Opinion
NOT TO BE PUBLISHED
APPEAL from an order of the Superior Court of Los Angeles County No. PC039214, Margaret L. Oldendorf, Judge.
Greenberg & Bass and James R. Felton for Defendant and Appellant.
Law Office of Eric I. Rosenberg and Eric Ian Rosenberg for Plaintiff and Respondent.
PERLUSS, P. J.
X, Inc., doing business as One Stop Shop (One Stop) appeals from a post-judgment order awarding JK Consultants (JKC) $60,270 in attorney fees following the trial court’s finding that JKC was entitled to $7,477.01 in damages in its action against One Stop for breach of a contract for executive search services. One Stop contends the trial court improperly considered preoffer fees and costs in finding JKC had obtained a more favorable judgment than One Stop’s pretrial settlement offer under Code of Civil Procedure section 998 (section 998) and abused its discretion in determining JKC was the prevailing party within the meaning of Civil Code section 1717 and then awarding attorney fees totaling more than eight times the contract damages recovered. We affirm.
FACTUAL AND PROCEDURAL BACKGROUND
In August 2004 One Stop, a distributor of toner cartridges for printers and photocopy machines, retained JKC, an executive search firm, to find and place an in-house (“inside”) sales manager. Pursuant to the parties’ agreement, JKC was authorized to conduct the search assignment on an exclusive basis and would be entitled upon placement to a fee equal to 25 percent of the guaranteed first year gross compensation of the successful candidate. The retained search agreement contained an attorney fees clause and authorized either party to terminate the agreement by giving 10 days written notice. However, One Stop was obligated to pay a termination fee of one-third the estimated fee for the covered search if it canceled the agreement.
The agreement provided, “If legal action is brought, the prevailing party is entitled to reasonable attorney’s fees.”
In January 2005, independent of JKC’s efforts, One Stop hired a sales manager who worked for the company for only two months. According to JKC, it was not advised that this individual had been hired; and JKC continued to present candidates for the position. Approximately six months later One Stop hired a vice president of sales, again independent of JKC’s recruiting efforts. JKC claimed this was, in fact, the inside sales manager position and sent One Stop an invoice for its fee for search services. One Stop asserted the vice president position fell outside the scope of the parties’ agreement.
Beginning in January 2005 One Stop informally sought JKC’s assistance in finding an outside sales manager. In August 2005 One Stop formally retained JKC to find and place an outside sales manager. According to JKC, it presented One Stop with qualified candidates for the outside sales manager position. However, in September 2005, after contentious discussions with One Stop’s counsel concerning the invoice for the inside sales manager position, JKC understood its contract with One Stop had been terminated.
In August 2006 JKC filed a complaint for breach of contract and fraud against One Stop seeking damages of $51,677.01, including $777.01 for travel expenses incurred to send a candidate to One Stop for an interview; $37,500 (25 percent of $150,000) as its fee for One Stop’s hiring of a vice president of sales, “the position for which [JKC] was hired to recruit”; and a fee for One Stop’s unilateral termination of the retained search agreement for an outside sales manager. The complaint also sought recovery of reasonable attorney fees and costs.
JKC ultimately filed a second amended complaint for breach of contract and breach of the implied covenant of good faith and fair dealing in April 2007, the operative pleading, again seeking $51,677.01 in damages. In a trial brief submitted on March 8, 2008, JKC itemized its damages as $9,450 for its fee for One Stop’s January 2005 hiring of an inside sales manager; $37,500 for its fee for One Stop’s August 2005 hiring of another inside sales manager (the vice president of sales); $7,000 as the termination fee for cancelling the search agreement for an outside sales manager; and unpaid travel costs of $771.
Trial was set for March 10, 2008. On January 25, 2008 One Stop submitted an offer to settle the case pursuant to section 998 for “$20,771.01 with each party to bear its own costs, attorney fees or other taxable costs.” JKC did not accept the offer.
Following an eight-day bench trial the court ruled JKC was entitled to judgment in the sum of $7,477.01 plus prejudgment interest: $6,700 for the cancellation of the outside sales manager assignment and $777.01 for reimbursement of travel costs. Following issuance of a statement of decision and entry of judgment in favor of JKC, both sides filed motions for attorney fees. JKC contended it was entitled to recover its fees ($123,000) as the prevailing party pursuant to Civil Code section 1717 and the parties’ agreement. One Stop asserted JKC’s recovery did not exceed One Stop’s section 998 offer and, in any event, it had obtained the greater relief in the action and should be considered the prevailing party under Civil Code section 1717, entitled to recover all its attorney fees ($136,000), both pre-and post-offer. The court granted JKC’s motion for fees, but reduced the amount awarded to $60,270. One Stop’s motion for attorney fees was denied.
