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DISTRICT OF COLUMBIA COURT OF APPEALS
No. 25-CV-0571
HAMZA FAROOQUI, APPELLANT,
V.
SILKWAVE HOLDINGS LIMITED, et al., APPELLEES.
Appeal from the Superior Court
of the District of Columbia
(2019-CA-006899-B)
(Todd E. Edelman, Judge)
(Carl E. Ross, Judge)
(Alfred S. Irving, Jr., Judge)
(Yvonne M. Williams, Judge)
(Argued April 29, 2026 Decided September 3, 2026)
D. Brandon Trice, with whom Roberta A. Kaplan, Olivia P. Berci, and Michele C. Materni, all proceeding pro hac vice by special leave of court, and Avita Anand were on the briefs, for appellant.
Vernon W. Johnson, III, with whom Erik H. Fawcett was on the brief, for all appellees but Zhou Qingzhi.
Jeffrey M. Schwaber, with whom Deanna Layne Peters and Judith G.
Cornwell were on the brief, for appellee Zhou Qingzhi.
Before BECKWITH and DEAHL, Associate Judges, and GLICKMAN, Senior Judge.
2
DEAHL, Associate Judge: This dispute stems from a long-running relationship
between the appellant, Hamza Farooqui, and the appellees, Charles Wong, Zhou
Qingzhi, and a group of entities involved in Wong’s satellite businesses. Recounting
the evidence in the light most favorable to Farooqui, since summary judgment was
granted against him, Farooqui worked for years without payment to help Wong
acquire several satellites. Wong assured Farooqui that he would fairly compensate
Farooqui for his efforts one day, and eventually they came to some rough
compensation terms in an oral agreement, but Wong later reneged on it. Farooqui
then sued for the compensation that he maintained had been promised to him.
Farooqui sued Wong and the affiliated parties for breach of contract, unjust
enrichment, promissory estoppel, fraud, and related claims. After discovery, the
appellees moved for summary judgment and the court initially denied that motion,
reasoning that Farooqui provided enough evidence for a reasonable factfinder to rule
in his favor. But as the case moved closer to trial, and the trial court ruled against
Farooqui on several evidentiary issues—including one ruling that largely precluded
Farooqui’s damages expert from testifying—the court changed course and granted
summary judgment against Farooqui as to most of his claims.
Farooqui now appeals the grant of summary judgment against him. We agree
with the trial court that summary judgment was proper against Farooqui on his
3
breach of contract, implied in fact contract, and fraud claims. But we reverse the
court’s ruling as to Farooqui’s promissory estoppel and unjust enrichment claims,
because those claims turned on genuine issues of material fact that a factfinder
should resolve.
I. Background
We recount these facts in the light most favorable to Farooqui, as summary
judgment was granted against him. See Allen v. District of Columbia, 312 A.3d 207,
212 (D.C. 2024) (“We review a grant of summary judgment de novo, viewing the
facts in the light most favorable to the non-moving party.”).
In 2012, Charles Wong sought Hamza Farooqui’s help in buying satellites
from Farooqui’s colleague, Noah Samara. Farooqui agreed to help, and over the next
few years he worked on several deals that led to Wong acquiring satellites from
Samara and Boeing. Zhou Qingzhi also helped Wong by advising and investing in
his endeavors. When Farooqui started helping Wong, he was unsure if or how he
would be compensated, but he “expected to be compensated” from “whoever
ultimately [he] reach[ed] an agreement with.” Farooqui later met with Wong and
Zhou on several occasions, and he claims both men promised to “do good by” him
and make him “whole,” and otherwise made it “very clear” he would be fairly
compensated for his assistance.
4
Eventually, in September 2018, Wong emailed Farooqui an offer of “certain
economics being awarded to [him] by [Mr. Wong] and Mr. Zhou as a token of
goodwill and appreciation,” including shares in several companies. Farooqui
believed the proposal did “not fully” compensate him for his efforts and he counteroffered. Later that month, Wong and Farooqui met in person and Farooqui
memorialized what he believed to be the terms of an oral agreement made between
them at that meeting. The terms were that: (1) Farooqui would receive equity
interests in two of Wong’s companies; (2) Farooqui would be appointed to a vice
chairman role in one of Wong’s companies “for a period of [twenty-four] months”;
and (3) Farooqui would fundraise for that company and be entitled to a portion of
“any third party capital raised . . . over the next [twenty-four] months.” Farooqui
later sent those written terms to Wong, who noted his receipt of the terms but did
not indicate if he agreed to them. Wong instead said he would “take care of this and
get it signed,” but never did.
