Plead a Contract, Lose Your Quantum Meruit Claim

On June 19, 2026, the Texas Supreme Court erased a $46,396.58 quantum meruit judgment, along with a $219,674 attorney’s fee award, and rendered a take-nothing judgment for the defendant. They didn’t lose on the evidence, however. They lost because they had spent the entire trial insisting an express contract existed, and then asked to be paid as though one never had.

Champion Food Service, Inc. v. ProAlamo Foods, L.L.C., No. 25-0297 (Tex. June 19, 2026), is a case about the fallback that wasn’t there. Justice Lehrmann wrote for the Court. Chief Justice Blacklock filed a concurrence, joined by Justice Sullivan, that joins the majority in full and then spends five pages on a different problem entirely—one worth more to Texas trial lawyers than the holding itself.

What the Jury Actually Found

Two meat suppliers shipped product to a San Antonio food distributor across twenty shipments between July 26 and November 12, 2018, each on its own invoice. The distributor didn’t pay in full. The suppliers sued, pleading breach of contract and, in the alternative, quantum meruit. They claimed $73,052.95 in unpaid invoices.

The jury said the buyer had not failed to comply with the agreements. It then found the sellers had performed compensable work and awarded $46,396.58 on the quantum meruit question. On reasonable attorney’s fees, the jury wrote $0.

But the trial court kept the $46,396.58, threw out the $0, and entered judgment for $219,674 in fees plus conditional appellate fees. The San Antonio Court of Appeals affirmed over a partial dissent from Chief Justice Martinez. See ProAlamo Foods, L.L.C. v. Champion Food Service, Inc., 716 S.W.3d 881 (Tex. App.—San Antonio 2024).

The Supreme Court reversed and rendered.

Can You Recover in Quantum Meruit When a Contract Exists?

Generally, no. Texas law has followed that rule for decades, and the Court restated it: “Generally, recovery in quantum meruit is barred when a valid contract covers the services or materials furnished.” See In re Kellogg Brown & Root, Inc., 166 S.W.3d 732 (Tex. 2005); Fortune Production Co. v. Conoco, Inc., 52 S.W.3d 671 (Tex. 2000). Quantum meruit is what you get when the law has to supply a payment obligation because the parties didn’t. Our discussion of the elements of a Texas quantum meruit claim walks through the proof a plaintiff must present.

In footnote 9, the Champion Food court explains what the trial court got backward. The charge asked the quantum meruit question conditioned on a “no” answer to breach. Answering the second question because the jury said no to the first treats the equitable claim as a consolation prize. It isn’t one:

But quantum meruit is not an alternative theory to recover from a party who did not breach a contract; rather, it is an equitable remedy when no contract existed at all.

That distinction is important. A contract claim that fails because the defendant performed is not the same thing as a contract claim that fails because there was no contract. Only the second one opens the equitable door. And plenty of Texas jury charges are constructed the first way.

The Burden Just Moved

Here’s the part that changes how these cases get tried. Under Fortune Production, the party resisting a quantum meruit claim generally has to secure a jury finding that an express contract covers the subject matter, and has to preserve error if the question doesn’t make it into the charge. The sellers leaned on that rule. No finding, no bar.

But the Court didn’t buy it, and explained why (slip op. 12):

We emphasize that when the existence or scope of a contract is in dispute, the jury should be asked whether a contract exists. Ordinarily, when that issue arises in the context of a quantum meruit claim, the burden is on the party seeking to avoid liability to ensure that the question is in the charge—and to preserve error if it is not—because the existence of a contract is an affirmative defense to quantum meruit. . . . But when a party asserts both a contract claim and a quantum meruit claim, the charge assumes the existence of a contract, and the evidence conclusively supports that assumption, recovery in quantum meruit is not available for claims covered by the contract.

The sellers pleaded that the parties “had valid agreements.” At the charge conference, their counsel maintained that there was “no question here that there is an agreement.” In closing, they told the jury “[t]here was an agreement.”

You can see where this goes. A plaintiff who needs the contract to exist for one claim and needs it to vanish for the other has a positioning problem, and Texas courts now have the Supreme Court’s blessing to hold the plaintiff to the first position. Pleading in the alternative is still perfectly proper, and often necessary—our note on pleading alternative equitable theories alongside contract claims reflects how routinely it’s done. But arguing in the alternative, all the way through closing, may create risk, as this case illustrates.