CONTENTIONS
Civil Code section 1717, subdivision (a), authorizes the trial court to award reasonable attorney fees to the prevailing party in a contract action if, as here, the contract specifically provides for an award of such fees. “[T]he party prevailing on the contract shall be the party who recovered a greater relief in the action on the contract.” (Civ. Code, § 1717, subd. (b)(1).) However, Civil Code section 1717, subdivision (b)(1), also authorizes the trial court to “determine that there is no party prevailing on the contract for purposes of this section.”
Civil Code section 1717, subdivision (a), states, “In any action on a contract, where the contract specifically provides that attorney’s fees and costs, which are incurred to enforce that contract, shall be awarded either to one of the parties or to the prevailing party, then the party who is determined to be the party prevailing on the contract, whether he or she is the party specified in the contract or not, shall be entitled to reasonable attorney’s fees in addition to other costs.”
Even if a party might otherwise be considered the prevailing party within the meaning of Civil Code section 1717, if a settlement offer made by a defendant pursuant to section 998 is not accepted and the plaintiff fails to obtain a more favorable judgment or award, the plaintiff may not recover his or her postoffer costs and must pay the defendant’s costs from the time of the offer. (§ 998, subd. (c)(1).)
One Stop challenges the award of attorney fees to JKC under these statutes on several grounds. First, it contends the court improperly considered JKC’s preoffer attorney fees and costs in concluding JKC’s recovery at trial of $7,477.01 was more favorable than One Stop’s section 998 settlement offer for $20,771.01. If those preoffer fees and costs are excluded, under section 998, subdivision (c)(1), JKC is precluded from recovering any of its postoffer fees and costs. Second, One Stop argues it was the prevailing party in the litigation as a matter of law since JKC recovered only 14 percent of the contract damages it had sought; alternatively, One Stop argues it was an abuse of discretion for the trial court not to determine there was no party prevailing on the contract. Finally, One Stop contends the award of more than $60,000 in attorney fees was unreasonable in the circumstances of this case.
DISCUSSION
1. Preoffer Costs and Fees Were Properly Included in Evaluating Whether JKC Recovered More Than One Stop’s Settlement Officer
Approximately six weeks before trial One Stop offered to settle the case pursuant to section 998 for “$20,771.01 with each party to bear its own costs, attorney fees or other taxable costs.” In comparing JKC’s ultimate recovery following trial with this section 998 offer, the court considered JKC’s preoffer costs of $7,950 (including preoffer prejudgment interest of approximately $1,700) and preoffer attorney fees of $27,690 and concluded JKC’s recovery exceeded the section 998 offer by more than $20,000. The trial court properly included JKC’s preoffer costs and fees in evaluating the result obtained by JKC.
Section 998, subdivision (c)(2), expressly directs, in determining whether a plaintiff has obtained a judgment more favorable than a defendant’s settlement offer under section 998, “the court... shall exclude the postoffer costs.” (§ 998, subd. (c)(2)(A), italics added.) “‘The rationale for this rule is that allowing the addition of postoffer costs would defeat the purpose of [section 998, subdivision (c)]... and enable the plaintiff to increase the amount of the “judgment” simply by driving up postoffer costs.’” (Duale v. Mercedes-Benz USA, LLC (2007) 148 Cal.App.4th 718, 725, fn. 3.) However, preoffer costs, including reasonable attorney fees if authorized by contract or statute, are properly added to the award of damages to determine whether a plaintiff has obtained a more favorable judgment if the settlement offer would require the plaintiff to bear its own costs and fees: “When the defendant’s offer includes costs, it is to be compared with the plaintiff’s judgment plus preoffer costs including attorney’s fees.” (Heritage Engineering Construction, Inc. v. City of Industry (1998) 65 Cal.App.4th 1435, 1441 (Heritage Engineering); accord,Mesa Forest Products, Inc. v. St. Paul Mercury Ins. Co. (1999) 73 Cal.App.4th 324, 330 [“[i]t is well established that where, as here, the section 998 offer includes costs, the plaintiff’s preoffer costs are included in deciding whether the ‘judgment’ is more favorable than the offer; postoffer costs are excluded”]; Duale, at p. 725, fn. 3 [same].)
