Filed 12/17/15 Ratner v. Wilson CA4/3

NOT TO BE PUBLISHED IN OFFICIAL REPORTS

California Rules of Court, rule 8.1115(a), prohibits courts and parties from citing or relying on opinions not certified for 

publication or ordered published, except as specified by rule 8.1115(b). This opinion has not been certified for publication

or ordered published for purposes of rule 8.1115. 

IN THE COURT OF APPEAL OF THE STATE OF CALIFORNIA

FOURTH APPELLATE DISTRICT

DIVISION THREE

AARON T. RATNER,

 Plaintiff and Appellant,

v.

PETER WILSON,

 Defendant and Respondent.

 G051264

 (Super. Ct. No. 30-2011-00455729)

 O P I N I O N

Appeal from a postjudgment order of the Superior Court of Orange County, 

Timothy J. Stafford, Judge. Reversed and remanded.

Law Offices Robert G. Loewy, P.C. and Robert G. Loewy for Plaintiff and 

Appellant.

No appearance by Defendant and Respondent.
2

Aaron Ratner appeals from a postjudgment order denying him contractually 

authorized attorney fees. Ratner’s contract dispute with Peter Wilson, Jeffrey Flegel, and 

Wilson’s company WK Holdings was resolved by a settlement agreement. When Wilson 

violated the terms of the agreement, Ratner filed a motion for entry of judgment pursuant 

to Code of Civil Procedure section 664.6,

1

authorizing courts to enter judgments 

consistent with parties’ settlement agreement. Temporary Judge Michael Balmages 

granted the motion and ruled Wilson must pay Ratner $350,000 in damages, costs, and 

attorney fees. The judgment did not designate an amount for costs and attorney fees, and 

Ratner was ordered to file a cost bill and motion for attorney fees.

A different trial judge, Judge Timothy J. Stafford, considered and denied 

Ratner’s motion for attorney fees. In this appeal, Ratner maintains Judge Stafford denied 

the motion for improper reasons, arguing Judge Stafford improperly reconsidered the 

validity of the settlement agreement and decided Judge Balmages wrongly decided the 

issue. We conclude Judge Stafford lacked jurisdiction to reconsider Judge Balmages’s

ruling. Judge Stafford’s authority was limited to reviewing the scope of the attorney fee 

provision contained in the settlement agreement and to calculate the reasonable amount 

of fees, if any, to be awarded. We reverse the order denying Ratner’s attorney fee motion 

and remand for a new hearing on the matter.

I

In 2011, Ratner filed a lawsuit against Flegel, Wilson, and WK Holdings

after a business venture, in which Ratner helped secure financing for a clothing company, 

went sour. The first amended complaint prayed for declaratory relief, breach of fiduciary 

duty, breach of implied and oral joint venture agreement, breach of implied contract,

misappropriation of confidential information, fraud, intentional interference with 

prospective economic advantage, and quantum meruit.

 

1

All further statutory references are to the Code of Civil Procedure, unless 

otherwise indicated.
3

Before trial, the parties reached a settlement. All the parties agreed to and 

signed a “Term Sheet” outlining the general terms of the settlement in contemplation of 

drafting a long form settlement agreement. The parties agreed to the following: 

(1) Ratner would receive four $100,000 installment payments; (2) Wilson would transfer 

stock to Ratner pursuant to a separate stock agreement; and (3) Ratner could sell the 

stocks back to Wilson for a pre-set price, totaling about $350,000 (termed the “Put 

Option”). 

These three terms were included in the full-length settlement agreement 

(Settlement Agreement). It also contained an attorney fee provision in paragraph 13, 

which was not included in the Term Sheet. 

Paragraph 13 provides in pertinent part, “If any action is brought to enforce 

the terms of this [Settlement Agreement] against any party, the prevailing party shall be 

entitled to recover his or its reasonable attorney[] fees, costs[,] and expenses, in addition 

to any other relief to which the prevailing party may be entitled.”

