Michigan Supreme Court 

Lansing, Michigan 

Chief Justice: Justices: 

Clifford W. Taylor Michael F. Cavanagh 

Elizabeth A. Weaver Opinion Marilyn Kelly 

Maura D. Corrigan 

Robert P. Young, Jr. 

Stephen J. Markman 

FILED MAY 23, 2007 

DANIEL KNUE and JACQUELINE KNUE, 

Plaintiff-Appellees, 

v No. 130377 

JOAN SMITH, STEVE SMITH and 

CORNELIUS CASEY SMITH, also known 

as 

CASEY SMITH, 

Defendant-Appellants. 

BEFORE THE ENTIRE BENCH 

TAYLOR, C.J. 

At issue in this case is whether the requirement of the offer of judgment 

rule, MCR 2.405, to stipulate “to the entry of a judgment in a sum certain” such as 

to trigger the operation of the rule, and its sanction provisions, is met if the 

putative offer would culminate in a judgment, not for a sum certain but in a 

dismissal with prejudice and without costs only. The trial court and Court of 

Appeals held that an offer in a quiet title action in which the plaintiffs offered 

$3,000 to defendants in return for a quitclaim deed, after which a judgment for 

dismissal with prejudice and without costs would enter, was the offer of a sum 
certain such as to establish the predicate for the operation of the offer of judgment 

rule. Because we conclude this was not an offer for “the entry of a judgment of a 

sum certain” we reverse the judgments of the lower courts and remand to the trial 

court for entry of an order denying plaintiffs’ motion for offer of judgment 

sanctions. 

I. FACTS AND PROCEDURAL HISTORY 

Plaintiffs filed an action to quiet title asserting that they had acquired title 

to a small strip of land through adverse possession or acquiescence. During the 

pendency of the lawsuit, plaintiffs’ counsel sent defense counsel a letter on May 

16, 2003, presenting an offer for settlement that he characterized as a “stipulation 

of entry of judgment” pursuant to MCR 2.405. The offer was that in return for 

payment by plaintiffs to defendants of $3,000 the defendants would convey the 

disputed land to plaintiffs by quitclaim deed and the parties would stipulate a 

dismissal of all claims “with prejudice and without costs.” Counsel for defendants 

replied by letter, acknowledging the offer but contesting that this qualified as an 

offer of judgment pursuant to MCR 2.405. 

The offer was not accepted and a bench trial was held. The trial court 

entered a judgment and order quieting title in plaintiffs’ favor. Plaintiffs 

subsequently filed a motion seeking actual costs and attorney fees under the offer 

of judgment rule, MCR 2.405(D)(1). They asserted that the offer of settlement of 

May 16, 2003, qualified under the offer of judgment rule and, as the adjusted 

2
 
 

 

 

verdict at the conclusion of the trial was more favorable to the plaintiffs than the 

offer, they were entitled to offer of judgment sanctions.1 

Defendants opposed the motion, arguing that the offer was not for a sum 

certain because this was an equitable action, and even if this argument was 

unavailing the court should decline to award sanctions under the “interest of 

justice” exception set forth in MCR 2.405(D)(3).2 

The trial court rejected the argument that the offer of judgment rule did not 

apply to equitable actions, noting that the rule contains no distinction between 

cases decided in equity and those decided at law and determined that $3,000 was a 

sum certain. The court further rejected the claim that the demand for a quitclaim 

deed was the attachment of a condition that took the offer outside the scope of the 

court rule, holding rather that the offer was only in the form necessary to resolve 

plaintiffs’ equitable claim. Finally, the trial court declined to apply the interest of 

justice exception. 

Upon appeal, the Court of Appeals affirmed in a published opinion per 

curiam.3

 The Court first rejected the argument that the offer of judgment rule does 

1

 The case was not submitted to case evaluation pursuant to MCR 2.403. 

Per MCR 2.405(E), costs may not be awarded under the offer of judgment rule in 

a case that has been submitted to case evaluation under MCR 2.403 unless the case 

evaluation award was not unanimous. 

2

 This rule provides, “The court may, in the interest of justice, refuse to 

award an attorney fee under this rule.” 