One Stop’s argument JKC’s preoffer costs and fees are not properly included in comparing JKC’s recovery to One Stop’s section 998 settlement offer, notwithstanding the language of section 998, subdivision (c)(2), which excludes only postoffer costs, as well as case law to the contrary, is predicated on an artificial distinction between a settlement offer of a specific sum that “includes costs,” as in Heritage Engineering, supra, 65 Cal.App.4th at page 1438, and an offer like the one it made of a specific sum “with each party to bear its own costs.” As JKC observes and appellate decisions recognize, the economic effect of the two offers is identical: In each situation, if the offer is accepted, the plaintiff receives only the sum specified and has no right to seek an additional award of costs and fees from the court. Thus, in Fundamental Investment Etc. Realty Fund v. Gradow (1994) 28 Cal.App.4th 966, in which defendant’s section 998 settlement offer required “each party to bear their own costs and attorneys’ fees incurred to date of Judgment” (id. at p. 970), this court explained, “By the express terms of the offer plaintiff would receive $80,000 and would not be entitled to recover any prejudgment costs or attorney fees. Thus, the ‘terms and conditions’ of the offer required an analysis of plaintiff’s pre-offer costs to determine whether it in fact achieved an overall better result.” (Id. at pp. 971-972.) Similarly, in Stallman v. Bell (1991) 235 Cal.App.3d 740, 747-749, our colleagues in Division Four of this court held a trial court erred In refusing to consider preoffer costs in determining whether the appellants had obtained a more favorable judgment than the statutory offer, which provided “each side to bear its own costs.”
In contrast to a statutory settlement offer that either includes fees and costs or requires each party to bear its own fees and costs, if the defendant’s offer contains language similar to that in Duale v. Mercedes-Benz USA, LLC, supra, 148 Cal.App.4th 718—payment of a certain sum “plus ‘plaintiffs’ reasonably incurred attorney’s fees and all court costs incurred to date to be determined by the court’ if the parties could not agree” (id. at p. 722)—then the plaintiff is not entitled to add preoffer fees and costs to the damages awarded to determine whether a more favorable judgment has been obtained. “[T]he fees and costs portion is effectively a wash.” (Id. at pp. 725-726, fn. 3.)
The court reached the same conclusion in Kelly v. Yee (1989) 213 Cal.App.3d 336, in which the settlement offer was for “$25,000, each party to bear its own costs and attorneys’ fees.” (Id. at p. 338.) Although the primary issue in the case was whether plaintiffs were entitled to treble damages in their action for breach of the implied warranty of habitability under a provision of the San Francisco Administrative Code, after concluding the trial court erred in refusing to treble the award of general damages, the court further held the plaintiffs’ recovery had exceeded the statutory settlement offer when preoffer costs and attorney fees were included. “In determining whether appellants obtained a judgment more favorable than the settlement offer, we first add to the judgment of damages those recoverable costs and attorney’s fees authorized by statute and incurred before the settlement offer.” (Id. at p. 342.)
2. The Trial Court Did Not Abuse Its Discretion in Determining JKC Was the Prevailing Party and Awarding It Attorney Fees
As discussed, if the parties’ contract provides for an award of attorney fees, Civil Code section 1717 authorizes the trial court to award reasonable attorney fees to the party who recovered the greater relief in the contract action or to decline to award fees because there is no prevailing party. “[I]n deciding whether there is a ‘party prevailing on the contract,’ the court is to compare the relief awarded on the contract claim or claims with the parties’ demands on those same claims and their litigation objectives as disclosed by the pleadings, trial briefs, opening statements, and similar sources. The prevailing party determination is to be made only upon final resolution of the contract claims and only by ‘a comparison of the extent to which each party ha[s] succeeded or failed to succeed in its contentions.’” (Hsu v. Abbara (1995) 9 Cal.4th 863, 876.)
Apart from its argument with respect to the effect of its section 998 settlement offer, One Stop does not dispute that JKC was entitled to costs other than attorney fees authorized by Code of Civil Procedure section 1032 because that section defines “prevailing party” to include “the party with a net monetary recovery....” (Code Civ. Proc., § 1032, subd. (a)(4); see Sears v. Baccaglio (1998) 60 Cal.App.4th 1136, 1142 [“[c]ourts have consistently held the prevailing party for the award of costs under section 1032 is not necessarily the prevailing party for the award of attorney’s fees in contract actions under section 1717”].)