About a year later, Farooqui sued Wong, Wong’s companies, and Zhou in his
personal capacity, seeking compensation for his work. Among Farooqui’s claims
were: (1) breach of contract based on the September 2018 in-person meeting;
(2) breach of an “implied in fact” contract based on the seven years of “agent and
consulting services” he provided for Wong’s businesses; (3) promissory estoppel
based on Wong’s promises to compensate him; (4) unjust enrichment based on the
5
benefits he conferred upon Wong and Zhou; and (5) fraud based on Wong’s
repeatedly broken promises. After the close of discovery, the appellees moved to
exclude certain testimony from some of Farooqui’s proffered witnesses and for
summary judgment. Zhou separately argued that he could not be held personally
liable because he was a mere stockholder in the satellite deals and was not a party to
any payment discussions.
Judge Todd E. Edelman initially denied summary judgment, reasoning that
there were several unresolved disputes of material fact on the summary judgment
record. Judge Carl E. Ross then ruled on the appellees’ motions in limine, and
excluded certain testimony from one of Farooqui’s lay witnesses and from his
damages expert, discussed further below. The case was then transferred to Judge
Alfred S. Irving, Jr., who ordered renewed summary judgment briefing on two
issues: (1) Zhou’s personal liability and (2) whether any of Farooqui’s claims were
brought outside the applicable statutes of limitations. Judge Irving granted summary
judgment for appellees on all but two of the claims without reaching the statute of
limitations issues. Farooqui then dismissed his surviving claims so that he could
bring this appeal without delay.
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II. Analysis
Farooqui raises several challenges to the grants of summary judgment against
him. He argues (1) that the law of the case doctrine precluded Judge Irving from
revisiting Judge Edelman’s decision to deny summary judgment; (2) that summary
judgment was not warranted in any event; and (3) that the trial court erroneously
limited the testimony that two of his witnesses were permitted to offer. We address
those claims in turn.
A. Law of the Case
Farooqui first argues that the law of the case doctrine barred Judge Irving from
revisiting Judge Edelman’s denial of summary judgment. We disagree.
“The law of the case doctrine bars a trial court from reconsidering a question
of law that was already decided in the same case by another court of coordinate
jurisdiction.” Kaplan v. Pointer, 501 A.2d 1269, 1270 (D.C. 1985). The doctrine is
discretionary and ordinarily applies when “(1) the motion under consideration is
substantially similar to the one already raised before, and considered by, the first
court; (2) the first court’s ruling is sufficiently final; and (3) the prior ruling is not
clearly erroneous in light of newly presented facts or a change in substantive law.”
7
Kumar v. D.C. Water & Sewer Auth., 25 A.3d 9, 13-15 & n.7 (D.C. 2011) (quoting
Tompkins v. Wash. Hosp. Ctr., 433 A.2d 1093, 1098 (D.C. 1981)).
The fatal problem with Farooqui’s argument is that “we have long held that
the denial of a motion for summary judgment . . . is not ‘sufficiently final’ to
establish the law of the case.” Kumar, 25 A.3d at 14; see Guilford Transp. Indus.,
Inc. v. Wilner, 760 A.2d 580, 593 (D.C. 2000) (when one judge’s views of summary
judgment are contrary to another’s, “the important question is not whether there was
a difference but which view was right”).
We thus conclude that the law of the case did not preclude Judge Irving from
revisiting Judge Edelman’s summary judgment ruling. The critical question on
appeal is which of the judges’ respective rulings was correct, not which one came
first in time. See Carter v. District of Columbia, 980 A.2d 1217, 1222 (D.C. 2009)
(“[A]bsent a showing of procedural unfairness causing prejudice, the proper inquiry
is whether the second trial judge’s ultimate disposition was correct.”). So we now
turn to the merits and discuss whether Judge Irving’s order was correct.
B. Summary Judgment
Summary judgment is appropriate if, when reading the record in the light most
favorable to the non-moving party—here, Farooqui—there is “no genuine dispute as
8
to any material fact and the movant is entitled to judgment as a matter of law.” Super.
Ct. Civ. R. 56(a)(1). A party “cannot stave off the entry of summary judgment
through mere conclusory allegations.” Allen v. District of Columbia, 312 A.3d 207,
212 (D.C. 2024). There instead “must be evidence on which the jury could
reasonably” rule in the party’s favor. Anderson v. Liberty Lobby, Inc., 477 U.S. 242,
252 (1986).
Farooqui challenges the grant of summary judgment as to five of his claims,
and we address those claims one by one. As we explain below, we agree with the
trial court’s decision to grant summary judgment on Farooqui’s two contract
claims—breach of an oral contract and of an implied in fact contract. But we reverse
the grant of summary judgment as to Farooqui’s two equitable claims for unjust
enrichment and promissory estoppel. Finally, we agree with the grant of summary
judgment against Farooqui on his fraud claims.
