The Virginia Business Litigation Blog
A party that performs services and incurs expenses does not automatically acquire an equitable claim for compensation. In certain circumstances, claims for unjust enrichment or quantum meruit may arise, but these claims require the claimant to prove the defendant either requested the services or at least knowingly accepted the services and retained a benefit under circumstances making nonpayment unjust. In an unpublished decision of the Virginia Court of Appeals earlier this month, a trucking company had incurred time and expenses relating to providing labor, drivers, transportation, and storage in connection with returning dozens of loaded trailers to its former customer. It demanded payment for those services. The customer had made post-termination payments that looked, at least superficially, like recognition of an ongoing obligation. The Court of Appeals, however, held that none of that entitled the trucking company to equitable relief. The trial court found that the customer had terminated the arrangement, paid what it owed, and repeatedly demanded return of its property. The Court of Appeals reasoned that returning property one is already obligated to return confers no benefit for which the law implies a promise to pay.
The case is Webb’s Truck Leasing Corp. v. CHKD Thrift Stores, LLC, Record No. 0246-25-1 (Va. Ct. App. July 21, 2026). The facts go something like this. CHKD Thrift Stores receives donated goods, sells them, and remits the net proceeds to benefit the Children’s Hospital of the King’s Daughters. For years, CHKD and Webb operated under an oral arrangement in which Webb stored and transported trailers holding CHKD’s excess charitable-donation inventory. Beginning in March 2018, CHKD notified Webb that the arrangement was terminated and demanded return of the donations. Webb neither returned the donations nor allowed CHKD to retrieve them. CHKD reiterated the termination in July 2018, paying Webb’s outstanding invoices of $60,694.76 in an effort to make a “clean break.” Then, in a July 1, 2019 letter, CHKD’s counsel declared that all agreements would conclude on August 31, 2019, enclosed a payment of $73,425 stated to satisfy “any and all obligations,” and warned that CHKD would pay “no additional money” and have “[n]o obligation of any kind” to Webb thereafter. Webb cashed the check and admitted that, as of August 31, 2019, CHKD owed it no debt related to the donations.
At termination, Webb still held 75 trailers of CHKD’s donations. CHKD offered a fixed transportation fee of $165 per trailer for returns within a 60-day window; Webb returned none in that period. Between October 2019 and March 2020, Webb returned roughly 40 of the 75 trailers. During that stretch, CHKD’s former corporate manager sent a December 2019 email saying CHKD was “prepared to pay two months, as discussed, at $7,000 a month flat fee, plus the transportation costs of those deliveries,” and CHKD paid Webb $21,260 in January 2020. CHKD characterized that payment as a “generous gesture” tied to delivery rather than storage. Webb stopped returning donations in March 2020 and still held 35 trailers at trial. The dispute produced two suits tried together: CHKD’s warrant in detinue seeking return of its property, and Webb’s action for breach of contract, quantum meruit, and unjust enrichment premised on an alleged new oral agreement for continued 
storage and delivery beginning in September 2019. After a bench trial, the circuit court found no post-termination agreement, observing that the testimony on material terms was “all over the place,” and granted CHKD’s warrant in detinue and dismissed Webb’s claims.
On appeal, Webb’s central argument was that once the trial court found no binding post-termination agreement, the law required CHKD to pay reasonable compensation for the storage, delivery, and wind-down services Webb had performed. The Court of Appeals rejected the premise. It reaffirmed that quantum meruit and unjust enrichment do not arise merely because a claimant performed work or incurred costs. Quantum meruit applies when services are performed at another’s request, without agreed terms, such that the law implies a promise to pay their reasonable value. (See Mongold v. Woods, 278 Va. 196, 204 (2009)). Unjust enrichment requires that the plaintiff conferred a benefit the defendant knew of and should reasonably have expected to repay, and that the defendant accepted or retained that benefit without paying its value. (See Schmidt v. Household Fin. Corp., II, 276 Va. 108, 116 (2008)). Under either theory, Webb had to establish more than the value of the services it rendered; it had to show that CHKD requested those services, or accepted and retained a benefit under circumstances making nonpayment unjust.
The trial court’s factual findings foreclosed that showing, and those findings were entitled to the same weight as a jury verdict on appeal. The court found that CHKD had done the opposite of requesting continued services: it terminated the arrangement, paid what it owed, and—as the trial judge put it—had been “screaming from the rooftops since 2018” for the return of its property. CHKD never agreed that Webb could keep storing or delivering the donations on Webb’s terms, or withhold them pending additional payment. The Court of Appeals drew the crucial distinction between a party’s willingness to facilitate the return of its own property and a claimant’s asserted right to keep possessing that property at whatever rate it deems appropriate. Because Webb was obligated to return the donations once the slate was clean, its post-termination deliveries conferred no benefit on CHKD for which the law implies a promise to pay. And to the extent Webb performed delivery services CHKD actually requested, the court was entitled to find them already compensated by the $21,260 payment.
The Court gave equally short shrift to Webb’s reliance on that January 2020 payment as evidence of an implied obligation. The trial court was not required to infer an agreement from it. CHKD called the payment a “generous gesture,” explained that “the whole arrangement was for delivery, not storage,” and tied the amount to the fraction of trailers returned. As the Court observed, the parties’ continued discussion of rates into early 2020 reflected the absence of any agreement rather than an acknowledgment of one—ongoing negotiation being “the antithesis of a meeting of the minds.”
Webb’s reliance on T. Musgrove Construction Co. v. Young, 298 Va. 480 (2020), fared no better. While Musgrove recognizes that equitable principles may require payment for a benefit conferred or retained absent an enforceable contract, it does not compel compensation where the factfinder determines that the defendant neither requested the services nor accepted or retained the asserted benefit.
Finally, the Court held that Webb’s challenges to the exclusion of course-of-dealing evidence, historical rates, an unsigned 2016 contract, and various out-of-court statements did not warrant reversal. This was partly because several arguments were unpreserved under Rule 5A:18, and partly because any error was harmless: the trial court’s ruling turned on its findings that CHKD demanded return of its property and never requested continued services, not on the valuation evidence Webb sought to introduce.