Orr Industries of Pennsylvania, LLC v. Muehling et al

UNITED STATES DISTRICT COURT
MIDDLE DISTRICT OF PENNSYLVANIA
ORR INDUSTRIES OF
PENNSYLVANIA LLC,
Plaintiff,
v.
JOEL MUEHLING, et al.,
Defendants.
CIVIL ACTION NO. 3:24-CV-01518
(MEHALCHICK, J.)
MEMORANDUM
Before the Court is the motion of counsel for Defendant Joel Muehling (“Muehling”),
Attorneys Brendan N. Fitzgerald and Attorney Joseph J. Joyce, III, and their firm, Joyce,
Carmody & Moran, P.C. to withdraw as counsel for Muehling. (Doc. 48). Counsel seeks to
withdraw as Muehling’s counsel but remain as counsel for Defendant A to Z Coating Inc.
(“A to Z”). Plaintiff, Orr Industries of Pennsylvania, LLC (“Orr”), submits that allowing
counsel to remain representing A to Z would be a conflict of interest. (Doc. 63). The Court
agrees and for the reasons outlined below, will grant the motion to withdraw as counsel for
Muehling and will disqualify counsel from continued representation of A to Z.
I. 	BACKGROUND AND PROCEDURAL HISTORY
Orr filed this action against Defendants Muehling and A to Z in September 2024,
alleging breach of contract and tortious interference with contract claims stemming from
alleged disclosure of confidential information and solicitation of Orr’s customers by
Muehling, a former employee of Orr who subsequently became employed at A to Z. (Doc.
1). After Orr filed the complaint, A to Z terminated Muehling. (Doc. 48, at 2). Throughout
the course of discovery in this matter, Defendants have not complied with several court
orders. (Doc. 25; Doc. 29; Doc. 30; Doc. 31; Doc. 33, at 2; Doc. 60; Doc. 61).
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After counsel filed the instant motion to withdraw, the Court conducted three
conference calls related to a request for a forensic examination and the motion to withdraw.
During these calls, Orr averred that counsel was conflicted from withdrawing as counsel for
Muehling but continuing to represent A to Z and requested that counsel provide a copy of a
joint representation agreement governing the terms of the continued representation, if one
existed. During the November 25, 2025, conference call counsel represented to the Court that
such an agreement was not in place.
II. 	LEGAL STANDARD
Pursuant to Local Rule 83.15, “[a]ppearance of counsel shall not be withdrawn except
by leave of court.” Courts have discretion over whether to grant motions to withdraw counsel.
See Ohntrup v. Firearms Ctr., Inc., 802 F.2d 676, 679 (3d Cir. 1986); see also Loften v. Diolosa, No.
CV 3:05-1193, 2016 WL 3090399, at *2 (M.D. Pa. June 2, 2016). “[A] law firm is entitled to
withdraw once the firm demonstrates to the satisfaction of the district court that its appearance
serves no meaningful purpose, particularly insofar as an opposing interest is concerned.”
Ohntrup, 802 F.2d at 680; see Camacho v. Dean, No. 1:14-CV-01428, 2016 WL 1182265, at *3
(M.D. Pa. Mar. 28, 2016). A court’s “determination [regarding counsel’s withdrawal] is
guided by the professional rules of conduct.” United States v. Bellille, 962 F.3d 731, 738 (3d Cir.
2020). Courts must consider whether withdrawal is warranted due to a conflict of interest. See
Bellille, 962 F.3d at 738 (considering Pennsylvania’s ethical rules regarding conflicts of interest
when evaluating a motion to withdraw). A court may also disqualify counsel from
representing a party due to a conflict of interest. See Holcombe v. Quest Diagnostics, Inc., 675 F.
Supp. 2d 515, 518 (E.D. Pa. 2009) (assessing whether the court must disqualify counsel due
to a conflict of interest); see also Mun. Revenue Servs., Inc. v. Xspand, Inc., 537 F. Supp. 2d 740,
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746 (M.D. Pa. 2008) (same). A party may also move to disqualify opposing counsel from
representing their clients, however, the movant “bears the burden of clearly showing that
continued representation would be impermissible. Vague and unsupported allegations are not
sufficient to meet this standard.” Cohen v. Oasin, 844 F. Supp. 1065, 1067 (E.D. Pa. 1994)
(citations omitted); see Perez v. Koresko, No. CV 09-988, 2014 WL 12908002, at *2 (E.D. Pa.
Apr. 22, 2014).
III. 	DISCUSSION
Orr submits that counsel may not continue to represent A to Z if they withdraw from
representation of Muehling because the interests of those parties no longer align, and they
may have to cross-examine and depose a former client who presumably already shared
privileged information with them. (Doc. 63, at 6-9). Moving counsel agree that Defendants’
interests no longer aligned, but submit they may continue representing A to Z after
withdrawing as counsel for Muehling. (Doc. 64, at 5-7).
The district court has the inherent authority to supervise the professional conduct of
attorneys appearing before it, and it is from this authority that power to disqualify an attorney
is derived. United States v. Miller, 624 F.2d 1198, 1201 (3d Cir. 1980); see Holcombe, 675 F.
Supp. 2d at 518. Disqualification is never automatic, and should only occur when the court
determines that it is the appropriate means of enforcing the applicable disciplinary rule. Miller,
624 F.2d at 1201; see Foley v. Drexel Univ., No. CV 22-1777, 2023 WL 3611529, at *1 (E.D.
Pa. May 23, 2023).