3

 269 Mich App 217; 711 NW2d 84 (2005). 

3
 
not apply to equitable actions, distinguishing Hessel v Hessel, 168 Mich App 390; 

424 NW2d 59 (1988), which had held that the rule does not apply to proposed 

property settlements in divorce actions, which are, of course, equitable. While 

acknowledging that, the Court opined that because $3,000 is a sum certain and the 

quiet title demand was akin to a dismissal, the rule of Hessel was inapplicable. 

Finally, the Court of Appeals concluded that the trial court had not abused its 

discretion in failing to invoke the interest of justice exception. 

Defendants applied to this Court for leave to appeal, and we directed the 

clerk to schedule oral argument on whether to grant the application, asking the 

parties to brief (1) whether attorney fees and costs may be assessed pursuant to 

MCR 2.405(D) in a case involving an equitable claim to quiet title, and (2) 

whether the $3,000 offer in plaintiffs' counsel's letter was an offer of judgment 

under MCR 2.405(A)(1), in light of that rule's requirement of a "sum certain" and 

given plaintiffs' additional demand for a quitclaim deed. 

II. STANDARD OF REVIEW 

The proper interpretation and application of a court rule is a question of law 

that this Court reviews de novo. CAM Constr v Lake Edgewood Condo Ass'n, 465 

Mich 549, 553; 640 NW2d 256 (2002). 

III. ANALYSIS 

When called on to interpret and apply a court rule, this Court applies the 

principles that govern statutory interpretation. Grievance Administrator v 

4
 
Underwood, 462 Mich 188, 193; 612 NW2d 116 (2000). Accordingly, we look to 

the language of the court rule and in particular to that section which defines what 

an offer must be to qualify as an “offer of judgment.” 

MCR 2.405 provides, in relevant part: 

(A) Definitions. As used in this rule: 

(1) “Offer” means a written notification to an adverse party of 

the offeror’s willingness to stipulate to the entry of a judgment in a 

sum certain, which is deemed to include all costs and interest then 

accrued. If a party has made more than one offer, the most recent 

offer controls for the purposes of this rule. 

Thus, to be an “offer” the offer must propose to stipulate the entry of a 

judgment in a sum certain. There is no latitude given in this rule for offers of 

judgment that culminate in something other than a “judgment for a sum certain.” 

That is, it is nonconforming for the offer to require a reciprocal exchange of cash 

for the execution of a recordable real estate document culminating in a judgment 

of dismissal with prejudice and without costs. For such an offer, the offer of 

judgment rule is simply inapplicable and no consideration of the distinctions 

between equity and law is required to resolve this matter. 

Accordingly, contrary to the holdings of the trial court and Court of 

Appeals, the plaintiffs’ offer that a quitclaim deed be provided for $3,000 and then 

a judgment of dismissal with prejudice and without costs would enter would not 

have culminated in a “judgment for a sum certain.” Thus, the tendered offer fell 

outside the scope of MCR 2.405(A)(1), and no costs and fees may be awarded 

under the rule. 

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IV. CONCLUSION 

We hold that the offer of judgment rule does not apply to lawsuits where 

the putative offer would not result in judgment for a sum certain. Because the 

offer plaintiffs made here was nonconforming with the offer of judgment rule, 

possible sanctions under that rule are unavailable. Thus, we reverse the contrary 

judgment of the Court of Appeals and the trial court order granting offer of 

judgment sanctions. The case is remanded to the trial court for the entry of an 

order denying plaintiffs’ motion for offer of judgment sanctions. 

Clifford W. Taylor 

Michael F. Cavanagh 

Maura D. Corrigan 

6
 
 

v 

S T A T E O F M I C H I G A N 

SUPREME COURT 

DANIEL KNUE and JACQUELINE KNUE, 

Plaintiff-Appellees, 

No. 130377 

JOAN SMITH, STEVE SMITH, and 

CORNELIUS CASEY SMITH, also known 

as CASEY SMITH, 

Defendants-Appellants. 

KELLY, J. (concurring). 