Where the judgment was a “simple, unqualified win” on the only contract claim, a trial court has no discretion to deny an attorney fee award to that prevailing party under Civil Code section 1717. Thus, a party “whose litigation success is not fairly disputable” can claim attorney fees as a matter of right. (Hsu v. Abbara, supra, 9 Cal.4th at p. 876.) In circumstances where both parties seek relief on a contract but neither party prevails, the trial court retains discretion to determine that there is no prevailing party under Civil Code section 1717. (Hsu, at p. 875.) “If neither party achieves a complete victory on all the contract claims, it is within the discretion of the trial court to determine which party prevailed on the contract or whether, on balance, neither party prevailed sufficiently to justify an award of attorney fees.” (Scott Co. v. Blount, Inc. (1999) 20 Cal.4th 1103, 1109.) Typically, a determination of no prevailing party results when both parties seek relief, but neither prevails, or when the ostensibly prevailing party receives only a small part of the relief sought. In other words, the judgment is “‘considered good news and bad news as to each of the parties....’” (Nasser v. Superior Court (1984) 156 Cal.App.3d 52, 60.)
In its second amended complaint JKC sought slightly more than $50,000 in damages. It recovered $7,477—approximately 14.5 percent of its demand. One Stop had no affirmative claim for relief; its litigation position was simply that JKC was not entitled to any recovery at all under the parties’ retained search agreement because it had neither breached the contract nor unilaterally terminated it.
Plainly, this case was not an unqualified win for either side. Indeed, under the circumstances it certainly would have been understandable for the trial court to conclude that neither JKC nor One Stop prevailed sufficiently to justify an award of attorney fees. Given JKC’s recovery of some of the contract damages it was seeking, however, One Stop’s contention the trial court abused its discretion in failing to find it had recovered the greater relief and thus was the prevailing party borders on the frivolous. (See, e.g., Scott Co. v. Blount, Inc., supra, 20 Cal.4th at p. 1109 [no abuse of discretion for trial court to conclude plaintiff who recovered approximately 20 percent of contract damages sought was prevailing party for purposes of Civ. Code, § 1717].) The two cases One Stop cites to support its argument—Sears v. Baccaglio (1998) 60 Cal.App.4th 1136 (Sears) and Silver Creek, LLC v. BlackRock Realty Advisors, Inc. (2009) 173 Cal.App.4th 1533 (Silver Creek)—are readily distinguishable from the case at bar because each involved more than a simple dispute over money damages from a concededly valid contract. Underscoring the equitable nature of the prevailing party determination, both Sears and Silver Creek illustrate the principle that, when more than money is at issue, the person receiving the greater monetary judgment may not be the party recovering “greater relief” on the contract action.
In Sears, supra, 60 Cal.App.4th 1136 Sears, the guarantor of a lease, sued the lessor to establish the guaranty he had signed was unenforceable and to recover $112,000 in payments he had made on the guaranty under protest. The trial court held the guaranty was valid: “Sears lost his contract action.” (Id. at p. 1159.) However, while Sears’s lawsuit was pending, the lessor received a portion of the rental payments on which the tenant had defaulted from the tenant’s bankruptcy estate and recovered additional sums from mitigating its damages by re-leasing the building. Accordingly, after the liability phase of the trial, the court ordered the lessor to return some of Sears’s earlier payment on the guaranty “not because the court found [the lessor] liable for breach of contract,” but because of those “fortuitous circumstances.” (Ibid.) As the Court of Appeal explained, “The complaint and record demonstrate enforcement of the guaranty was the pivotal issue.” (Ibid.) Given the finding that Sears was liable on that contract, the appellate court concluded the trial court did not abuse its discretion by determining the lessor “‘received greater relief in the action on the contract’” and awarding him attorney fees pursuant to Civil Code section 1717, notwithstanding the monetary judgment in favor of Sears for part of his initial $112,000 payment. (Sears, at p. 1159.)