Pennsylvania Rule of Professional Conduct 1.7 states:
(a) Except as provided in paragraph (b), a lawyer shall not represent a client if
the representation involves a concurrent conflict of interest. A concurrent
conflict of interest exists if:
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(1) the representation of one client will be directly adverse to another client;
or
(2) there is a significant risk that the representation of one or more clients
will be materially limited by the lawyer's responsibilities to another client, a
former client or a third person or by a personal interest of the lawyer.
(b) Notwithstanding the existence of a concurrent conflict of interest under
paragraph (a), a lawyer may represent a client if:
(1) the lawyer reasonably believes that the lawyer will be able to provide
competent and diligent representation to each affected client;
(2) the representation is not prohibited by law;
(3) the representation does not involve the assertion of a claim by one client
against another client represented by the lawyer in the same litigation or
other proceeding before a tribunal; and
(4) each affected client gives informed consent.
PA ST RPC Rule 1.7.
Comment 4 to Rule 1.7 states that “[i]f a conflict arises after representation has been
undertaken, the lawyer ordinarily must withdraw from the representation, unless the lawyer
has obtained the informed consent of the client.” PA ST RPC Rule 1.7 cmt. 4. Similarly,
comment 29 to Rule 1.7 states that “a lawyer should be mindful that if the common
representation fails because the potentially adverse interests cannot be reconciled, the result
can be additional cost, embarrassment and recrimination. Ordinarily, the lawyer will be
forced to withdraw from representing all of the clients if the common representation fails.”
PA ST RPC Rule 1.7 cmt. 29 (emphasis added). Under Rule 1.10, an attorney’s conflicts are
imputed to their law firm. PA ST RPC Rule 1.10; see Diamond PEO, LLC v. Bridge HRO, LLC,
No. CV 21-1718, 2024 WL 4145237, at *1 n.3 (W.D. Pa. July 16, 2024) (stating “[a] lawyer's
conflict is imputed to the lawyer's law firm”).
Rule 1.7(b) only allows an attorney with a concurrent conflict of interest to continue
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to represent a client despite the conflict where “each affected client gives [the conflicted
attorney their] informed consent.” PA ST RPC Rule 1.7(b)(4); see Martin v. Turner, No.
CIV.A. 10-1874, 2011 WL 717682, at *4 (E.D. Pa. Feb. 18, 2011) (allowing an attorney to
continue to represent a client despite a concurrent conflict of interest with informed consent);
see also Walsh v. Consol. Design & Eng'g, Inc., No. CIV.A. 05-2001, 2008 WL 131135, at *9 (E.D.
Pa. Jan. 14, 2008) (disqualifying counsel with a concurrent conflict where each affected client
did not give informed consent). Rule 1.7 and general principles of professional ethics do not
allow an attorney representing multiple clients to favor one client over another. See United
States v. Carr, 322 F. Supp. 3d 612, 619 (E.D. Pa. 2018) (stating “the Court finds that
permitting Griffin to jettison his original client, Client No. 1, in favor of Carr, his subsequent
client, would not comport with the ethical standards of the legal profession”); see also Koen
Book Distributors, Inc. v. Powell, Trachtman, Logan, Carrle, Bowman & Lombardo, P.C., 212 F.R.D.
283, 285 (E.D. Pa. 2002) (stating “[t]he fiduciary obligations of an attorney are not served by
his later selection of the interests of one client over another” (citing Valente v. Pepsico, Inc., 68
F.R.D. 361, 368 (D. Del. 1975)).
In this case, counsel represent A to Z and Muehling concurrently. (Doc. 12; Doc. 13).
It is undisputed that after A to Z terminated Muehling, A to Z and Muehling’s interest no
longer align. (Doc. 63, at 6-7; Doc. 64, at 5). Counsel themselves argue that the Court should
grant the motion to withdraw as counsel for Muehling because “[p]rofessional considerations
arising from Mr. Muehling’s termination and the resulting divergence of interests require
withdrawal 	from 	representing 	him” 	and 	they 	cite 	Rule 	1.7 	as 	the 	“[p]rofessional
consideration” which requires them to withdraw from representing Muehling. (Doc. 64, at
5). Counsel do not present any argument, nor could they, as to why that same conflicting
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interest does not prevent them from representing A to Z. (Doc. 64). 	An attorney simply
cannot favor the interests of one client over the other’s interests. See Carr, 322 F. Supp. 3d at
619; see also Koen Book Distributors, Inc., P.C., 212 F.R.D. at 285.
Further, while counsel aver that the Court may not rely on speculation about a future
conflict to find an “unwaivable conflict” preventing their continued representation of A to Z,
the Court is not doing that here. (Doc. 64, at 5-7). Muehling has never provided a waiver of
any conflict, waivable or not, and counsel has represented that their representation agreement
does not provide for joint representation. Nor has counsel provided the Court with anything
to indicate any informed consent by Muehling to continue to represent A to Z in the event of
a conflict. By counsel’s own admission, they have a concurrent conflict under Rule 1.7 and
do not have the informed consent of “each affected client.” PA ST RPC Rule 1.7(b)(4) see
Walsh, 2008 WL 131135, at *9 (disqualifying counsel due to a lack of informed consent from
each client).
IV. 	CONCLUSION
For the foregoing reasons, the motion to withdraw as counsel for Muehling is
GRANTED. (Doc. 48). Further, the Court DISQUALIFIES counsel and their firm from
continuing to represent A to Z. It is further ordered that this matter is STAYED for a period
of 60 days for A to Z and Muehling to secure new counsel.
An appropriate Order follows.
Dated: January 5, 2026 	s/ Karoline Mehalchick
KAROLINE MEHALCHICK
United States District Judge
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