Court of Appeals Division II
State of Washington

Opinion Information Sheet

			

          IN THE COURT OF APPEALS OF THE STATE OF WASHINGTON

                                         DIVISION II

MASCO PETROLEUM, INC., a Washington
Corporation,
                             Respondent,                         No.  41676-0-II

       v.                                                  UNPUBLISHED OPINION

HARBOR CASCADE, INC., a Washington
Corporation, and JAS MEL SANGHA (aka 
JAS SANGHA) and SUSHEEL SANGHA,
Husband and wife,
                             Appellants.

       Van Deren, J.  --  Jasmel and Susheel Sangha appeal from the trial court's award of 

attorney fees and costs to them, arguing that the award was too low and that the trial court 

abused its discretion by making this low fee and cost award. They argue that the trial court erred 
in ruling that (1) they were not entitled to attorney fees under RCW 4.84.3301 because they were 

1 RCW 4.84.330 provides:  
       In any action on a contract or lease entered into after September 21, 1977, where 
       such contract or lease specifically provides that attorneys' fees and costs, which 
       are incurred to enforce the provisions of such contract or lease, shall be awarded 
       to one of the parties, the prevailing party, whether he is the party specified in the 
       contract or lease or not, shall be entitled to reasonable attorneys' fees in addition 
       to costs and necessary disbursements.
              . . . .
              As used in this section "prevailing party" means the party in whose favor 
       final judgment is rendered. 

No.  41676-0-II

not a party to the contract at issue; (2) they were not entitled to attorney fees under MAR 7.32

because Masco Petroleum Inc. improved its position after a trial de novo following arbitration; 

and (3) the Sanghas' award of fees and costs should be offset by the fees and costs incurred by 

them in defending their company, Harbor Cascade Inc., in the action.  Because the record does 

not support the Sanghas' contentions and because they offer no other arguments, we hold that no 

abuse of discretion occurred and affirm the trial court's attorney fee award.3

                                            FACTS

       In September 2005, Masco Petroleum sued Harbor Cascade and the Sanghas.  Masco 

Petroleum alleged that Harbor Cascade had entered into a fuel purchase contract with it, that the 

Sanghas had personally guaranteed the contract by Jasmel Sangha's signature on the contract as 

president of Harbor Cascade, and that Harbor Cascade and the Sanghas had breached the contract 

in the amount of $6,815.77.  The interest rate established in the contract was 18 percent per 

annum on the unpaid and overdue balance.  The contract also contained a unilateral attorney fees 

provision providing, "Customer agrees to pay any and all expenses incurred by Masco 

2 MAR 7.3 provides:
       The court shall assess costs and reasonable attorney fees against a party who 
       appeals the award and fails to improve the party's position on the trial de novo.  
       The court may assess costs and reasonable attorney fees against a party who
       voluntarily withdraws a request for a trial de novo.  "Costs" means those costs 
       provided for by statute or court rule. Only those costs and reasonable attorney fees 
       incurred after a request for a trial de novo is filed may be assessed under this rule.

3 The Sanghas do not raise an issue on appeal about the trial court's analysis of the reasonableness 
of the requested fees and costs or the lack of findings and conclusions as required by Mahler v. 
Szucs, 135 Wn.2d 398, 434-35, 957 P.2d 632 (1998); thus, we do not address the failure of the 
trial court to abide by the requirements set forth therein.
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No.  41676-0-II

Petroleum (including fees for legal services of every kind) to collect, defend or assert the right of 

Masco Petroleum to obtain payment of expenses and indebtedness as relating to this account."  

Clerk's Papers at 159.

       In answer to Masco Petroleum's claim, the Sanghas admitted that a contract existed 

between Masco Petroleum and Harbor Cascade, but they denied the amount Harbor Cascade 

owed Masco Petroleum and denied that the Sanghas had personally guaranteed performance 

under the contract.  An arbitrator found Harbor Cascade liable to Masco Petroleum for 

$6,815.77, plus attorney fees of $2,000.00, but also found the Sanghas had not personally 

guaranteed the contract and awarded them $1,500.00 in attorney fees.  

       Both Masco Petroleum and Harbor Cascade requested a trial de novo.  Masco Petroleum 

specifically requested a trial de novo on the arbitration award related to the Sanghas.  At the trial 

court, Masco Petroleum successfully moved for summary judgment against the Sanghas on the 

issue of their personal guarantee of the contract, and the trial court awarded $6,815.77, plus 

attorney fees and costs, to Masco Petroleum.

       When the Sanghas appealed the summary judgment order, we held that a genuine issue of 

material fact existed about whether the Sanghas had personally guaranteed the contract, so we 

reversed the trial court's order granting summary judgment in favor of Masco Petroleum and 

remanded for further proceedings.  Masco Petroleum, Inc. v. Harbor Cascade, Inc., noted at 149 

Wn. App. 1067, 2009 WL 1124356, at *2-3.  We stated, "Reasonable attorney fees and costs 

should be assessed by the trial court upon conclusion of this matter."  Masco Petroleum, 2009 

WL 1124356, at *3.  

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No.  41676-0-II

       On remand, the jury returned a verdict in favor of the Sanghas on the personal guarantee.  

The Sanghas requested attorney fees and costs of $16,731.85 under MAR 7.3 and RCW 

4.84.330.  