1. Breach of Contract
We begin with Farooqui’s breach of contract claim. Farooqui claimed he made
an oral contract with Wong at an in-person meeting in 2018, and that it contained
the following terms: (1) the appellees would compensate Farooqui for his past work
negotiating satellite transactions; (2) the appellees would appoint Farooqui to a
24-month term as vice chairman at Silkwave, one of Wong’s companies; and
9
(3) Farooqui would perform fundraising activities during that 24-month stint as
Silkwave’s vice chairman. Judge Irving found this claim could not survive summary
judgment, reasoning that Farooqui’s past work did not serve as any consideration for
appellees’ promised future payments. Additionally, Judge Irving reasoned that the
purported oral contract did not survive the “statute of frauds,” which provides that
oral contracts are generally not enforceable if they cannot be completed within one
year. See D.C. Code § 28-3502. We agree with the trial court on the second point.
We first note our disagreement with Judge Irving’s reasoning that the
purported contract failed for lack of consideration. The agreement Farooqui
describes was not wholly retrospective, so it does not falter via the principle that
“past consideration is no consideration” at all. Murray v. Lichtman, 339 F.2d 749,
752 n.5 (D.C. Cir. 1964). As Judge Irving acknowledged, the purported contract
contained forward-looking terms that obliged each of the parties to perform in the
future—appellees had to pay Farooqui and appoint him as vice chairman to
Silkwave, while Farooqui was obliged to accept that appointment and fundraise in
that role. Where a single agreement binds a party both to compensate past services
and to secure future ones, the promise of future performance supplies consideration
for the entire bargain. See Univ. of S. Fla. Bd. of Trs. v. United States, 92 F.4th 1072,
1082 (Fed. Cir. 2024) (holding that a “contract may provide for payment for work
previously done at least where, as here, the contract also pays for work yet to be
10
done,” and collecting cases and secondary authorities that support that proposition).
The alleged oral contract thus did not fail for lack of consideration.
Nonetheless, we agree with Judge Irving that the purported oral contract was
not enforceable because of the statute of frauds. The statute of frauds, as codified by
statute in the District, provides that “[a]n action may not be brought . . . upon an
agreement that is not to be performed within one year from the making thereof,
unless the agreement . . . or a memorandum or note thereof, is in writing.” D.C. Code
§ 28-3502. The doctrine serves many functions, but it more or less acts as a strong
presumption that if the full terms of an agreement cannot be performed within a year,
then the parties would have reduced it to a writing. And if they failed to do that, then
it is better not to enforce the purported oral agreement at all, both to avoid the risks
of fraud (that the contract never existed), and to incentivize parties to reduce their
agreements to writings. See generally Tauber v. District of Columbia, 511 A.2d 23,
27 (D.C. 1986) (explaining that the doctrine “guard[s] against perjury and protect[s]
against unfounded and fraudulent claims”); Railan v. Katyal, 766 A.2d 998, 1007
(D.C. 2001) (same).
It is undisputed that the agreement Farooqui alleges could not be completed
within one year, as it contemplates that Farooqui would be appointed for a 24-month
term as vice chairman of Silkwave, and that he would perform fundraising during
11
that two-year stint. The purported agreement thus runs directly into the statute of
frauds’ enforcement bar, so that Farooqui must identify some exception to the statute
of frauds if he wishes to enforce this contract.
Farooqui suggests that just one exception to the statute of frauds applies—the
“part performance” exception. Under that exception, “[o]ral agreements are exempt
from the operation of the statute of frauds” and may yet be enforced “where a party’s
part performance shows ‘unequivocal evidence of the alleged agreement.’” Zanders
v. Reid, 980 A.2d 1096, 1102 (D.C. 2009) (quoting In re Est. of Reilly, 933 A.2d
830, 839 (D.C. 2007)). That is, a plaintiff must show facts that “not only are
consistent with the” alleged oral contract, but that are also “inconsistent with any
other” arrangement. Kresge v. Crowley, 47 App. D.C. 13, 18 (1917); see also D.C.
Hous. Fin. Agency v. Harper, 707 A.2d 53, 56 (D.C. 1998) (concluding the “doctrine
of part performance was satisfied” because the “total actions of both parties” were
consistent only with the existence of a contract).