Flegel refused to sign the Settlement Agreement, claiming it involved only 

Ratner and Wilson. Ratner, Wilson, and WK Holdings, LLP (with Wilson as signatory)

signed the Settlement Agreement. 

Flegel, Wilson, and WK Holdings made all four $100,000 payments and 

Wilson transferred the stock to Ratner. Shortly thereafter, Ratner chose to exercise his 

Put Option to sell the stocks back to Wilson for $350,000. Ratner transferred the stock 

back to Wilson, but Wilson never paid Ratner. 

In response, Ratner filed a motion to enter judgment under section 664.6.

Judge Balmages granted the motion and ruled Wilson must pay Ratner $350,000 in 

damages. He ordered Ratner to submit a cost bill and motion for attorney fees. Judge 

Balmages dismissed Flegel and WK Holdings from the case. The court entered judgment 

using Judicial Council form JUD-100. Judge Balmages checked the boxes for damages, 
4

costs, and attorney fees, leaving the amount blank on the latter two items because he 

anticipated a second hearing to consider the cost bill and attorney fee motion.

Ratner then filed a section 1033.5, subdivision (a)(10)(A), motion (here 

after 1033.5 motion) for attorney fees as the prevailing party and as permitted by

paragraph 13 of the Settlement Agreement. This motion was considered by a different 

trial judge, Judge Stafford. After hearing oral argument, Judge Stafford took the matter 

under submission. Ratner filed supplemental points and authorities addressing Judge 

Stafford’s reservation regarding Flegel’s failure to sign the Settlement Agreement and its 

effect on the enforceability of the Settlement Agreement. 

Judge Stafford denied Ratner’s motion for attorney’s fees, reasoning, “The 

Term Sheet, which is enforceable under [section] 664.6, does not contain an attorney[]

fee[] provision. And, while . . . Wilson signed the formal Settlement Agreement, it is not 

enforceable under [section] 664.6 as it was not signed by all parties to it.” 

II

Section 664.6 gives the trial court authority to enter judgment upon 

agreements “in a writing signed by the parties outside the presence of the court or orally 

before the court, for settlement of the case, or part thereof[.]” Judge Balmages granted 

Ratner’s section 664.6 motion and entered a judgment in his favor. The minute order 

stated, in pertinent part, “Judgment granted in the sum of $350,000. [Ratner] to submit a 

cost bill and [m]otion for attorney[] fees.” The judgment awarded damages, costs, and 

attorney fees, leaving blank spaces for the latter two items. No party appealed the 

judgment in favor of Ratner.

Because the judgment awarded costs and attorney fees, Ratner properly 

filed a 1033.5 motion, which permits a prevailing party to collect contractually authorized

attorney fees. When the matter came before Judge Stafford, he certainly had jurisdiction 

to consider the attorney fee motion. 
5

Attorney fee awards are generally reviewed for abuse of discretion.

However, Ratner’s contention is that the trial court lacked the authority as a matter of law 

to deny attorney fees based on its reconsideration of a prior final judgment. Our review 

of this question is de novo. (Connerly v. State Personnel Bd. (2006) 37 Cal.4th 1169, 

1175.)

When no statute or law otherwise entitles a prevailing party to recover 

attorney fees, the party seeking fees must show a contractual right to recover such fees. 

(See §§ 1021, 1033.5, subd. (a)(10); EnPalm, LLC v. Teitler (2008) 162 Cal.App.4th 770, 

774.) Judge Balmages determined the Settlement Agreement was enforceable when it 

granted the section 664.6 motion in Ratner’s favor. The Settlement Agreement contained

an express provision authorizing attorney fees. For this reason, we can infer the 

judgment was not based on enforcement of the Term Sheet because it did not authorize 

attorney fees. The judgment plainly awarded damages, costs, and attorney fees 

authorized by the Settlement Agreement.

The parties do not dispute paragraph 13 of the Settlement Agreement 

mandated attorney fees for the party prevailing on a section 664.6 motion. Thus, as a 

matter of law, Judge Stafford had jurisdiction to consider and award attorney fees under 

the terms of the Settlement Agreement. Based on Judge Balmages’s judgment, the only 

issue to be decided by Judge Stafford was what amount would be a reasonable award. 