I concur in the decision to reverse the judgments of the lower courts and 

remand this case to the trial court for an order denying plaintiffs’ motion for offer 

of judgment sanctions. However, I would hold that the offer of judgment rule, 

MCR 2.405, is inapplicable when equitable relief is sought. 

This Court’s recent unanimous decision in Haliw v Sterling Hts,

1

 in which 

we discussed case evaluation sanctions under MCR 2.403, is instructive. In 

Haliw, after the trial court granted the defendant’s motion for summary 

disposition, the defendant sought case evaluation sanctions. Haliw v Sterling Hts, 

471 Mich 700, 702-703; 691 NW2d 753 (2005). Included in this amount were the 

1

 471 Mich 700; 691 NW2d 753 (2005). 
defendant’s appellate costs and attorney fees. Id. at 703. The trial court rejected 

the defendant’s request, but the Court of Appeals reversed. Id. at 703-704. 

This Court reversed the Court of Appeals judgment and reinstated the trial 

court’s order noting, among other things, that Michigan follows the “American 

rule” with respect to the payment of attorney fees and costs. Id. at 706. Under this 

rule, attorney fees generally are not recoverable as costs absent an exception set 

forth in a statute or court rule expressly authorizing such an award. Id. at 707. 

Therefore, although MCR 2.403(O)(6) authorizes recovery of “a reasonable 

attorney fee” and “costs,” the rule does not mention appellate attorney fees and 

costs. Id. Accordingly, this Court in Haliw found that the Court of Appeals erred 

in concluding that, where MCR 2.403(O) did not exclude such expenses, they are 

recoverable. Haliw, 471 Mich at 707. The Court of Appeals conclusion runs 

“contrary to the American rule governing the payment of attorney fees. . . . [The 

rule] permits recovery of fees and costs where expressly authorized.” Id. 

(emphasis in original). 

The rationale in Haliw undermines the instant plaintiffs’ contention that, 

because MCR 2.405 does not distinguish between equitable and legal claims, a 

court may award sanctions when equitable relief is sought. As noted in Haliw, the 

American rule governing payment of attorney fees permits recovery of fees and 

costs only when expressly authorized. MCR 2.405(D) does not expressly 

authorize the recovery of attorney fees and costs in equitable cases. Therefore, 

2
 
when such fees and costs are not expressly authorized, they are not recoverable as 

sanctions under MCR 2.405(D). 

Furthermore, the intent of a court rule must be determined from an 

examination of the court rule itself and its place within the structure of the 

Michigan Court Rules as a whole. Haliw, 471 Mich at 706. Both MCR 2.405(D) 

and MCR 2.403(O) are located in chapter 2 of the Michigan Court Rules, which 

addresses matters of civil procedure. Although the rules are in the same chapter, 

the absence of any reference to equitable claims in MCR 2.405(D) is in stark 

contrast to the reference to equitable claims made in MCR 2.403(O). Specifically, 

MCR 2.403(O)(5)(b) expressly authorizes attorney fee awards in cases involving 

equitable claims. Although this Court forewarned litigants that MCR 2.403(O) 

applies if equitable relief is sought, it provided no such warning in MCR 2.405(D). 

There are also practical considerations that support the conclusion that 

MCR 2.405(D) is inapplicable when equitable relief is sought. An offer made 

pursuant to MCR 2.405 is controlled solely by a party to the litigation. However, 

an award made pursuant to MCR 2.403 is controlled by a panel of three neutral 

persons who must unanimously agree on an award before a prevailing party may 

obtain costs. See MCR 2.043(D)(1), (O)(7). 

Hence, an offer made pursuant to MCR 2.405 can be more easily 

manipulated for strategic purposes than an award made pursuant to MCR 2.403. 

An offeree faced with a case evaluation award in an equitable action is explicitly 

3
 
 

forewarned by MCR 2.403(O)(5) that sanctions are possible if the offeror prevails. 

Moreover, the deterrent to rejecting the offer is more justified than in the offer of 

judgment setting because the award represents three unbiased evaluators’ 

unanimous opinion about the worth of the claim. MCR 2.405(D) stands in 

contrast. It does not forewarn that sanctions are possible where the principal 

nature of the dispute is equitable and the offer represents the opposing party’s 

biased opinion about the worth of the claim. Accordingly, the absence of any 

reference to equitable relief in MCR 2.405 can be rationally distinguished from the 

explicit reference to equitable relief in MCR 2.403(O)(5). 