Contrary to Farooqui’s argument, the part performance exception does not
apply here. What dooms Farooqui’s argument is that, by his own account, he
performed a variety of valuable services for the appellees from 2012 to 2018 despite
having no formal compensation agreement. So it is impossible to say that the various
tasks he claims to have performed after the purported oral agreement—which
12
amounted to little more than attending a handful of investor events, just as he had
done prior to September 2018—are consistent only with the parties having reached
a firm oral agreement in September 2018. Tellingly, Farooqui admits he was never
in fact appointed to the vice chairmanship that he alleged was a central component
of his oral agreement with appellees, so his conduct could not reasonably reflect any
performance of that role. And attending investor events had been part of his course
of conduct in the six years leading up to the purported 2018 oral agreement, so that
activity was also not any firm proof of a 2018 oral contract. In light of all that,
Farooqui’s actions after September 2018 were equally consistent with him helping
appellees in the hopes of being fairly compensated in the future, sans any agreement
setting forth the terms of that compensation. No reasonable factfinder could
conclude on these facts that the parties’ actions after that purported agreement
constitute unequivocal evidence that they reached some agreed upon terms in
September 2018. That is enough to defeat the partial performance exception that
Farooqui invokes, so the trial court correctly ruled that the statute of frauds bars his
breach of contract claim.
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2. Implied in Fact Contract
Farooqui’s “implied in fact” contract claim, which he describes as a “quantum
meruit” claim, 1 fails for similar reasons: It runs afoul of the statute of frauds and any
partial performance can be explained independent of any contract. An implied in fact
contract “is a true contract, containing all necessary elements of a binding
agreement.” Vereen v. Clayborne, 623 A.2d 1190, 1193 (D.C. 1993) (quoting
Bloomgarden v. Coyer, 479 F.2d 201, 208 (D.C. Cir. 1973)). It differs from an
express contract only in that its terms are “inferred from the conduct of the parties
in the milieu in which they dealt” rather than stated in words. Id. (quoting
Bloomgarden, 479 F.2d at 208).
Judge Irving ruled that this claim was barred by the statute of frauds as well.
Farooqui does not dispute the doctrine’s application to implied contracts generally,
so we take that as a conceded point. But Farooqui argues that “for the reasons just
explained” in relation to his breach of contract claim, the statute of frauds is no bar
to this claim. Though Farooqui never spells this out, we take him to mean that he
1
We avoid describing this as a “quantum meruit” claim ourselves because that is an ambiguous term that could be understood to cover Farooqui’s next, unjust enrichment, claim as well. See Vereen v. Clayborne, 623 A.2d 1190, 1194 (D.C. 1993) (“This particular quantum meruit analysis is more commonly known as a theory of unjust enrichment.”); see also Boyd v. Kilpatrick Townsend & Stockton, 164 A.3d 72, 85 (D.C. 2017) (McLeese, J., concurring) (discussing the imprecisions in what a “quantum meruit” claim covers).
14
acknowledges the implied contract he alleges could not be performed within one
year, so that the statute of frauds presumptively bars its enforcement, but that the
“part performance” exception applies to rescue this claim as well.
This argument fails for the same reasons it failed to save Farooqui’s breach of
contract claim: Whatever partial performance occurred here, it was not “unequivocal
evidence of the alleged agreement.” Zanders, 980 A.2d at 1102. There are various
other plausible explanations consistent with the parties’ conduct, and at least
arguably more consistent with Farooqui’s own narrative of the events. One
possibility is that Farooqui was trying to ingratiate himself to potential future
employers, including both Wong and Samara, by demonstrating his value. Another
possibility is that, while Farooqui hoped to be compensated, he was indifferent as to
who that compensation came from, and Samara and Boeing were other candidates
who might have compensated him as a sort of fixer or middleman rather than Wong.
Farooqui testified to just that, indicating that whenever a deal was reached, he
expected to be compensated by “whoever ultimately [he] reach[ed] an agreement
with.”
Farooqui’s nebulous expectation that his work between 2012 and 2018 would
be fairly compensated by somebody is far from “unequivocal evidence of [any]
alleged agreement” with Wong or the other appellees. Id. The part performance
15
exception thus does not rescue his implied contract claim from the statute of frauds,
which renders this alleged contract unenforceable as well.
3. Unjust Enrichment
We now turn to Farooqui’s equitable claims, where his arguments fare better.
First is his unjust enrichment claim, which in our view is the most comfortable fit
with what Farooqui alleges in this case. “Unjust enrichment occurs when: (1) the
plaintiff conferred a benefit on the defendant; (2) the defendant retains the benefit;
and (3) under the circumstances, the defendant’s retention of the benefit is unjust.”
Peart v. D.C. Hous. Auth., 972 A.2d 810, 813 (D.C. 2009) (quoting News World
Commc’ns, Inc. v. Thompsen, 878 A.2d 1218, 1222 (D.C. 2005)). “Whether unjust
enrichment occurred” is evaluated on “on a case-by-case basis” and depends on “the
particular circumstances giving rise to the claim.” Id. at 814. It does not depend on
any contractual relationship between the parties—indeed, a contractual relationship
usually defeats any claim of unjust enrichment—and instead focuses on “whether it
is fair and just for the recipient to retain the benefit, not on whether the person or
persons who bestowed the benefit had any duty to do so.” Id. (quoting 4934, Inc. v.