Why the Fee Award Fell With the Claim

The $219,674 didn’t survive its own analysis. It never got one. Under Tex. Civ. Prac. & Rem. Code § 38.001(b)(3), fees follow a successful claim for furnished material, and under Green International, Inc. v. Solis, 951 S.W.2d 384 (Tex. 1997), a party must prevail on the underlying claim and recover damages.  As the court here held, “Because we hold that Sellers cannot recover under quantum meruit as a matter of law, they may not recover attorney’s fees.”

Kill the claim, and the fee award goes with it. That’s the same point the Court made in a different posture recently, when it held that a request for an injunction can’t outlive the time-barred claim it is based upon—we covered that decision in our discussion of remedies as dependent on an underlying claim. A remedy is not a claim. And neither is a fee award. Our overview of fee recovery under Chapter 38 of the Civil Practice and Remedies Code sets out the eight requirements a prevailing party must satisfy, and the first is always winning something.

Two Justices on the $0 Fee Problem

Now to the concurrence.

Chief Justice Blacklock opened with the numbers: “The district court changed the fee award from $0 to $219,674, roughly five times the damages.” He called that adjustment “plainly improper” and said the dissenting justice below had it right. Then he went after the doctrine that made it possible—the line of Texas authority treating a jury’s $0 finding on reasonable fees as suspect in a way a $0 damages finding never is.

And he questioned whether § 38.001 says what this Court has previously said it says:

It seems to me that “may recover” is quite different from “shall recover” or “is entitled to.” A party who may recover also may not. This Court has perhaps said the opposite, however: “Statutes providing that a party ‘may recover,’ ‘shall be awarded,’ or ‘is entitled to’ attorney fees are not discretionary.”

That quoted proposition is Bocquet v. Herring, 972 S.W.2d 19 (Tex. 1998), and a sitting Chief Justice has now put a question mark next to it. He closed with an invitation: “Why the law would encourage courts to be more skeptical of a $0 attorney’s fee award than of a $0 damages award is a mystery to me. This odd state of affairs goes unaddressed today, but it should not go unaddressed for much longer.”

The majority left its own marker. Footnote 13 declines to reach the fee-sufficiency question and then adds that the decision “should not be read as approval of the court of appeals’ analysis of it,” saying the Court is “troubled by the trial court’s rendition of judgment as a matter of law for the full amount of requested fees.” When a court tells you it isn’t approving something, it’s telling you something.

Two justices want the vehicle. And the Court as a whole has signaled it isn’t happy with the practice. A party sitting on a $0 fee finding right now should build the record for that appeal, not assume the trial court will simply fix the number.

Questions

Does this mean I shouldn’t plead quantum meruit alongside breach of contract?

Plead it. Rule 48 permits alternative pleading, and the Supreme Court didn’t disturb that. What changed is how you try it. If the existence of a contract is genuinely disputed, include that question in the charge and seek a finding. If you concede on the record that a contract exists, you have likely conceded the equitable claim along with it.

What if the contract exists but doesn’t cover the specific work I performed?

Then quantum meruit remains available for the uncovered work. The bar applies to services or materials the contract reaches, not to everything the parties ever did together. This is why scope matters as much as existence, and why a general “was there an agreement” question is often not enough. Segregate the work in the pleadings and in the proof.

Can I still get attorney’s fees if I win on unjust enrichment instead?

Section 38.001 lists the claims that carry fees, and equitable restitution theories generally aren’t on it. Texas courts also treat unjust enrichment as an equitable remedy rather than a freestanding cause of action, which further complicates the analysis. Assume no fees unless a contract provision or another statute supplies them.

The jury found $0 in fees. Will the trial court fix that?

Less reliably than it would have last year. A trial court can disregard a $0 finding that lacks legally sufficient support, but the Supreme Court has now said it is “troubled” by rendering judgment for the full requested amount, and two justices have said the underlying rule needs revisiting. Preserve the sufficiency challenge, put on segregated evidence, and don’t count on a post-verdict rescue.

Where This Leaves You

A quantum meruit claim is not a hedge against a contract claim you might lose. It’s a different claim, available in a different world — the one where no contract covered the work. Litigants in Texas who want both theories alive at verdict have to try the case that way from the pleadings forward, because the express contract bar in Texas now travels with your own trial concessions. The fee award travels with the claim, and both of them can disappear on the same page of an opinion.

Freeman Law’s business litigation attorneys try contract and equitable claims in Texas state and federal courts, and our civil litigation FAQs address related questions on procedure and proof. If you’re evaluating a charge or a verdict against this decision, we’re glad to talk it through.

This article is for general information only and is not legal advice. Reading it or contacting Freeman Law does not create an attorney-client relationship. The law is fact-specific and subject to change, and outcomes depend on the particular circumstances of each matter. Consult qualified counsel about your situation.