Moreover, the conclusion that offer of judgment sanctions are not 

applicable where equitable relief is sought is supported by MCR 2.405(A)(5), 

which provides: “‘Adjusted verdict’ means the verdict plus interest and costs from 

the filing of the complaint through the date of the offer.” The offer of judgment 

rule assumes an automatic adjustment of prejudgment interest. However, in 

actions to quiet title, there can be no adjusted verdict because the judgment 

consists of a decision by the court regarding which party owns the disputed real 

property. 

For the above reasons, I would hold that the offer of judgment rule, MCR 

2.405, is inapplicable when equitable relief is sought. I would reverse the 

4
 
judgments of the trial court and the Court of Appeals and remand the case for 

entry of an order denying plaintiffs’ motion for offer of judgment sanctions. 

 Marilyn Kelly 

5
 
v 

S T A T E O F M I C H I G A N 

SUPREME COURT 

DANIEL KNUE and JACQUELINE KNUE, 

Plaintiff-Appellees, 

No. 130377 

JOAN SMITH, STEVE SMITH and 

CORNELIUS CASEY SMITH, also known 

as 

CASEY SMITH, 

Defendant-Appellants. 

YOUNG, J. (concurring). 

I concur in the result only. Because plaintiffs’ offer required a quit claim 

deed in addition to the transfer of $3,000, the offer could not be for a sum certain. 

Therefore, MCR 2.405 does not apply to this case. 

Robert P. Young, Jr. 

Elizabeth A. Weaver 
_______________________________ 

v 

S T A T E O F M I C H I G A N 

SUPREME COURT 

DANIEL KNUE and JACQUELINE KNUE, 

Plaintiffs-Appellees, 

No. 130377 

JOAN SMITH, STEVE SMITH and 

CONRELIUS CASEY SMITH, also known as 

CASEY SMITH, 

Defendants-Appellants. 

MARKMAN, J. (dissenting). 

I would deny leave to appeal on the application. I believe that the Court of 

Appeals correctly held that the offer of judgment rule, MCR 2.405, may apply to 

cases, like this, in which the relief sought is equitable, and that the offer in dispute 

here constituted an offer of judgment within the meaning of MCR 2.405. 

The language of MCR 2.405 does not differentiate between legal and 

equitable claims. Under MCR 2.405(D)(1), if a verdict is more favorable to the 

offeror than the offer, the offeree must pay the offeror’s actual costs. “Offer” is 

defined as “a written notification to an adverse party of the offeror’s willingness to 

stipulate to the entry of a judgment in a sum certain.” MCR 2.405(A)(1). Here, 

plaintiffs notified defendants in writing that they were willing to stipulate to the 
entry of a judgment, i.e., a judgment awarding plaintiffs the property, for a sum 

certain, i.e., $3,000. 

Defendants contend that plaintiffs’ offer did not constitute an offer of 

judgment under MCR 2.405 because it was not unconditional since plaintiffs’ 

offer to pay defendants $3,000 was “conditioned” on defendants’ transferring the 

deed to the property to plaintiffs. I respectfully disagree. Because this is a quiettitle action, an “entry of a judgment” in plaintiffs’ favor would necessarily have 

required defendants to transfer the deed to the property to plaintiffs. Therefore, 

although plaintiffs’ offer may have been more explicit than necessary in 

referencing the transfer of the deed, it was nevertheless, for all practical purposes, 

an unconditional offer. 

Moreover, the offer was for a “sum certain” because plaintiffs offered to 

pay defendants $3,000 and $3,000 constitutes a sum certain. 

Because plaintiffs offered to pay defendants $3,000 for the entry of a 

judgment in their favor, and because they ended up having to pay defendants $0 

for the entry of a judgment in their favor, the trial court did not abuse its discretion 

by awarding costs to plaintiffs under MCR 2.405(D)(1). 

Stephen J. Markman 

2