D.C. Dep’t of Emp. Servs., 605 A.2d 50, 56 (D.C. 1992)); see Glasgow v. Camanne
Mgmt. Inc., 261 A.3d 208, 215 (D.C. 2021) (“An unjust enrichment claim is
generally barred where a contract controls the respective rights of the parties.”).
16
Farooqui’s unjust enrichment claim is essentially that appellees financially
benefited from his uncompensated work and that under the circumstances it would
be unjust not to redirect at least part of that conferred benefit to Farooqui. Judge
Irving rejected this claim as a matter of law, reasoning that any benefit appellees
received was not unjust vis-à-vis Farooqui because he knew the parties had no
concrete compensation agreement, yet he continued to work despite rejecting several
of Wong’s compensation proposals. Contrary to Judge Irving’s reasoning, the
ongoing negotiations between the parties and lack of any firm contract among them
is not fatal to Farooqui’s unjust enrichment claim. It is largely inconsequential to
it—unjust enrichment tends to be relevant only in the absence of a contractual
relationship. See Glasgow, 261 A.3d at 215.
On this record, taken in the light most favorable to Farooqui, a reasonable
factfinder could readily conclude that Farooqui conferred substantial financial
benefits on appellees and that it would be unjust for appellees to retain the entirety
of those benefits given Farooqui’s extensive and uncompensated work. Appellees
offer four counterpoints—the last is unique to Zhou—but none of them is persuasive.
First, they cite to Bloomgarden, 479 F.2d at 211-12, for the proposition that
unjust enrichment does not apply when “a duty to pay” for “personal services” is
“left open to future negotiation.” Bloomgarden is a D.C. Circuit case that is not
17
binding on this court, 2 but putting that point aside, it did not adopt such a rule.
Bloomgarden says only that unjust enrichment does not apply “where it is clear that
the benefit was conferred gratuitously or officiously, or that the question of payment
was left to the unfettered discretion of the recipient.” 479 F.2d at 211. But Farooqui’s
account, which there is evidence to support and which we must assume to be true in
this posture, is not that he provided benefits gratuitously or officiously, or that he
left his compensation to appellees’ unfettered discretion. It is that he worked to
benefit appellees with everybody understanding that he would have to be fairly
compensated for his services, in line with the market value of those services to be
determined later. If a factfinder believes that account, then it could readily rule in
Farooqui’s favor on his unjust enrichment claim.
Second, appellees suggest that this claim fails because Farooqui has not
quantified the purported benefit he conferred on appellees with sufficient precision.
We disagree both because Farooqui was not required at the summary judgment stage
to quantify his damages with any particular precision, and because, in any event, he
has done plenty to quantify his damages. On the first point, our precedents are clear
2
Decisions from the D.C. Circuit prior to February 1, 1971, are binding on divisions of this court. See Davidson v. United States, 137 A.3d 973, 974 n.2 (D.C. 2016) (citing M.A.P. v. Ryan, 285 A.2d 310 (D.C. 1971)). Bloomgarden was decided after that cutoff date, in 1973.
18
that “a plaintiff need not . . . show the amount of damages” to survive summary
judgment, but instead “is obligated only to show that [damages] exist and are not
entirely speculative.” Cormier v. D.C. Water & Sewer Auth., 959 A.2d 658, 667
(D.C. 2008) (quoting Rafferty v. NYNEX Corp., 744 F. Supp. 324, 331 n.26 (D.D.C.
1990)). On the next point, Farooqui adduced evidence showing he negotiated the
acquisition of at least three satellites for Wong’s businesses, that those satellite
acquisitions were enormously profitable for the businesses, and that Farooqui had
significant out-of-pocket expenses while working on appellees’ behalf. He also
produced evidence of extensive negotiations where appellees proposed to
compensate him for his past work, and a factfinder could reasonably find that the
value of Farooqui’s services were in whatever ballpark the parties were negotiating
in. That is enough evidence of damages for this claim to survive summary judgment.
Third, appellees argue that the three-year statute of limitations applicable to
unjust enrichment bars this claim. See D.C. Code § 12-301(a)(8); Flagstar Bank,
FSB v. Advanced Fin., Invs., LLC, 333 A.3d 851, 863 (D.C. 2025). In their view,
Farooqui conferred any alleged benefits on them more than three years before he
filed suit in October 2019. We disagree and conclude that this argument likewise
raises questions that are properly left to the factfinder. Importantly, and contrary to
appellees’ framing, the statute of limitations on unjust enrichment claims does not
begin to run the moment any benefit is conferred, but instead after the “last service
19
has been rendered and compensation has been wrongfully withheld.” See Boyd, 164
A.3d at 79 (emphasis added). On these facts, a reasonable factfinder might very well
conclude that Farooqui conferred various benefits on appellees more than three years
before he filed suit—i.e., in the years before October 2016—but nonetheless find
that withholding compensation did not become unjust until the parties hit an impasse
in their efforts to negotiate express terms of compensation (seemingly in late 2018).
