## Facts

- Karen Black and other pro-life demonstrators (plaintiffs) were arrested during a demonstration outside an Atlanta health clinic and sued the City of Atlanta and several police officers (defendants) in federal district court, asserting civil-rights claims under 42 U.S.C. § 1983 and related claims.
- Before trial, the parties reached a settlement.
- A written consent order memorializing the settlement was signed by plaintiffs’ counsel and by two assistant city attorneys on behalf of the City and the officers.
- The district court entered the signed consent order as a court order.
- The consent order required, among other things, payment of $37,500 to plaintiffs and also imposed non-monetary terms affecting police practices and training.
- After entry of the consent order, the City moved to set it aside, contending the assistant city attorneys lacked authority to bind the City to a settlement exceeding the amount allowed without City Council approval.
- The City relied on an Atlanta ordinance, Code of Ordinances § 4-2007, which provided that the city attorney could settle claims without council approval only up to $500 per claim; settlements above that amount required City Council approval.
- The settlement had not been approved by the City Council.
- The City acknowledged the ordinance-based limit on settlement authority was not specifically communicated to plaintiffs during negotiations; the City asserted its lawyers assumed plaintiffs knew of the ordinance, while plaintiffs asserted they did not.
- The district court denied the City’s motion to set aside the consent order, and the City appealed.

## Issues

1. Under Georgia law, does a municipal ordinance expressly limiting a city attorney’s settlement authority—when not specifically communicated to the opposing party—still restrict the attorney’s apparent authority to bind the city to a settlement exceeding the ordinance’s limit?
2. Because the enforceability of the consent order turned on an unsettled question of Georgia law, should the Eleventh Circuit certify that question to the Supreme Court of Georgia rather than decide it in the first instance?

## Decision

- The Eleventh Circuit concluded the appeal depended on an unresolved question of Georgia law concerning a municipal attorney’s apparent authority when an ordinance limits settlement power.
- The court certified the following question to the Supreme Court of Georgia: whether an express restriction in a municipal ordinance on a city attorney’s right to settle, not specifically communicated to the opposing party, circumscribes the attorney’s apparent authority to bind the city to a settlement agreement.
- The Eleventh Circuit retained jurisdiction pending the Georgia Supreme Court’s response.

## Legal Principles

- When a federal case turns on an unsettled issue of state law, a federal appellate court may certify the question to the state’s highest court instead of forecasting how the state court would rule.
- Apparent authority depends on a principal’s manifestations to third parties; the certified question asked whether a public, enacted ordinance limiting a city lawyer’s settlement power prevents reliance on apparent authority beyond that limit even absent specific disclosure during negotiations.
- A municipality’s ability to be bound by a settlement executed by its attorneys may depend on state-law rules allocating authority among municipal actors (such as city council versus city law department).
- A federal consent order based on a settlement may be subject to attack if the party purportedly bound lacked capacity or if its agents lacked authority under governing state law.

## Conclusion

Black v. City of Atlanta, 35 F.3d 516 (11th Cir. 1994), addresses whether Atlanta’s ordinance limiting city attorneys’ unilateral settlement authority affects apparent authority in settlement negotiations when the ordinance is not specifically disclosed; the Eleventh Circuit treated the issue as unresolved Georgia law and certified the question to the Supreme Court of Georgia while retaining jurisdiction over the appeal from the district court’s refusal to set aside the consent order.


Black v. City of Atlanta, 35 F.3d 516 (1994)