A party can maintain a quasi-contract claim "when the work that the plaintiff performed was wholly beyond the subject matter of the [existing] contract." Archon Constr. Co. v. U.S. Shelter, L.L.C., 2017 IL App (1st) 153409, ¶ 39, 78 N.E.3d 1067, 1076. Illinois courts point to Industrial Lift Truck Service Corp. v. Mitsubishi International Corp., 104 Ill.App.3d 357, 432 N.E.2d 999 (1982), as a paradigmatic case where an express contract barred quasi-contract recovery.
" (Internal quotation marks omitted.) Archon Construction Co. v. U.S. Shelter, L.L.C. , 2017 IL App (1st) 153409, ¶ 30, 413 Ill.Dec. 791, 78 N.E.3d 1067. "The term quantum meruit means literally as much as he deserves and is an expression that describes the extent of liability on a contract implied in law (also called a quasi-contract); it is predicated on the reasonable value of the services performed."
To prevail on a claim of quantum meruit, a plaintiff must prove the following six elements: (1) that the plaintiff performed a service or services; (2) that the benefit of those services was conferred upon the defendant; (3) that the plaintiff did not perform those services gratuitously; (4) that the defendant accepted the services; (5) that no contract existed to prescribe payment for the services; and (6) that it would be unjust for defendant to retain the benefit of the services without compensation to the plaintiff. See First National Bank of Springfield, 179 Ill. 2d at 365; Archon Construction Co. v. U.S. Shelter, L.L.C., 2017 IL App (1st) 153409, ¶ 31. As a general rule, a person may not recover on a quasi-contractual claim, such as quantum meruit, when a contract exists between the parties concerning the same general subject matter as the quasi-contractual claim rests upon.
As to the putative quantum meruit claim, the Court notes that quasi-contract claims can only be brought in the absence of an express contract. See Archon Constr. Co., Inc. v. U.S. Shelter, L.L.C., 2017 IL App (1st) 153409, ¶ 32, 78 N.E.3d 1067, 1074. As such, because the Court has concluded that the fee-sharing agreement is enforceable, there is no basis for a claim of quantum meruit.
King v. Find-a-Way Shipping, LLC, 2020 IL App (1st) 191307, ¶ 28. We give deference to the trial court in its findings of fact because the trial judge had the opportunity "to observe the conduct and demeanor of the parties and witnesses." Archon Construction Co. v. U.S. Shelter, L.L.C., 2017 IL App (1st) 153409, ¶ 54. A factual finding is against the manifest weight of the evidence only if it is arbitrary, unreasonable, or not based on the evidence, or if the opposite conclusion is clearly evident.
A party cannot assert a claim on a contract implied in law if an express contract exists between the parties concerning the same subject matter. Archon Construction Co. v. U.S. Shelter, L.L.C. , 2017 IL App (1st) 153409, ¶ 33, 413 Ill.Dec. 791, 78 N.E.3d 1067 ; see also Utility Audit, Inc. v. Horace Mann Service Corp. , 383 F.3d 683, 689 (7th Cir. 2004) (in determining whether a claim falls outside a contract, the subject matter of the contract governs, not whether the contract contains terms or provisions related to the claim); E&E Hauling, Inc. , 153 Ill. 2d at 497, 180 Ill.Dec. 271, 607 N.E.2d 165 (unjust enrichment not available where a specific contract governs the parties’ relationship). ¶ 93
Here, the only issue Greif submitted to the trial court was the question of whether a written agreement existed between the parties on the same subject matter which would have precluded D-B's claim of an implied contract (supra, ¶ 11). Archon Construction Co., Inc. v. U.S. Shelter, L.L.C., 2017 IL App (1st) 153409, ¶ 45 ("If the work for which a plaintiff seeks remuneration under a quantum meruit theory concerned the same subject matter of the express contract, then the quantum meruit claim is barred as a matter of law."). The existence of the contract was not arbitrable under the parties' express contract. "Prior to the determination of a contract, the issue of whether one was in existence is not and could not be a claim, dispute or other matter within the meaning of those terms as set forth in the arbitration clause.
(Internal quotation marks removed.) Archon Construction Co. v. U.S. Shelter, L.L.C. , 2017 IL App (1st) 153409, ¶ 30, 413 Ill.Dec. 791, 78 N.E.3d 1067. A quasi-contract, or contract implied in law, is one where there is no actual agreement between the parties, but nonetheless a duty is imposed to prevent injustice. Id. As such, claims sounding in quantum meruit are predicated upon the reasonable value of the services performed.
An unjust enrichment claim may survive a motion to dismiss when the validity or the scope of the contract is difficult to determine, or if the claim at issue falls outside the contract. See, e.g., Util. Audit, Inc. v. Horace Mann Serv. Corp. , 383 F.3d 683, 688–89 (7th Cir. 2004) (citations omitted); see also Archon Constr. Co., Inc. v. U.S. Shelter, LLC , 2017 IL App (1s) 153409, ¶ 39, 413 Ill.Dec. 791, 78 N.E.3d 1067 ; Peddinghaus v. Peddinghaus , 295 Ill.App.3d 943, 230 Ill.Dec. 55, 692 N.E.2d 1221, 1225 (1998). Here, in the unjust enrichment count of the complaint, the students incorporated by reference allegations of the existence of a contract between the parties.
Util. Audit, Inc. v. Horace Mann Serv. Corp., 383 F.3d 683, 689 (7th Cir. 2004) (citations omitted) (emphasis added); seeArchon Constr. Co., Inc. v. U.S.Shelter, L.L.C., 78 N.E.3d 1067, 1074 (Ill.App.Ct. 2017); (“It is long settled in Illinois that an action in quasi-contract, such as quantum meruit, is precluded by the existence of an express contract between the parties regarding the work that was performed.”)