However, Judge Stafford denied attorney fees not because the amount 

claimed was unreasonable, but because he determined fees were not recoverable under 

the Term Sheet. In deciding the attorney fee motion, Judge Stafford essentially 

reconsidered the merits of the section 664.6 motion and disagreed with Judge Balmages’s 

determination the Settlement Agreement was enforceable. However, Judge Stafford

lacked jurisdiction to do so. One trial judge cannot reconsider and overrule the ruling of 

another trial judge. (In re Marriage of Oliverez (2015) 238 Cal.App.4th 1242, 1248

(Olivarez).) “This principle is founded on the inherent difference between a judge and a 
6

court and is designed to ensure the orderly administration of justice. ‘If the rule were 

otherwise, it would be only a matter of days until we would have a rule of man rather 

than a rule of law. To affirm the action taken in this case would lead directly to forum 

shopping, since if one judge should deny relief, defendants would try another and another 

judge until finally they found one who would grant what they were seeking. Such a 

procedure would instantly breed lack of confidence in the integrity of the courts.’ 

[Citation.]” (In re Alberto (2002) 102 Cal.App.4th 421, 427, 428 (Alberto) [“This rule 

has been applied in a myriad of settings in both criminal and civil cases”].)

“For one superior court judge, no matter how well intended, even if correct 

as a matter of law, to nullify a duly made, erroneous ruling of another superior court 

judge places the second judge in the role of a one-judge appellate court.” (Alberto, supra, 

102 Cal.App.4th at p. 427.) “The Superior Court [of Orange County], though comprised 

of a number of judges, is a single court and one member of that court cannot sit in review 

on the actions of another member of that same court.” (People v. Woodard (1982) 

131 Cal.App.3d 107, 111; Ford v. Superior Court (1986) 188 Cal.App.3d 737, 741-742

[one judge lacked power to enjoin enforcement of a judgment rendered by another 

judge].)

There are some exceptions to this rule, but none are applicable to this case. 

The first exception pertains to motions for reconsideration where the first judge is 

unavailable to re-hear the motion and a different judge must hear it. (Oliverez, supra, 

238 Cal.App.4th at p. 1248.) This exception does apply because Ratner did not file a 

motion for reconsideration of the section 664.6 motion, but rather sought attorney fees as 

the prevailing party of that motion. The second exception applies where the underlying 

facts have changed or the judge is asked to consider further evidence or law. (Id. at p. 

1248.) Here, Ratner’s attorney fee motion did not ask Judge Stafford to consider new 

facts, law, or evidence. Judge Stafford denied Ratner’s motion because he determined it 

was significant that Flegel did not sign the Settlement Agreement. Flegel’s failure to 
7

execute the Settlement Agreement and this fact’s relevance to the enforceability of the 

Settlement Agreement was previously decided by Judge Balmages. The evidence had not 

changed since judgment was entered. Finally, the first ruling may be overturned if there 

is evidence of inadvertence, fraud, or mistake. (Id. at pp. 1248-1249.) There is no such 

evidence in this case. 

Since none of the above exceptions apply, Judge Stafford’s “[m]ere 

disagreement . . . with the prior trial judge’s ruling . . . is not enough to overturn that 

ruling.” (Oliverez, supra, 328 Cal.App.4th at p. 1249.) Therefore, Judge Stafford’s 

denial of the attorney fee motion is reversed and the matter remanded for consideration of 

Ratner’s motion.

2

III

The trial court’s order denying attorney fees is reversed and remanded with 

instructions to hold a hearing and consider what fees should be reasonably awarded for 

enforcing the Settlement Agreement. Ratner shall recover his costs and attorney fees on 

appeal.

O’LEARY, P. J.

WE CONCUR:

RYLAARSDAM, J.

MOORE, J.

 

2

In the alternative, Ratner argues Judge Stafford erred in denying his motion 

for attorney fees because he did not properly analyze or apply California contract law. 

Pursuant to the above discussion, we need not address this argument.