## Facts

- Raymond Pillois agreed to travel to Paris at Sherman Billingsley’s expense to negotiate with a French manufacturer of Le Galion perfumes.
- The parties’ arrangement conditioned compensation on Pillois successfully securing a contract granting Cigogne, Inc. (an entity in which Billingsley was interested) exclusive sales rights on terms acceptable to Billingsley and the corporation.
- Pillois negotiated and obtained a contract accepted by Cigogne, Inc., including exclusive U.S. rights for 99 years.
- Pillois demanded payment for the value of his services; no payment was made.
- Billingsley contended Cigogne, Inc. already had distribution rights and that Pillois’s role was to obtain an extension and manage distribution, with any additional compensation to be set in Billingsley’s sole judgment as “reasonable.”
- The district court awarded Pillois $6,000 as the reasonable value of his services; Billingsley appealed.

## Issues

1. Whether a compensation term leaving payment to the promisor’s sole judgment of what is “reasonable” is too indefinite to support recovery after performance.
2. Whether a party who fully performs requested services may recover the reasonable value of those services in quantum meruit when the promisor accepts the benefit but fails to fix compensation.

## Decision

- The Second Circuit affirmed the judgment for Pillois.
- The court held that Billingsley could not avoid payment by refusing to determine compensation under a “reasonable in my judgment” clause.
- Because Pillois fully performed and the contract benefit was accepted, the court permitted recovery of the reasonable value of the services in quantum meruit.
- The $6,000 valuation was treated as a factual determination with no sufficient basis for reversal.

## Legal Principles

- A promise to pay an amount the promisor deems “reasonable,” even if framed as the promisor’s sole judgment, does not bar recovery where the promisee fully performs and the benefit is accepted.
- When a party’s compensation is left open and the obligor fails to set it after performance, a court may award the reasonable value of services in quantum meruit.
- Uncertainty in the precise measure of damages does not defeat the right to recover where a reasonable basis exists to estimate value.

## Conclusion

Where requested services are fully performed and accepted, a promisor cannot escape liability by failing to exercise contractual discretion to set “reasonable” compensation; the court may instead award the reasonable value of the services in quantum meruit.


Pillois v. Billingsley, 179 F.2d 205 (2d Cir. 1950)