section 3333 was invited by Sentinel. Sentinel’s Proposed Findings 

of Fact and Conclusions of Law proposed that the district court apply section 3333 

in awarding damages for fraud. United States v. Reyes-Alvarado, 963 F.2d 1184, 
5 17-55559 

1187 (9th Cir. 1992), as amended (June 15, 1992) (“The doctrine of invited error 

prevents a [party] from complaining of an error that was his own fault.”). We also 

agree that any error in the district court’s application of section 3333 was harmless 

because that section uses a “broader” measure of damages than section 3343. 

Alliance Mortgage Co. v. Rothwell, 44 Cal. Rptr. 2d 352, 361 (1995).

We review the district court’s computation of damages under the clearly 

erroneous standard. Sutton v. Earles, 26 F.3d 903, 918 (9th Cir. 1999).

We do not find clear error in the district court’s calculation of damages. The 

district court properly concluded that, notwithstanding G4S’s fraud, Sentinel was 

not entitled to the entire amount of the lost contract. Rather, the district court

reasonably fashioned a measure of damages based upon the value Sentinel had 

agreed to assign to other pending bids, as proposed by G4S’s expert witness. Under 

this calculation, the district court awarded Sentinel a portion of the amount 

Sentinel paid to acquire Justice, not only which accounted for the fact that there 

had been a misrepresentation and an omission, but also for the fact that Sentinel 

knew that there was no guarantee that Justice would win the pending contract. This 

was a proper out-of-pocket damages calculation, as required under California law. 

Moreover, it was within the district court’s discretion to decline to award 

damages for the interest paid by Sentinel for mezzanine financing. The district 

court properly considered this element of proposed damages, and was not required 
6 17-55559 

by California law to award it. We affirm the district court’s award of damages.

3. Finally, G4S asserts that the district court erred in imposing attorneys’

fees in favor of Sentinel. G4S contends that, because it was successful on the 

contract claim, it should have been awarded attorneys’ fees as the prevailing party 

on the contract under California Civil Code section 1717. Sentinel responds that 

the district court properly found that it was the prevailing party under California 

Code of Civil Procedure section 1032. Both parties appear to agree that the 

“litigation objectives” test is the proper method for designating a prevailing party. 

We review the district court’s award of attorneys’ fees for abuse of 

discretion. Armstrong v. Davis, 318 F.3d 965, 970 (9th Cir. 2003).

The district court carefully considered California law on the issue of 

attorneys’ fees and discussed both section 1717 and section 1032 at length. It then 

appropriately concluded that Sentinel achieved more of its “litigation objectives” 

than G4S because it obtained a “net monetary recovery.” The district court did not 

abuse its discretion in awarding attorneys’ fees to Sentinel. Accordingly, we affirm 

the district court’s award of attorneys’ fees.

AFFIRMED.