       Masco Petroleum argued that the Sanghas were not entitled to attorney fees and costs 

following the trial de novo because (1) they failed to request them under RAP 18.1 during their 

appeal in this court on the trial court's summary judgment order in favor of Masco Petroleum; (2) 

if the trial court accepted Masco Petroleum's new argument that the arbitrator erred in awarding 

to the Sanghas attorney fees and costs because they were not a party to the contract, then Masco 

Petroleum improved its position in the trial de novo and, thus, the Sanghas would not be entitled 

to fees and costs under MAR 7.3; and (3) the Sanghas, who were not a party to the contract, 

were not entitled to fees and costs under RCW 4.84.330.  Masco Petroleum also argued that, 

even if the Sanghas were entitled to attorney fees and costs, the trial court should offset their fees 

and costs by the fees and costs the Sanghas incurred in Harbor Cascade's defense.  The trial court 

ruled:  

       [W]hat's the principle amount of the judgment, $6,000 or something like that, 
       $7,000?
              . . . . 
              . . . [I]t sounds like there was probably [$]25[,000] or $30,000 expended in 
       attorney[ ] fees, by the time all the dust settled, and . . . attorney[ ] fees need to be 
       reasonable, and taking into account the nature of the case and complexity of the 
       issues . . . I don't think the issues in this case were complex, they may not have 
       been something you deal with every day, but it was pretty basic contract law; it 
       was primarily a factual dispute.
              I think taking into account all of the factors that need to be considered in 
       determining what amount of attorney fees would be fair and reasonable, I am 
       going to award attorney fees to the Sanghas in the amount of $5,000, plus their 
       costs of $640.[ ].

Report of Proceedings (RP) at 10-11.  

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No.  41676-0-II

       At entry of the judgment, the Sanghas' counsel stated, "I tried to make the judgment as 

simple as I could, and  . . . I tried to memorialize" Masco Petroleum's previous arguments as the 

basis of the trial court's decision to award only $5,640 in fees and costs to the Sanghas.  The trial 

court responded,

       It certainly wasn't my intention to make rulings of the various findings that you 
       have proposed here.  My ruling then, and my ruling today, is that your client is 
       entitled to attorney fees, and in a reasonable sum, considering all of the factors that 
       I discussed; at the time I felt that amount was $5,000.         

RP at 13.  The trial court also set interest on the judgment at the statutory rate of 12 percent, 

instead of the 18 percent contractual rate.  The Sanghas appeal.  

                                          ANALYSIS

       The Sanghas argue that the trial court abused its discretion by awarding them insufficient 

attorney fees based on its alleged rulings that (1) they were not entitled to attorney fees under 

RCW 4.84.330 because they were not a party to the contract, (2) they were not entitled to 

attorney fees under MAR 7.3 because Masco Petroleum improved its position after the trial de 

novo, and (3) the Sanghas' award of fees and costs should be offset by the fees and costs incurred 

by them in defending Harbor Cascade.  We disagree.  

       We review a trial court's attorney fees award for abuse of discretion.  Chuong Van Pham 

v. Seattle City Light, 159 Wn.2d 527, 538, 151 P.3d 976 (2007).  A trial court abuses its 

discretion if it awards fees "on untenable grounds or for untenable reasons."  Chuong Van Pham, 

159 Wn.2d at 538.  "'A discretionary decision is based on untenable grounds or made for 

untenable reasons if it rests on facts unsupported in the record or was reached by applying the 

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No.  41676-0-II

wrong legal standard.'"  McCoy v. Kent Nursery, Inc., 163 Wn. App. 744, 758, 260 P.3d 967 

(2011) (internal quotation marks omitted) (quoting State v. Quismundo, 164 Wn.2d 499, 504, 

192 P.3d 342 (2008)), petition for review filed, No. 86715-1 (Wash. Nov. 16, 2011).

       Here, the Sanghas argue that the trial court based the fee award on the allegedly erroneous 

legal grounds argued below by Masco Petroleum.  But the Sanghas misunderstand the basis of the 

trial court's fee and cost award.  The trial court expressly rejected their proposed findings and 

stated that it did not make the "rulings" or "various findings" proposed by the Sanghas and relied 

on by them here.  The trial court's "ruling [at the attorney fees hearing], and [its] ruling [at entry 

of judgment]," was that the Sanghas were entitled to a reasonable sum of attorney fees of $5,000, 

based on "all of the factors that [the trial court] discussed," including the differential between the 

judgment's principal amount and the requested fees and the case's simple nature.  RP at 13.  

       Moreover, the Sanghas fail to provide any other arguments or citation to authority in their 

opening brief supporting their arguments that the trial court abused its discretion when it awarded 

them $5,000 in attorney fees and $640 in costs.  RAP 10.3(a)(6).  Accordingly, we hold that the 

trial court did not abuse its discretion in its attorney fee and cost award to the Sanghas 

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No.  41676-0-II

and that the Sanghas' claims fail.         

       Affirmed.

       A majorityof the panel having determined that this opinion will not be printed in the 

Washington Appellate Reports but will be filed for public record pursuant to RCW 2.06.040, it is 

so ordered.

                                                 Van Deren, J.
We concur:

Armstrong, J.

Worswick, A.C.J.

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