So this statute of limitations argument likewise raises genuine issues of material fact
for a factfinder to resolve.
Finally, Zhou separately contends he was entitled to summary judgment on
the unjust enrichment claim because he could not be held personally liable as a mere
investor and shareholder in Wong’s companies. We disagree because Zhou is not
viewing the evidence in the light most favorable to Farooqui, as we must at this
stage. Farooqui points to evidence that Zhou was personally involved in approving
the satellite deals, and that they were in fact a “pet project” of his. Farooqui also
adduced evidence that Zhou personally assured him on several occasions that he
would “do good by [him].” In our view, there remain several factual disputes about
Zhou’s relationship to Wong, Wong’s companies, and Farooqui, that preclude
summary judgment in his favor. Accordingly, we reverse summary judgment on the
unjust enrichment claim.
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4. Promissory Estoppel
Next is Farooqui’s promissory estoppel claim, which was based on Wong’s
repeated promises to compensate him for his services. Judge Irving granted summary
judgment for appellees on this claim as well, reasoning that all of Wong’s alleged
promises were too indefinite and that Farooqui did not adduce evidence that he relied
on those promises. We disagree.
To make out a promissory estoppel claim, “there must be evidence of a
promise, the promise must reasonably induce reliance upon it, and the promise must
be relied upon to the detriment of the promisee.” Simard v. Resol. Trust Corp., 639
A.2d 540, 552 (D.C. 1994). The promise “need not be as specific and definite as a
contract,” but must be more than a mere promise to “bargain in good faith.” Bender
v. Design Store Corp., 404 A.2d 194, 196-97 (D.C. 1979). Similarly, mere
“declinations or refusals to negotiate [an] issue” are not enforceable promises, see
Duke v. Am. Univ., 675 A.2d 26, 28 n.1 (D.C. 1996) (per curiam), nor is “the promise
of an agreement” “if the material terms could [later] be worked out,” New Econ.
Cap., LLC v. New Mkts. Cap. Grp., 881 A.2d 1087, 1097 (D.C. 2005).
Taking the evidence in the light most favorable to Farooqui, he has adduced
evidence from which a reasonable factfinder could rule in his favor on this claim:
First, Farooqui provided evidence of a clear or definite promise, contrary to Judge
21
Irving’s reasoning. Those promises included Wong telling him—in some instances,
in writing—“I will make you whole,” “I will take care of you,” and “Going forward
a lot more help will be needed and be paid for.” Second, Farooqui produced evidence
that he relied on those promises. He offered sworn statements that he dedicated
upwards of fifty percent of his professional time over several years helping Wong’s
ventures while neglecting his own businesses as a result. Third, contrary to
appellees’ suggestion, Farooqui has sufficiently quantified his damages for summary
judgment purposes. As we have already explained as to the unjust enrichment claim,
at this stage of the litigation Farooqui had to show only that he suffered nonspeculative damages, and the precise quantum of damages is generally a matter for
trial. See Cormier, 959 A.2d at 667. We are satisfied that there is enough evidence
in the record to award Farooqui damages on a non-speculative basis.
Finally, the appellees again argue that the statute of limitations bars this claim
because most of the satellite deals were completed more than three years before
Farooqui filed suit. See D.C. Code § 12-301(a)(8). We again disagree. Farooqui
adduced evidence that over the years he was repeatedly assured that his
compensation was forthcoming, and if a factfinder believes that version of the facts,
it might similarly conclude that, with each new promise, the statute of limitations
began anew. That is because the “lulling doctrine” prevents a defendant in those
circumstances from availing himself of a statute of limitations defense: “[A]
22
defendant is estopped from asserting the statute of limitations as a bar to plaintiff’s
action if he has done anything that would tend to lull the plaintiff into inaction and
thereby permit the statutory limitation to run against him.” Interdonato v.
Interdonato, 521 A.2d 1124, 1135 (D.C. 1987) (quoting Property 10–F, Inc. v. Pack
& Process, Inc., 265 A.2d 290, 291 (D.C. 1970)). When the record supports that
some lulling occurred, as it does here, that will generally raise an issue of fact that
“precludes the granting of summary judgment based on the statute of limitations.”
Id. at 1135-36.