In sharp contrast to the situation in Sears, supra, 60 Cal.App.4th 1136, One Stop was found liable for breach of the parties’ retained search agreement; and the monetary damages recovered by JKC were a direct result of that breach, not “fortuitous circumstances.” Moreover, given the appropriately deferential standard of appellate review of the trial court’s determination of the prevailing party under Civil Code section 1717, the decision in Sears affirming the trial court’s finding that the party who did not have the greater monetary judgment was nonetheless the prevailing party on the contract action provides no support for One Stop’s far different argument that it was an abuse of discretion for the trial court not to find it was the prevailing party in the case at bar.
One Stop’s apparent failure to appreciate the difference between a case affirming the trial court’s discretionary determination of the prevailing party in a contract action under Civil Code section 1717 and one reversing the trial court’s decision as an abuse of discretion explains its misplaced reliance on National Computer Rental, Ltd. v. Bergen Brunswig Corp. (1976) 59 Cal.App.3d 58, a case like Sears, supra, 60 Cal.App.4th 1136, in which the Court of Appeal affirmed the trial court’s finding that the party who did not have the greater monetary judgment was nonetheless the prevailing party on the contract action. Moreover, in National Computer Rental the defendant’s obligation for unpaid rent and taxes was undisputed. The trial addressed only the defendant’s purported liability for a termination fee; and, as to that sole issue, the defendant prevailed. Thus, “even though plaintiff nominally holds a judgment for an amount never disputed and never litigated,” the defendant was properly identified as the prevailing party. (Id. at p. 63.) Here, the judgment obtained by JKC, although less than it sought, was for sums that were hotly contested throughout a multi-day trial.
Silver Creek, supra, 173 Cal.App.4th 1533, is similarly distinguishable. A buyer agreed to purchase two commercial properties for $29.75 million and deposited $1.13 million into escrow accounts. During escrow a disagreement developed regarding the terms of certain loan assumption agreements. Shortly after the deadline for closing, the seller notified the buyer it considered the agreements and escrow terminated for failure to comply with the closing deadline. Unable to resolve their dispute, the seller filed a lawsuit seeking a declaration it had validly terminated the agreements and was entitled to retain the deposit. The buyer filed a cross-complaint alleging the seller had breach its obligation to act reasonably in approving a loan release and its purported termination of the agreements was invalid. The buyer sought specific performance of the purchase agreements or, alternatively, an award of damages for the seller’s breach of the agreements and return of its deposit. (Id. at p. 1536.)
Following a bench trial the court found in favor of the seller on its complaint and the buyer’s cross-complaint but concluded the buyer was entitled to the return of its deposit. (Silver Creek, supra, 173 Cal.App.4th at p. 1537.) The trial court denied the seller’s motion for attorney fees on the contract under Civil Code section 1717, finding it did not win an unqualified victory because the buyer was entitled to the return of its deposit and further concluding, because the buyer had succeeded on its claim for the deposit, it could not determine that one party had obtained greater relief than the other. The Court of Appeal reversed, holding the trial court had abused its discretion in concluding the seller had not obtained greater relief than the buyer. “The record reveals that the property issue was the most important to the parties and ‘greater’ in terms of monetary value—about $29.75 million at issue for the properties versus about $1.13 million at issue for the deposit. Thus, [the seller] achieved its main litigation objective, while [the buyer] clearly failed to accomplish its desired goal even though it obtained the return of its deposit.” (Id. at p. 1540.) That is, although the result was technically “mixed,” the buyer prevailed only on the ancillary deposit issue, while the seller was successful in asserting its right to continued ownership of the $29.75 million dollar properties that were the subject of the terminated purchase agreement.
Unlike the seller in Silver Creek, One Stop made no successful affirmative claim for relief at all; One Stop succeeded only to the extent it avoided paying the full amount of contract damages JKC sought. Unlike the buyer in Silver Creek, JKC prevailed on its theory One Stop had breached the parties’ contract. Although it recovered far less than it demanded, those damages were not limited to an ancillary issue in the litigation. In sum, it was not an abuse of discretion to decline to award One Stop its attorney fees as the prevailing party under Civil Code section 1717. (See Silver Creek, supra, 173 Cal.App.4th, at p. 1539 [“[a] trial court has wide discretion in determining which party is the prevailing party under section 1717, and we will not disturb the trial court’s determination absent ‘a manifest abuse of discretion, a prejudicial error of law, or necessary findings not supported by substantial evidence’”].)
