The Kentucky Supreme Court rejected a departing attorney’s argument that the 75/25 fee-split in his employment contract violated Rule 5.6, by effectively restricting his right to practice.

“The separation agreement here did not explicitly restrict Franklin’s ability to practice law. The parties agree that all clients were informed of their options to remain with Emery, continue with Franklin, or select new counsel. Nothing in the record indicates that the agreement operated to prevent Franklin from practicing law or accepting any representation he wished to undertake.

“The Court of Appeals reasoned that the fee allocation clause in the separation agreement created a financial disincentive for an attorney leaving a firm to retain clients, which unreasonably restricts the attorney’s practice. This is rebutted by the record. Franklin did, in fact, continue representing fourteen clients he was assigned while at Emery. Franklin failed to establish that enforcing the fee allocation provision would restrict his ability to practice law.”

The Court also rejected the argument that a quantum merit analysis was required:

“When a client discharges an attorney without cause before the case is resolved and hires new counsel who completes the representation, quantum meruit is the available method to measure appropriate compensation between prior and current counsel. Nothing in Baker suggests that a quantum meruit trial is required every time a lawyer leaves a firm. Rather, Baker applies only when there is no valid agreement governing fee allocation between successive, unaffiliated counsel. Where, as here, the fee allocation concerns clients whose matters originated within the firm and is addressed in a freely negotiated separation agreement, the analysis is governed by contract principles.”

 

Emery Law Office v. Franklin, No.2024-0306, 2026 WL 1839928 (Ky. June 25, 2026).