5. Fraud and Fraud in the Inducement
Farooqui next challenges the grant of summary judgment against him as to his
fraud claim, which he argues was sufficiently supported by evidence that Wong
fraudulently deceived him into believing he would ultimately be paid. The trial court
granted summary judgment against Farooqui on this claim, echoing its reasoning as
to the promissory estoppel claim, on the ground that Farooqui could not establish
that he relied to his detriment on those promises. As we have already explained, we
disagree with the trial court about that—there was plenty of evidence that Farooqui
relied on Wong’s promises of compensation. We nonetheless uphold the trial court’s
ruling on an alternative ground, which is that Farooqui did not adduce evidence from
which a reasonable factfinder could conclude that Wong acted with fraudulent intent.
23
See Greycoat Hanover F St. Ltd. P’ship v. Liberty Mut. Ins. Co., 657 A.2d 764, 767
(D.C. 1995) (we may affirm summary judgment for reasons separate from the trial
court so long as there is no procedural unfairness in doing so).
As relevant here, to succeed on a fraud claim a plaintiff must adduce “clear
and convincing evidence” that, among other things, the defendant acted “with intent
to deceive.” Sibley v. St. Albans Sch., 134 A.3d 789, 808-09 (D.C. 2016). “The mere
breach of a promise is never enough in itself to establish th[is] fraudulent intent.”
Va. Acad. of Clinical Psychs. v. Grp. Hosp. and Med. Servs., Inc., 878 A.2d 1226,
1234 (D.C. 2005) (quoting Prosser & Keaton on Torts § 109, at 764-65 (5th ed.
1984)). Instead, for a breach of a promise to be fraudulent, the plaintiff must present
clear and convincing evidence that “the promisor had no present intention of
carrying” out his promises at the time of their making. Id. at 1233-34 (citing Bennett
v. Kiggins, 377 A.2d 57, 60-61 (D.C. 1977)).
The evidence here would simply not permit a reasonable factfinder to
conclude, by clear and convincing evidence, that Wong never had the intention to
fulfill his promises. In fact, Farooqui’s own evidence demonstrated that Wong
repeatedly tried to make good on his promises by offering to involve Farooqui in
business opportunities and to compensate him on mutually agreeable terms. See id.
at 1236 (plaintiff failed to provide sufficient evidence that the defendants “had
24
planned, upon entering into the contract” to deny services “contrary to the
contractual representations and then in fact did so”). The evidence adduced in the
light most favorable to Farooqui paints a fairly consistent picture that Wong had
every intention of compensating Farooqui, but that the two either reached something
of an impasse in their negotiations, or perhaps Wong just had a change of heart after
the fact. In either case, without more, no reasonable factfinder could be firmly
convinced on this evidence that Wong had always intended to renege on his promises
and fraudulently induced Farooqui into helping him and his businesses acquire the
subject satellites.
C. Evidentiary Rulings
Because we revive Farooqui’s unjust enrichment and promissory estoppel
claims, we exercise our discretion to address certain evidentiary challenges that he
raises on appeal and are likely to arise again on remand. See Ray v. Am. Nat’l Red
Cross, 696 A.2d 399, 407 (D.C. 1997) (deciding evidentiary claims that “are likely
to arise again on remand”); Hto7, LLC v. Elevate, LLC, 319 A.3d 368, 371 (D.C.
2024) (doing likewise “[f]or the sake of judicial efficiency”); cf. Jackson v. Condor
Mgmt. Grp., Inc., 587 A.2d 222, 226 (D.C. 1991) (declining to consider issues that
“may or may not arise again upon remand”).
25
First, Farooqui identified Patrick Campbell as a potential lay witness who
could testify to the nature of Farooqui’s work for Wong. Campbell worked with
Wong’s companies on the satellite acquisitions and had personal knowledge of
Farooqui’s work. Farooqui expected Campbell to opine that Farooqui “deserved” to
be or “should have been” compensated for his work. Judge Ross precluded Campbell
from offering that lay opinion testimony, and on appeal Farooqui contends that was
an abuse of discretion. We disagree.
Campbell could certainly offer any relevant testimony he has about the nature
of Farooqui’s work and the value of it, to the extent he has personal knowledge of
those topics. See Harrison v. United States, 76 A.3d 826, 841 (D.C. 2013) (lay
witness testimony “is admissible if predicated upon concrete facts within their own
senses, as distinguished from their opinions or conclusions drawn from such facts”);
Johnson v. United States, 116 A.3d 1246, 1248-49 (D.C. 2015) (explaining that the
District follows Fed. R. Evid. 701 and the accompanying restrictions on lay witness
testimony). But whether Farooqui “deserved” or “should have been” compensated
is ultimately a matter of opinion, and a question for the factfinder to decide, rather
than a topic that any lay witness should be permitted to opine upon. See, e.g., Jones
v. United States, 512 A.2d 253, 260 (D.C. 1986) (holding it was improper to permit
a police officer’s lay opinion testimony that defendant was “acting as an apparent
lookout,” when “the jury was just as capable of drawing a conclusion about” the
26
defendant from the actual facts in evidence). The trial court thus acted within its
discretion in precluding this aspect of Campbell’s testimony.