One Stop’s alternative argument that it was an abuse of discretion for the trial court not to conclude there was no prevailing party in the action, although not as far-fetched as its principal contention, also lacks merit. JKC obtained a money judgment against One Stop based on One Stop’s breach of contract, albeit for substantially less than it sought. One Stop was not successful on any affirmative claims under the contract. Given the very broad discretion vested in the trial court “to identify the party obtaining ‘a greater relief’ by examining the results of the action in relative terms” (Sears, supra, 60 Cal.App.4th at p. 1151), we simply cannot say the finding JKC was the prevailing party was “a clear abuse of discretion.” (See Kachlon v. Markowitz (2008) 168 Cal.App.4th 316, 349 [“Under section 1717, ‘“the court is given wide discretion in determining which party has prevailed on its cause(s) of action. Such a determination will not be disturbed on appeal absent a clear abuse of discretion.”’”]; see also Jackson v. Homeowners Assn. Monte Vista Estates-East (2001) 93 Cal.App.4th 773, 788 [“It should be clear from the foregoing that this was not a case in which there was a clear win by either side. Both sides claim victory, and substantial arguments support both sets of claims. Accordingly, we find that the issue falls within the trial court’s broad equitable discretion. No abuse of discretion has been shown, and the trial court’s award of attorney fees to plaintiffs must therefore stand.”].)
3. The Trial Court Did Not Abuse Its Discretion in Awarding JKC $60,270 in Attorney Fees
An order granting an award of attorney fees is generally reviewed for an abuse of discretion. (See MHC Financing Ltd. Partnership Two v. City of Santee (2005) 125 Cal.App.4th 1372, 1397.) In particular, “[w]ith respect to the amount of fees awarded, there is no question our review must be highly deferential to the views of the trial court.” (Children’s Hospital & Medical Center v. Bontá (2002) 97 Cal.App.4th 740, 777; see also PLCM Group, Inc. v. Drexler (2000) 22 Cal.4th 1084, 1095 [recognizing trial court’s broad discretion in determining amount of reasonable attorney fees because experienced trial judge is in the best position to decide value of professional services rendered in court].) An appellate court will interfere with a determination of “what constitutes the actual and reasonable attorney fees” “only where there has been a manifest abuse of discretion.” (Fed-Mart Corp. v. Pell Enterprises, Inc. (1980) 111 Cal.App.3d 215, 228.)
JKC sought $123,000 in attorney fees. In its competing motion for fees One Stop sought $136,000. Thus, although as a general proposition we might agree with One Stop that it is “simply unreasonable” for a party to incur more than $100,000 in attorney fees to litigate a straightforward breach of contract matter with an ultimate recovery within the jurisdiction of the small claims court, it is apparent the case was exceedingly contentious and both sides devoted disproportionate resources to it, a fact the trial court expressly recognized in fixing JKC’s attorney fee recovery at less than 50 percent of the total requested. As the court explained, “This case was clearly vigorously litigated by both sides from the outset resulting in the expenditure of many, many hours of attorney time. While the court does not wish to second-guess the wisdom of those efforts, and definitely does not question the accuracy of the hours recorded by counsel on either side, the fact is that the court must consider an award that bears some logical relationship to the actual recovery obtained by plaintiff. Thus the court finds plaintiff is entitled to only $60,270 of the attorney’s fees actually incurred, because the balance of those fees are not considered ‘reasonable’ under the circumstances.”
Before awarding JKC its fees, the trial court reviewed the factual and procedural history of the case, characterizing it as “one of the hardest fought commercial cases I have ever seen.” The court then concluded “a fair determination on the fees is to essentially cut them in half.” That exercise of judgment is entrusted in the first instance to the wide discretion of the trial court. We are unwilling (and, indeed, not empowered) to substitute our own opinion, reviewing only a cold record, for the evaluation made by the experienced judge who presided at the trial. (See Denham v. Superior Court (1970) 2 Cal.3d 557, 566 [“‘[t]he burden is on the party complaining to establish an abuse of discretion and unless a clear case of abuse is shown and unless there has been a miscarriage of justice, a reviewing court will not substitute its opinion and thereby divest the trial court of its discretionary power’”]; see also Erickson v. R.E.M. Concepts, Inc. (2005) 126 Cal.App.4th 1073, 1083 [abuse of discretion in apportionment of fees is established only when trial court’s ruling exceeds bounds of reason, considering all the circumstances before it].)
DISPOSITION
The post-judgment order awarding attorney fees and costs is affirmed. JK Consultants is to recover its costs on appeal.
We concur: WOODS, J.ZELON, J