Second, Farooqui offered Taylor Ehrlich as a damages expert, and Ehrlich
produced a report that tried to quantify Farooqui’s damages under several theories.
Judge Ross put various restrictions on Ehrlich’s testimony: (1) he limited Ehrlich to
opining on the breach of contract and promissory estoppel claims because Ehrlich
did not “conduct an independent assessment of the value of the work [Farooqui]
allegedly performed” and instead “relied solely on the terms discussed between”
Wong and Farooqui; and (2) he precluded Ehrlich from testifying as to two of three
different damages scenarios, concluding that those two scenarios were based on
contract terms that were merely proposed and never actually agreed to. On appeal,
Farooqui argues that Judge Ross abused his discretion when he placed those
limitations on Ehrlich’s testimony. We agree that neither restriction on Ehrlich’s
testimony was warranted.
The District’s courts follow Federal Rule of Evidence 702 when assessing the
admissibility of expert testimony. See Motorola Inc. v. Murray, 147 A.3d 751,
758-59 (D.C. 2016) (en banc). We review admissibility decisions under that rule for
abuse of discretion. District of Columbia v. Facebook, Inc., 340 A.3d 1, 10 (D.C.
2025). Judge Ross seemed to reason that Ehrlich could not reliably measure the value
27
of Farooqui’s work—or of the benefits that work conferred on appellees—by
reference to the compensation terms the parties negotiated but never agreed upon.
That is why Judge Ross limited Ehrlich to testifying as to the breach of contract and
promissory estoppel claims, i.e., the court reasoned that his testimony was only
relevant to the extent the parties agreed to some express terms. In Judge Ross’s view,
Ehrlich had to have some means of valuing Farooqui’s work independent of any
negotiated terms before his testimony would be sufficiently helpful or reliable to put
before a factfinder as to the unjust enrichment claim.
We do not track that reasoning. Over the years, the parties discussed a variety
of terms for compensating Farooqui, including equity shares in companies that lay
jurors would have limited ability to assess the value of. There is no dispute that
Ehrlich’s testimony would supply the factfinder with a means for assessing the
values of those various terms, whether they were agreed to or not. If they were agreed
to, as Farooqui contends, then even though the purported 2018 oral agreement is not
enforceable under the statute of frauds, the terms of that agreement may yet have
strong evidentiary value in assessing the damages attendant to an unjust enrichment
claim: “[E]ven an unenforceable contract may serve to establish value for restitution
purposes.” See Restatement (Third) of Restitution and Unjust Enrichment § 49
cmt. g. Moreover, even if a factfinder were to conclude that the parties never reached
an agreement on precise compensation terms, Ehrlich’s testimony could still be
28
enormously probative in helping the factfinder understand the rough ballpark that
the parties were negotiating within, and that in turn is one reasonable reflection of
the value of Farooqui’s services. See id. That is, a factfinder might quite reasonably
conclude—as relevant to assessing damages for an unjust enrichment claim—that
appellees were enriched somewhere in the ballpark of how they proposed to
remunerate Farooqui for his past services, or somewhere in the delta between where
the parties’ various offers and counteroffers were, even if unagreed to.
Simply put, the shortcomings the trial court highlighted in Ehrlich’s testimony
go to its weight and not its admissibility. Any gaps in his reasoning “did not require
exclusion” of his testimony “but rather were the proper subject of crossexamination.” Wilson Sporting Goods Co. v. Hickox, 59 A.3d 1267, 1273 (D.C.
2013); see also Benn v. United States, 978 A.2d 1257, 1274-75 (D.C. 2009)
(identifying “[v]igorous cross-examination, presentation of contrary evidence, and
careful instruction on the burden of proof” as the tools for “attacking shaky but
admissible evidence” (quoting Daubert v. Merrell Dow Pharms., 509 U.S. 579, 596
(1993))). We do not see any sound basis for the restrictions that the trial court placed
on Ehrlich’s testimony, and so we hold the trial court abused its discretion in
imposing them.
29
III. Conclusion
For the foregoing reasons, we: (1) affirm the trial court’s grant of summary
judgment in appellees’ favor on the breach of contract, breach of implied in fact
contract, and fraud claims; (2) reverse the trial court’s grant of summary judgment
on the unjust enrichment and promissory estoppel claims; (3) uphold the trial court’s
ruling restricting Campbell’s lay witness testimony; and (4) vacate the trial court’s
order placing certain restrictions on Ehrlich’s expert testimony. We remand the case
to the trial court for further proceedings consistent with this opinion.
So ordered.